/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/231116.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, November 16, 2023, Vol. 27, No. 319 Headlines 1376 CHURCH: Hires Law Offices of Michael Jay Berger as Counsel 48 HIGHLAND SHORES: Hires Arete as Management Service Company 511 SEAWARD: Creditors to Be Paid From Sale of Property A1 PROPERTIES: G. Matt Barberich Named Subchapter V Trustee AAD LOCKER: Seeks Cash Collateral Access ACCO BRANDS: S&P Alters Outlook to Stable, Affirms 'BB-' ICR AEMETIS INC: Posts $30.7 Million Net Income in Third Quarter AETIUS COMPANIES: Committee Hires Brinkman Law as Counsel AETIUS COMPANIES: Committee Hires Cole Hayes as Local Counsel AINOS INC: Incurs $3 Million Net Loss in Third Quarter AJC MEDICAL: Plan Filing Deadline Extended to Nov. 27 AKRON REBAR: Court Confirms Chapter 11 Plan ALPINE SUMMIT: Court OKs Sale of Assets to Giddings for $15.36MM AMERICAN AIRLINES: Moody's Rates New Sr. Secured Term Loan B 'Ba2' AMERICAN AIRLINES: S&P Rates New $750MM Term Loan B Due 2029 'BB' AMERICAN PHYSICIAN: Parties Agree On Deposition Schedule AMERIFIRST FINANCIAL: Hires Jaburg & Wilk P.C. as Special Counsel AMERITRANS EXPRESS: Seeks Court Nod to Sell 13 Vehicles AMYRIS INC: Creditor Sued Doerr Over Alleged Plan to Seize IP ART OF GRANITE: Court OKs Interim Cash Collateral Access ASMARA MLK: Slated to Seek Plan Confirmation on Dec. 1, 2023 AT HOME GROUP: $600MM Bank Debt Trades at 66% Discount ATLAS PURCHASER: $250MM Bank Debt Trades at 58% Discount AUTOBUYSALE LLC: Brian Rothschild Named Subchapter V Trustee AVALON MOBILE: Hires Downey & Cleveland as Special Counsel AVALON MOBILE: Seeks to Hire Burch Firm LLC as Special Counsel AVALON MOBILE: Seeks to Hire Ordinary Course Professionals AVENTIV TECHNOLOGIES: $282.5MM Bank Debt Trades at 33% Discount AVERY ASPHALT: Seeks to Hire Diamond McCarthy as Special Counsel AVIATION SAFETY: Court OKs Cash Collateral Access, $1.3MM DIP Loan AVISON YOUNG: $375MM Bank Debt Trades at 65% Discount BAUSCH HEALTH: Reports $382MM Net Loss for Third Quarter 2023 BEECH INTERNATIONAL: S&P Lowers ICR to 'CC', On Watch Negative BELA FLOR NURSERIES: Hires Husch Blackwell LLP as Counsel BEVERLY COMMUNITY: Trustee Hires Locke Lord as Special Counsel BIG TEDDY: Seeks to Hire Big Teddy Forman Holt as Legal Counsel BMG EXTERIORS: Seeks Approval to Hire Geist CPA as Accountant BRIGHT HEALTH: Incurs $547.2 Million Net Loss in Third Quarter BROOKDALE SENIOR: Incurs $48MM Net loss in 2023 Third Quarter CAIDLAKE TRANSPORT: Voluntary Chapter 11 Case Summary CANO HEALTH: $644MM Bank Debt Trades at 43% Discount CANO HEALTH: Elliot Cooperstone Reports Equity Stake CANO HEALTH: Lewis Gold Reports Equity Stake CANO HEALTH: Sternlicht Reports 8.6% Equity Stake CAPITAL KCS: Unsecureds to Get Full Payment With Interest in Plan CAPSTONE GREEN ENERGY: Gets Chapter 11 Plan Confirmation CASTLE US HOLDING: $295MM Bank Debt Trades at 28% Discount CBAK ENERGY: Posts $6.3 Million Net Income in Third Quarter CENTER FOR ASBESTOS: Unsecureds Will Get 15% over 60 Months CENTRAL OKLAHOMA: Committee Hires McAfee & Taft as Legal Counsel CLOUD VENTURES 1: Gets OK to Sell Property to Cole Trenching COMPLETE COMPANIES: Hires Trammell Love Law as Bankruptcy Counsel CONTINENTAL AMERICAN: Committee Taps Sandberg Phoenix as Counsel COVENANT SURGICAL: $250MM Bank Debt Trades at 21% Discount CPC ACQUISITION: $1.03BB Bank Debt Trades at 25% Discount CPC ACQUISITION: $225MM Bank Debt Trades at 54% Discount CREATIVE REALITIES: Incurs $1.9 Million Net Loss in Third Quarter CUMULUS MEDIA: $525MM Bank Debt Trades at 21% Discount CUREPOINT LLC: Court Approves Trustee's Disclosure Statement DENN-OHIO LLC: Thomas Richardson Named Subchapter V Trustee DIAMOND SPORTS: Owes NHL Coyotes $18M After Telecast Deal End DIAMONDHEAD CASINO: Incurs $386,000 Net Loss in Third Quarter DIOCESE OF ROCKVILLE CENTRE: Chapter 11 Real Estate Deal Okayed DIRECT TEXTILE: Seeks to Hire ProLedge as Accountant DIRECTBUY HOME: Seeks to Hire Cole Schotz as Bankruptcy Counsel DOHENY EQUITIES: Voluntary Chapter 11 Case Summary EIGHT COPELAND: Seeks to Hire White and Co as Bankruptcy Counsel ELITE KIDS: Time to Confirm Plan Extended to Feb. 2, 2024 EMERGENT BIOSOLUTIONS: Delays Filing of Third Quarter Form 10-Q ENDO INTERNATIONAL: Incurs $28.5MM Net Loss for Q3 2023 ENVISION HEALTHCARE: $2.20BB Bank Debt Trades at 82% Discount ESJ TOWERS: Unsecured Creditors Will Get 2% of Claims in Plan EVANGELICAL RETIREMENT: Hires Continuum Advisors LLC as Broker EVOKE PHARMA: Incurs $1.7 Million Net Loss in Third Quarter EXIGENT LANDSCAPING: Unsecureds to Get Paid Via Step-Up Payments FILE STORAGE: Seeks to Hire Saul Ewing LLP as Counsel FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 42% Discount FTX GROUP: Hired Employees by SBF Demand $275,000 Bonus GALLUS DETOX: Voluntary Chapter 11 Case Summary GENESIS GLOBAL: Amended Plan Excludes Deal With DCG GENESIS GLOBAL: Reaches $33 Million Deal With Three Arrows GENESIS GLOBAL: Sued by Gemini Over $1.6 Bil. Bitcoin Trust Shares GOEASY LTD: Moody's Rates New $550MM Unsec. Notes Due 2028 'Ba3' GOLDEN DEVELOPING: Trustee Taps GlassRatner as Financial Advisor GRAND VIEW HOSPITAL: S&P Lowers Bond Rating to 'BB-', Outlook Neg. GRUPO HIMA: Gets OK to Sell Assets to Eleva Recovery for $3.3MM GUZZINO COMMERCIAL: Seeks to Hire Steffes Firm as Legal Counsel HAWK LOGISTICS: Lender Seeks to Prohibit Cash Collateral Access HELIUS MEDICAL: Incurs $3.7 Million Net Loss in Third Quarter HOMEZONE IMPROVEMENTS: Case Summary & 20 Top Unsecured Creditors HOT LAND CARRIER: Aaron Cohen Named Subchapter V Trustee HURLEY MEDICAL: Taps Health Management After Debt Ratio Failure ICAP INTERNATIONAL: Case Summary & 30 Largest Unsecured Creditors IMEDIA BRANDS: Slated to Seek Plan Confirmation on Dec. 21 IMEDIA BRANDS: Unsecured Creditors to Get 0% to 2% in Plan IMEDIA BRANDS: UST Has Issues With Opt Out of Releases INDIEV INC: Seeks to Tap Jennifer Liu of JMLIU as Accountant INFINITY PHARMACEUTICALS: Hires Wilmer Cutler as Special Counsel INNOVATE CORP: Incurs $8.6 Million Net Loss in Third Quarter INSTRUCTURE HOLDINGS: Moody's Affirms 'B1' CFR on PCS Transaction IRONNET INC: Seeks to Hire Ordinary Course Professionals ISLAND DOG: Seeks Court Nod to Sell Florida Property for $900,000 IVANTI SOFTWARE: $545MM Bank Debt Trades at 24% Discount JAGUAR HEALTH: Has 6 Months to Meet Nasdaq Bid Price Rule JAMES PINE: Holly Miller Named Subchapter V Trustee JBM SPECIALTIES: Creditors to Get Proceeds From Liquidation JCF FREEPORT: Seeks to Hire Tortola Advisors, Appoint CRO JCF FREEPORT: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel JCF HILTON: Seeks to Hire Tortola Advisors, Appoint CRO JCF HILTON: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel JCF PANAMA: Seeks to Hire Tortola Advisors, Appoint CRO JCF PANAMA: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel JRGC LLC: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel KIDDE-FENWAL INC: Wants Foam Claims Insurance Coverage KLX ENERGY: Reports Third Quarter 2023 Results LAURA CHRISTY: Case Summary & Three Unsecured Creditors LIGHTHOUSE IMMERSIVE: Gets U.S. Recognition for $4-Mil. Asset Bid LOGIX HOLDING: $250MM Bank Debt Trades at 20% Discount LONE WOLF: Unsecureds to Get $414 per Month for 60 Months LONG ISLAND CITY: Taps Berger Fischoff as Special Counsel LORDSTOWN MOTORS: Seeks to Tap Womble Bond Dickinson as Co-Counsel LOUISIANA-PACIFIC: S&P Alters Outlook to Pos., Affirms 'BB+' ICR LUMEN TECH: Secured Creditors Prep Up for Confidential Debt Talks LUMEN TECHNOLOGIES: $5BB Bank Debt Trades at 32% Discount M AND J HOME: Steven Weiss Named Subchapter V Trustee MDMH PARTNERS: Unsecured Creditors to be Paid in Full MERIDIAN RESTAURANTS: Gets OK to Sell Restaurants for $125,000 METROPOLITAN BREWING: Hires Goldstein & McClintock as Attorney MICROVISION INC: Incurs $23.5 Million Net Loss in Third Quarter MINIM INC: Incurs $4.1 Million Net Loss in First Quarter NATIONAL PAVER: Gina Klump Named Subchapter V Trustee NATIONAL REALTY: Trustee Wants to Clawback $36M from Media Exec NEUBASE THERAPEUTICS: Incurs $1.8 Million Net Loss in Third Quarter NICNAT LLC: Case Summary & Three Unsecured Creditors NORRIS VENTURES: Unsecureds Owed $44K Unimpaired in Plan OILFIELD EQUIPMENT: Hires Cherry Peterson as Special Counsel ORCHID MERGER: $400MM Bank Debt Trades at 35% Discount OUTPUT SERVICES: $369MM Bank Debt Trades at 87% Discount PHILLIP HIMMELFARB: Seeks to Hire Leslie Cohen Law as Counsel POLARIS OPERATING: Court OKs $3MM DIP Loan from Mesa Vista PREMIER MEDICAL: Hires Riverbend Special Situations as Evaluator PROPERTY MASTERSHIP: Voluntary Chapter 11 Case Summary PRUDENT AMERICAN: Hires Spector & Cox as Bankruptcy Counsel QUEST SOFTWARE: $765MM Bank Debt Trades at 34% Discount QUORUM HEALTH: $732MM Bank Debt Trades at 38% Discount RADIOLOGY PARTNERS: $1.64BB Bank Debt Trades at 28% Discount REDEEMED CHRISTIAN: Plan Filing Deadline Extended to Jan. 31 RESERVE TECH: Disposable Income to Fund Plan Payments RESHAPE LIFESCIENCES: Incurs $3.5 Million Net Loss in Third Quarter RISE DEVELOPMENT: Kicks Off Subchapter V Bankruptcy SAM'S SERVICE: Asset Sale Proceeds to Fund Plan SAN JORGE: Hires Offload Business Solutions as Advisor SANUWAVE HEALTH: Incurs $23.7 Million Net Loss in Third Quarter SHIFT TECHNOLOGIES: Gets OK to Sell Assets by Public Auction SIGNATURE DELIVERY: Douglas Adelsperger Named Subchapter V Trustee SINCLAIR TELEVISION: $750MM Bank Debt Trades at 25% Discount SISSON ENGINEERING: Case Summary & 20 Largest Unsecured Creditors SLEEP GALLERIA: Tamara Miles Ogier Named Subchapter V Trustee SMART EARTH: Case Summary & 20 Largest Unsecured Creditors SORRENTO THERAPEUTICS: Director Tammy Reilly Steps Down SPI ENERGY: Delays Filing of Quarterly Report ST. PAUL'S EVANGELICAL: Brian Hofmeister Named Subchapter V Trustee STEEL HUGGERS: Case Summary & 20 Largest Unsecured Creditors STRUDEL HOLDINGS: Unsecureds Owed $18M to Get Full Payment SUNOPTA INC: Incurs $145.8 Million Net Loss in Third Quarter SUNWEST MANAGEMENT: Ex-CEO Harder Ordered to Pay $74M Restitution SUREFUNDING LLC: Court Confirms Chapter 11 Plan THRASIO LLC: $325MM Bank Debt Trades at 38% Discount TORRID LLC: $350MM Bank Debt Trades at 25% Discount TOTAL AUTO: Case Summary & One Unsecured Creditor TRANS-LUX CORP: Incurs $854K Net Loss in Third Quarter TRANSDIGM INC: Moody's Rates New Secured First Lien Notes 'Ba3' TRANSDIGM INC: S&P Assigns 'B+' Rating on $1BB Secured Term Loan TRAVEL LEADERS: Moody's Withdraws 'B3' Corporate Family Rating TRI-STATE PAPER: Richard Furtek Named Subchapter V Trustee TRIBE BUYER: $397MM Bank Debt Trades at 53% Discount TRIBE BUYER: Moody's Cuts CFR to 'Ca', Outlook Stable TRISTAN OIL: Chapter 15 Case Summary TUPPERWARE BRANDS: Delays Filing of Third Quarter Form 10-Q UNCONDITIONAL LOVE: Hires Jefferies LLC as Investment Banker UNCONDITIONAL LOVE: Hires Willkie Farr & Gallagher as Co-Counsel UNCONDITIONAL LOVE: Seeks to Tap Stretto as Administrative Advisor UNCONDITIONAL LOVE: Taps Emerald Capital as Financial Advisor UNITED NATURAL: Moody's Cuts CFR to B2 & Alters Outlook to Stable VECTOR UTILITIES: Seeks to Hire CBRE, Inc. as Appraiser VESTTOO LTD: Hires Kroll Bermuda Ltd as Financial Advisor VESTTOO LTD: Judge Declines to Convert Case to Chapter 7 VESTTOO LTD: Seeks to Hire Epiq as Administrative Advisor VESTTOO LTD: Seeks to Hire S. Horowitz & Co as Israel Counsel VIASAT INC: S&P Downgrades ICR to 'B+' on Revised Earnings VUE ENTERTAINMENT: EUR704MM Bank Debt Trades at 57% Discount WCG PURCHASER: S&P Downgrades ICR to 'B-' on Cash Flow Deficit WEST COAST HOSPITALITY: Seeks Cash Collateral Access WEWORK INC: Court OKs Interim Cash Collateral Access WEWORK INC: Faces Chapter 11 Process Without Auditor Ernst & Young WHEELS UP: Incurs $144.8 Million Net Loss in Third Quarter WHITTAKER CLARK: Taps Brattle Group as Claims Estimation Experts WINTERS RUN: George Purtill Named Subchapter V Trustee WINTERS RUN: Seeks to Tap Grafstein & Arcaro as Bankruptcy Counsel WOOF HOLDINGS: $235MM Bank Debt Trades at 38% Discount YC RIVERGOLD: UST Opposes Gurantor Injunction Provisions ZAIRY ATS: Files Emergency Bid to Use Cash Collateral [*] Robert Gordon Joins Herrick's Restructuring & Finance Team [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 1376 CHURCH: Hires Law Offices of Michael Jay Berger as Counsel --------------------------------------------------------------- 1376 Church LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ the Law Offices of Michael Jay Berger as counsel. The firm's services include: a. communicating with creditors of the debtors; b. reviewing the Debtor's Chapter 11 bankruptcy petition and all supporting schedules; c. advising the Debtor of its legal rights and obligations in a bankruptcy proceedings; d. working to bring the Debtor into full compliance with reporting requirements of the Office of the United States Trustee; e. preparing status reports as required by the Court; f. responding to any motions filed in the Debtor's bankruptcy proceedings; and g. preparing a Chapter 11 Plan of Reorganization for the Debtor. The firm will be paid at these rates: Michael Jay Berger $595 per hour Sofya Davtyan, Partner $545 per hour Carolyn M. Afari/Robert Poteete $435 per hour Senior Paralegals and Law Clerks $250 per hour Paralegals $200 per hour The firm will be paid a retainer of $25,000 and will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael Jay Berger, a partner at Law Offices of Michael Jay Berger, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Boulevard, 6th Floor, Beverly Hills, CA 90212 Tel: (310) 271-6223 Fax: (310) 271-9805 Email: michael.berger@bankruptcypower.com About 1376 Church LLC 1376 Church, LLC is a San Francisco, Calif.-based company engaged in activities related to real estate. 1376 Church sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 23-30379) on June 14, 2023, with $1 million to $10 million in both assets and liabilities. Tony Garnicki, managing member, signed the petition. Judge Hannah L. Blumenstiel oversees the case. The Debtor tapped Matthew D. Metzger, Esq., at Belvedere Legal, PC as bankruptcy counsel. 48 HIGHLAND SHORES: Hires Arete as Management Service Company ------------------------------------------------------------- 48 Highland Shores, Ltd., 53 Eagles Cove, Ltd., and 171 Lone Stag, Ltd. seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Arete Real Estate & Development, Inc. as management service company. The firm will continue to provide management services, including, but not limited to, bookkeeping and project management. The firm will be paid at monthly flat fee of $10,000. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joe Fogarty Arete Real Estate & Development, Inc. 340 North Sam Houston Parkway East #100 Houston, TX 77060 Tel: (281) 272-6134 About 50 Crosby Pines, Ltd. 50 Crosby Pines, Ltd. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 23-32924) on July 31, 2023, listing $1 million to $10 million in both assets and liabilities. Judge Eduardo V Rodriguez oversees the case. Leonard H. Simon, Esq., at Pendergraft & Simon, LLP represents the Debtor as counsel. 511 SEAWARD: Creditors to Be Paid From Sale of Property ------------------------------------------------------- 511 Seaward LLC submitted a Chapter 11 Plan of Liquidation. The Plan is a liquidating plan, allowed claims will be paid through the sale of the Debtor's single asset, a piece of real property located at 511 Seaward Rd., Corona Del Mar, California 92625 ("Property"). The sale proceeds will be distributed in accordance with the priority scheme set forth in the Bankruptcy Code. All creditors should refer to Articles II-VI of this Plan for the precise treatment of their claims. If confirmed, the Plan will bind all creditors provided for in the Plan, whether or not they filed a proof of claim, accept the Plan, object to confirmation, or have their claims allowed. The effective date of the Plan ("Effective Date") will be the later of: (1) the close of the sale of the Property, or (2) the first Business Day that is at least 15 days after the entry of an order confirming the Plan (the "Plan Confirmation Order"), provided there has been no order staying the effectiveness of the Plan Confirmation Order. Under the Plan, Class 8 General Unsecured Claims total $12,608,850. To the extent there are funds available from the sale of the Property, the Class 8 Claims will be paid in full on the Effective Date. Alternatively, the Class 8 Claims will receive a pro rata share of the remaining proceeds. The Debtor intends on negotiating a carve-out from the secured creditors that will provide a pro rata distribution to Class 8 Claims. If there is no carveout that can be negotiated, then it is anticipated that Class 8 Claims will receive nothing under the Plan. Class 8 is impaired. The Distributions required to be made under the Plan will be funded by the sale of the Property. It is currently being marketed at $2,995,000. If sold at $2,995,000, after closing costs, the Debtor should have $2,755,400 in proceeds and thus will have sufficient funds to pay Class 1 in full and Class 2 in full plus part of Class 3. The Debtor intends on negotiating a carve-out from the secured creditors that will provide payment to administrative and priority tax claims and provide a pro rata distribution to Class 8 Claims. Attorneys for Debtor: David M. Goodrich, Esq. Beth E. Gaschen, Esq. GOLDEN GOODRICH LLP 3070 Bristol Street, Suite 640 Costa Mesa, California 92626 Telephone 714-966-1000 Facsimile 714-966-1002 E-mail: dgoodrich@go2.law bgaschen@go2.law A copy of the 11 Plan of Liquidation dated October 25, 2023, is available at https://tinyurl.ph/KxEEs from PacerMonitor.com. About 511 Seaward 511 Seaward, LLC, which is engaged in activities related to real estate, sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 23-10994) on May 12, 2023. The company is based in Newport Beach, Calif., with as much as $1 million to $10 million in both assets and liabilities. Robert Montgomery as managing member, signed the petition. Golden Goodrich, LLP, serves as the Debtor's legal counsel. A1 PROPERTIES: G. Matt Barberich Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Region 13 appointed G. Matt Barberich of B. Riley Advisory Services as Subchapter V trustee for A1 Properties KC, LLC. Mr. Barberich 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. Barberich declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: G. Matt Barberich, Jr. B. Riley Advisory Services 7101 College Boulevard, Suite 730 Overland Park, KS 66210 Phone: 913-389-9270 Email: mbarberich@brileyfin.com About A1 Properties KC A1 Properties KC, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 23-41518) on Oct. 30, 2023, with up to $50,000 in assets and up to $1 million in liabilities. Judge Brian T. Fenimore oversees the case. Colin N. Gotham, Esq., at Evans & Mullinix, PA serves as the Debtor's legal counsel. AAD LOCKER: Seeks Cash Collateral Access ---------------------------------------- AAD Locker, LLC dba US Heating & Air Conditioning asks the U.S. Bankruptcy Court for the Southern District of Ohio, Eastern Division, for authority to use cash collateral and provide adequate protection. The Debtor has experienced financial hardship due to multiple factors, primarily the failure to accurately anticipate income tax liabilities. The Debtor is seeking to restructure through the filing of this Chapter 11 proceeding and intends to submit a plan of reorganization. Based upon the Debtor's books and records, and a review of the online public records maintained by the Ohio Secretary of State, the Debtor contends that the following parties have or may claim to have security interests in the Debtor's cash collateral: Jaffe Capital, The LCF Group, Interstate Filings, as representative for an undisclosed creditor, CT Corporation System, as representative for an undisclosed creditor, Ace Funding and Stripe Servicing. On June 28, 2023, the Debtor entered into a merchant cash advance agreement with Jaffe Capital, the Secured Creditor for a loan in the principal amount of $120,000. The Debtor proposes to use cash collateral to fund general business needs, including the payment of its payroll, rent, taxes, and to pay fees and expenses related to the Chapter 11 case, including the fees of professionals. The Debtor intends to grant the Secured Creditor adequate protection with respect to its interests in the cash collateral, if any, by granting the Secured Creditor replacement liens in post-petition cash collateral, to the extent of, and in the same priority as, any valid and subsisting liens or interest held by the Secured Creditor in cash collateral as of the Petition Date. A copy of the motion is available at https://urlcurt.com/u?l=RDkxF7 from PacerMonitor.com. About AAD Locker LLC AAD Locker LLC is an HVAC service provider. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 23-53940) on November 10, 2023. In the petition signed by Anthony D. Locker, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. John W. Kennedy, Esq., at Strip Hoppers Leithart McGrath & Terlecky Co., LPA, represents the Debtor as legal counsel. ACCO BRANDS: S&P Alters Outlook to Stable, Affirms 'BB-' ICR ------------------------------------------------------------ S&P Global Ratings revised its outlook to stable from negative and affirmed its 'BB-' issuer credit rating on U.S.-based ACCO Brands Corp. S&P said, "We also affirmed our 'BB-' issue-level rating on ACCO's senior unsecured debt. The recovery rating on this debt remains '4', indicating our expectation of average (30%-50%; rounded estimate: 30%) recovery in the event of a payment default. "The stable outlook reflects our expectation the company will sustain adjusted leverage below 5x over the next 12 months. "Our outlook revision to stable from negative reflects the company's improved profitability and our expectation it will continue to reduce leverage." ACCO's net sales declined 7.2% (excluding the impact of foreign exchange, comparable sales were down 7.1%) to $1.3 billion during the nine months ended Sept. 30, 2023. Consumer and business spending on its product categories remains soft due to the weak macroenvironment in North America and Europe. ACCO has experienced five consecutive quarters of year-over-year net sales declines. For the third quarter of fiscal 2023, ACCO reported lower back-to-school sales, as well as lower office product and technology accessory sales compared with last year. Retailer inventory replenishment orders were soft because retailers remain cautious due to lower consumer discretionary spending. Business spending also remains depressed due to hybrid work and lower hardware spending in the technology industry. Demand trends worsened in the third quarter of 2023, with a comparable sales decline of 9.9%, compared with a decline of 5.1% in the second quarter and 6.4% in the first quarter. However, the company's profitability has improved meaningfully due to its price increases to offset inflation, decreasing input costs, and its cost-reduction actions to rationalize its footprint. S&P said, "We estimate a 155 basis point (bps) improvement in the company's S&P Global Ratings-adjusted EBITDA margin to about 14% for the nine months ended Sept. 30, 2023. As a result, despite the challenging demand environment, ACCO's S&P Global Ratings-adjusted leverage declined to about 4.4x for the 12 months ended Sept. 30, 2023, compared with 4.6x for the same period the previous year. While we expect consumer discretionary and business spending will remain pressured over the coming quarters, we believe the company's improved profitability will drive deleveraging to about 4.1x for fiscal 2023, compared with 4.8x for fiscal 2022." Despite weak demand, ACCO has improved free operating cash flow (FOCF) generation and is prioritizing debt repayment. The company reported FOCF of approximately $61 million for the nine months ended Sept. 30, 2023, compared with free operating cash use of about $21 million for the same period the previous year, driven by improved profitability and lower working capital use. The company's working capital use declined by about $75 million during the first nine months of fiscal 2023, compared with the same period the previous year, due to lower inventory levels, lower input costs, and an improved supply chain. As a result of the company's improved FOCF generation, it was able to repay over $100 million of debt, mainly revolving credit facility working capital borrowings, during the third quarter of fiscal 2023. S&P said, "We expect the company will generate about $50 million of FOCF in the fourth quarter of fiscal 2023, which would leave it with excess cash to continue to pay down debt and maintain its quarterly dividend of about $7 million. As the company's leverage improves closer to its long-term company-defined adjusted leverage target of 2.0x-2.5x (equivalent to about 2.6x-3.1x S&P Global Ratings-adjusted leverage), we anticipate it will allocate some excess cash to share repurchases or acquisitions." S&P said, "While we believe the company will continue pursuing acquisitions to diversify its portfolio into faster-growing segments, we expect it will sustain S&P Global Ratings-adjusted debt to EBITDA below 5x over the long term. "While ACCO is currently prioritizing debt repayment amid a weak macroeconomic environment, we believe the company will eventually resume its strategy of shifting its product portfolio toward higher-growth consumer durables categories. ACCO's legacy commercial office products are highly cyclical and face a high degree of private label penetration in certain categories. The commercial office products industry is mature and some segments are in secular decline. ACCO has sought to diversify into faster-growing consumer categories through acquisitions. It acquired PowerA in 2020, Foroni in 2019, and GOBA in 2018. The company has a good track record of deleveraging following acquisitions. Its S&P Global Ratings-adjusted debt to EBITDA increased to 6x on a pro forma basis following its acquisition of PowerA, compared with 4.8x before the transaction. While we believe adjusted leverage could occasionally exceed 5x for strategic acquisitions, we expect the company will maintain S&P Global Ratings-adjusted leverage below 5x over the long term." The stable outlook reflects S&P's expectation the company will sustain leverage below 5x over the next 12 months. S&P could lower the rating on ACCO if leverage reached and were sustained above 5x, which could result from: -- A significant additional decline in consumer and business demand due to price elasticity, lower discretionary spending, higher unemployment, or a recession; -- Lower operating leverage that caused margin degradation that the company were not able to offset; and -- More aggressive financial policies, including debt-funded acquisitions or share repurchases. While unlikely over the next 12 months, S&P could raise its ratings on the company if it could sustain organic revenue growth and maintain S&P Global Ratings-adjusted debt to EBITDA below 4x. S&P believes this could occur if: -- ACCO committed to and demonstrated more conservative financial policies that led S&P to believe adjusted leverage would be sustained below 4x; and -- The macroeconomic environment improved in the company's main operating regions, resulting a rebound in operating performance and lower leverage. AEMETIS INC: Posts $30.7 Million Net Income in Third Quarter ------------------------------------------------------------ Aemetis, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $30.71 million on $68.69 million of revenues for the three months ended Sept. 30, 2023, compared to a net loss of $66.84 million on $71.83 million of revenues for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $20.98 million on $115.95 million of revenues compared to a net loss of $85.35 million on $189.78 million of revenues for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $277.44 million in total assets, $114.37 million in total current liabilities, $363.06 million in total long-term liabilities, and a total stockholders' deficit of $199.99 million. Aemetis said, "As a result of negative capital, negative market conditions resulting in prolonged idling of the Keyes Plant, negative operating results, and collateralization of substantially all of the company assets, the Company has been reliant on its senior secured lender to provide additional funding and has been required to remit substantially all excess cash from operations to the senior secured lender. In order to meet its obligations during the next twelve months, the Company will need to either refinance the Company's debt or receive the continued cooperation of its senior lender. This dependence on the senior lender raises substantial doubt about the Company's ability to continue as a going concern. The Company plans to pursue the following strategies to improve the course of the business." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/738214/000143774923031290/amtx20230817_10q.htm About Aemetis Headquartered in Cupertino, California, Aemetis, Inc. -- http://www.aemetis.com-- is an international renewable natural gas, renewable fuels and byproducts company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products. The Company operates in two reportable geographic segments: "North America" and "India." Aemetis reported a net loss of $107.76 million for the year ended Dec. 31, 2022, compared to a net loss of $47.15 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $210.38 million in total assets, $103.63 million in total current liabilities, $329.17 million in total long-term liabilities, and a total stockholders' deficit of $222.42 million. AETIUS COMPANIES: Committee Hires Brinkman Law as Counsel --------------------------------------------------------- The official committee of unsecured creditors of Aetius Companies, LLC and its affiliate seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Brinkman Law Group, P.C. as counsel. The firm's services include: (a) acting as counsel for the Committee, along with local counsel Cole Hayes, in the Western District of North Carolina; (b) providing the Committee with legal advice concerning its duties, powers, and rights in relation to the Debtors and the administration of the Debtors' bankruptcy case; (c) assisting the Committee in the investigation of the acts, conduct, assets, and liabilities of the Debtor, and any other matters relevant to the case or to the formulation of a plan of reorganization; (d) assisting the Committee and the Debtors in the formulation of a plan of reorganization, or if appropriate, to formulate the Committee's own plan of reorganization; (e) taking such action as is necessary to preserve and protect the rights of all of the Debtors' unsecured creditors; (f) investigating potential causes of action against third parties for the benefit of the bankruptcy estate; (g) preparing on behalf of the Committee all necessary applications, pleadings, adversary proceedings, answers, reports, orders, responses, and other legal documents; (h) conducting appropriate discovery and investigations into the Debtors' operations, valuation of assets, lending relationships, management, Debtors' affiliates, and causes of action; and (i) performing all other legal services that may be necessary and in the best interests of the unsecured creditors of the Debtors' estate. The firm will be paid at these rates: Daren Brinkman $850 per hour Jory Cook $555 per hour Paralegals $325 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Daren R. Brinkman, Esq., a partner at Brinkman Law Group, PC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Daren R. Brinkman, Esq. Brinkman Law Group, PC 543 Country Club Drive, Suite B Wood Ranch, CA 93065 Tel: (713) 752-4261 Email: db@brinkmanlaw.com About Aetius Companies, LLC Aetius Companies, LLC and affiliates operate a restaurant chain. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Lead Case No. 23-30470) on July 19, 2023. In the petition signed by Mark Cote, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Craig Whitley oversees the case. Robert A. Cox, Jr., Esq., at Hamilton Stephens Steele + Martin, PLLC, represents the Debtor as legal counsel. Judge Craig Whitley, upon recommendation of the U.S. Bankruptcy Administrator for the Western District of North Carolina, issued an order appointing an official committee to represent unsecured creditors in the Chapter 11 cases of Aetius Companies, LLC and its affiliates. Brinkman Law Group, P.C. as counsel, and Cole Hayes, Esq. as local counsel. AETIUS COMPANIES: Committee Hires Cole Hayes as Local Counsel ------------------------------------------------------------- The official committee of unsecured creditors of Aetius Companies, LLC and its affiliate seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Cole Hayes, Esq. as local counsel. The firm will provide these services: (a) acting as counsel/local counsel for the Committee, in the Western District of North Carolina; (b) providing the Committee with legal advice concerning its duties, powers, and rights in relation to the Debtors and the administration of the Debtors' bankruptcy case; (c) assisting the Committee in the investigation of the acts, conduct, assets, and liabilities of the Debtor, and any other matters relevant to the case or to the formulation of a plan of reorganization; (d) assisting the Committee and the Debtors in the formulation of a plan of reorganization, or if appropriate, to formulate the Committee's own plan of reorganization; (e) taking such action as is necessary to preserve and protect the rights of all of the Debtors' unsecured creditors; (f) investigating potential causes of action against third parties for the benefit of the bankruptcy estate; (g) preparing on behalf of the Committee all necessary applications, pleadings, adversary proceedings, answers, reports, orders, responses, and other legal documents; (h) conducting appropriate discovery and investigations into the Debtors' operations, valuation of assets, lending relationships, management, Debtors' affiliates, and causes of action; and (i) performing all other legal services that may be necessary and in the best interests of the unsecured creditors of the Debtors' estate. Mr. Hayes will be paid at the rate of $415 to $435 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Cole Hayes, Esq. 601 S. Kings Drive, Suite F PMB #411 Charlotte, NC 28204 Tel: (704) 490-4247 About Aetius Companies, LLC Aetius Companies, LLC and affiliates operate a restaurant chain. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Lead Case No. 23-30470) on July 19, 2023. In the petition signed by Mark Cote, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Craig Whitley oversees the case. Robert A. Cox, Jr., Esq., at Hamilton Stephens Steele + Martin, PLLC, represents the Debtor as legal counsel. Judge Craig Whitley, upon recommendation of the U.S. Bankruptcy Administrator for the Western District of North Carolina, issued an order appointing an official committee to represent unsecured creditors in the Chapter 11 cases of Aetius Companies, LLC and its affiliates. Brinkman Law Group, P.C. as counsel, and Cole Hayes, Esq. as local counsel. AINOS INC: Incurs $3 Million Net Loss in Third Quarter ------------------------------------------------------ Ainos, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.98 million on $24.49 million of revenues for the three months ended Sept. 30, 2023, compared to a net loss of $7.82 million on $1.76 million of revenues for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $7.85 million on $102.21 million of revenues compared to a net loss of $11.88 million on $2.48 million of revenues for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $33.86 million in total assets, $6.18 million in total liabilities, and $27.68 million in total stockholders' equity. Ainos said, "The Company has incurred net operating losses in every year since inception and has an accumulated deficit as of September 30, 2023 of $31,961,654 and expects to incur additional losses and negative operating cash flows for at least the next twelve months. The Company's ability to meet its obligations is dependent upon its ability to generate sufficient cash flows from operations and future financing transactions. Although management expects the Company will continue as a going concern, there is no assurance that management's plans will be successful since the availability and amount of such funding is not certain. Accordingly, substantial doubt exists about the Company's ability to continue as a going concern for at least one year from the issuance of these financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1014763/000165495423014023/aimd_10q.htm About Ainos Ainos, Inc. (www.ainos.com), formerly known as Amarillo Biosciences, Inc., is a diversified healthcare company engaged in the research and development and sales and marketing of pharmaceutical and biotech products. The Company is engaged in developing medical technologies for point-of-care testing and safe and novel medical treatment for a broad range of disease indications. The Company is a Texas corporation incorporated in 1984. Ainos reported a net loss of $14.01 million for the year ended Dec. 31, 2022, compared to a net loss of $3.89 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $37.11 million in total assets, $2.48 million in total liabilities, and $34.63 million in total stockholders' equity. Houston, Texas-based PWR CPA, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. AJC MEDICAL: Plan Filing Deadline Extended to Nov. 27 ----------------------------------------------------- Judge Pamela W. McAfee has entered an order that the debtor AJC Medical, PLLC, may have an extension of time of 30 days, up to and including Monday, November 27, 2023, to file a Plan of Reorganization and Disclosure Statement. About AJC Medical AJC Medical, PLLC, specializes in laser technology used for various cosmetic concerns, unwanted hair, spider veins, and nail fungus. It is based in Raleigh, N.C. AJC Medical filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-02119) on July 28, 2023, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Judge Pamela W. Mcafee oversees the case. Kathleen O'Malley, Esq., at Stevens Martin Vaughn & Tadych, PLLC, represents the Debtor as legal counsel. AKRON REBAR: Court Confirms Chapter 11 Plan ------------------------------------------- Judge Alan M. Koschik has entered an order that the plan of Akron Rebar Company is consensually confirmed pursuant to Section 1191(a) of the Bankruptcy Code. There being no objections to any of the documents contained in the Plan, or any amendments, modifications and supplements thereto, and all documents and agreements introduced therein or contemplated by the Plan are authorized and approved, without need for further corporate action or further order or authorization of this Court. Article 5 of the Plan, as amended, specifies the classes 5 and 7 are unimpaired under the Plan, thereby satisfying Section 1123(a)(2) of the Bankruptcy Code. Article 5 of the Plan, as amended herein, designates Classes 2, 3, 4 and 6 as impaired and specifies the treatment of Claims in that class, thereby satisfying Section 1123(a)(3) of the Bankruptcy Code. The modifications incorporated in the Plan as set forth at the Confirmation Hearing constitute non-material changes and do not materially adversely affect or change the treatment of any Claims or Interests, and do not modify the Plan so that the Plan, as modified, fails to meet the requirements of section 1122 and 1123 of the Bankruptcy Code. Accordingly, pursuant to Bankruptcy Rule 3019, these modifications do not require additional disclosure under section 1125 of the Bankruptcy Code or re-solicitation of votes under section 1126 of the Bankruptcy Code, nor do they require that holders of Class 2, Class 3, Class 4, Class 5 or Class 6 Claims be afforded an opportunity to change previously cast acceptances or rejections of the Plan. Counsel for the Debtor: Marc P. Gertz, Esq. Peter G. Tsarnas, Esq. GERTZ & ROSEN, LTD. 159 S. Main Street, Suite 400 Akron, OH 44308 Tel: (330) 255-0735 Fax: (330) 932-2367 E-mail: ptsarnas@gertzrosen.com About Akron Rebar Co. Akron Rebar Co. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-50624) on May 4, 2023. In the petition signed by Michael B. Humphrey, Sr., vice president and secretary, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Alan M. Koschik oversees the case. Peter G. Tsarnas, Esq., at Gertz & Rosen, Ltd., is the Debtor's legal counsel. ALPINE SUMMIT: Court OKs Sale of Assets to Giddings for $15.36MM ---------------------------------------------------------------- Alpine Summit Energy Partners, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the Southern District of Texas to sell assets to Giddings Production, LLC. In his order, Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern District of Texas held that the sale is "fair and reasonable." "The terms and conditions of the [purchase and sale agreement], including the total consideration to be paid by the purchaser to the [companies] pursuant to the PSA, are fair and reasonable, and the sale is in the best interest of the [companies], their creditors, and their estates," the bankruptcy judge said. Judge Isgur also held that Giddings Production is a "good-faith purchaser within the meaning of Section 363(m) of the Bankruptcy Code." Giddings Production was selected as the winning bidder for the assets, which consist of substantially all of the oil and gas assets directly held by the companies located in and around Giddings, Texas. The buyer offered $15.36 million for the assets. As part of the sale, the companies agreed to assume certain contracts and leases and assign them to Giddings Production. The companies intend to use the proceeds from the sale to fund distributions under a Chapter 11 plan and repay the loan it obtained from Bank7 and other lenders to get through bankruptcy. About Alpine Summit Energy Partners Alpine Summit Energy Partners Inc. and its affiliates develop, own, and operate oil and gas properties in several formations in Texas. Alpine Summit Energy Partners and its affiliates, including HB2 Origination, LLC, sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90739) on July 5, 2023. In the petition filed by Craig Perry, CEO and Chairman of Alpine Summit Energy Partners' Board of Directors, Alpine Summit Energy Partners estimated assets up to $50,000 and liabilities between $500,000 and $1 million. Affiliate Ageron Energy II, LLC estimated $100 million to $500 million in assets and $1 million to $10 million in liabilities. Affiliate HB2 Origination, LLC estimated $100 million to $500 million in assets and $50 million to $100 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Porter Hedges, LLP as counsel; Houlihan Lokey Capital, Inc. as investment banker; and Huron Consulting Services, LLC as financial advisor. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Reed Smith, LLP as bankruptcy counsel and Huron Consulting Services, LLC as restructuring advisor. Ryan Bouley of Huron serves as chief restructuring officer. AMERICAN AIRLINES: Moody's Rates New Sr. Secured Term Loan B 'Ba2' ------------------------------------------------------------------ Moody's Investors Service assigned a Ba2 rating to the new backed senior secured term loan B that American Airlines, Inc. ("American") launched earlier. The new loan will mature in May 2029. American will use the proceeds for general corporate purposes, which may include the refinancing of a portion of its 11.75% backed senior secured notes due July 15, 2025. American Airlines Group Inc. ("Parent"), parent of American will guaranty the obligations. Slots, gates and routes ("SGR") that the company uses in its international operations, which include to provide certain non stop scheduled services to certain airports in Mexico, Australia, Canada, the Caribbean, Central America, China, Hong Kong, Japan, South Korea, and Switzerland will secure the term loan obligations on a first-lien basis. This collateral currently secures the company's 11.75% notes. The new loan will also be secured on a second lien basis by SGR the company uses in its trans-Atlantic service to the UK and EU. The second lien will fall away if the 11.75% notes are refinanced in their entirety. The B1 Corporate Family rating and the stable outlook assigned to Parent are unaffected by the issuance of the term loan. The stable outlook reflects Moody's expectation for improving operating performance and financial results over the next 12 to 24 months, which would increase operating margin to about 6% and reduce debt/EBITDA below 6x. RATINGS RATIONALE The Parent's B1 CFR reflects American's strong business profile, supported by its expansive domestic and international networks, improved airline operations, Moody's' expectations that credit metrics will strengthen through 2024 and the company's very good liquidity. Projected free cash flow of at least $2 billion annually will be essential for achieving the debt reduction Moody's expects. The durability of air travel demand, in volume and pricing, will ultimately determine whether the company can afford the significant increases in labor expense that accompanies the new pilot contract agreed earlier this year. Liquidity remains very good. American closed the third quarter of 2023 with $10.6 billion of cash and short-term investments. Free cash flow was $3.4 billion in the first nine months of 2023. The $2.8 billion of revolvers remain undrawn. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded if Moody's expects debt/EBITDA will be sustained below 5x and funds from operations plus interest-to-interest approaches 4x. The ratings could be downgraded if Moody's expects cash plus revolver availability to fall below $8 billion, debt/EBITDA to be sustained above 6x or EBIT margin to be sustained below 7%. The principal methodology used in this rating was Passenger Airlines published in August 2021. American Airlines Group Inc. is the holding company for American Airlines, Inc. and regional subsidiaries, Envoy, PSA and Piedmont. Revenue was $49 billion in 2022. AMERICAN AIRLINES: S&P Rates New $750MM Term Loan B Due 2029 'BB' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '1' recovery rating to American Airlines Inc.'s proposed $750 million term loan B due 2029. The '1' recovery rating indicates S&P's expectation for very high (90%-100%; rounded estimate: 95%) recovery in its simulated default scenario and corresponds with an issue-level rating two notches above the issuer credit rating. S&P understands American is considering a substantially concurrent issuance of $750 million of senior secured debt that will rank pari passu with the new term loan B. S&P said, "We expect the company will apply proceeds from the new financing toward the partial or full repayment of its 11.75% senior secured notes due 2025. The new term loan and potential additional secured debt are expected to effectively have the same security as these notes. Collateral includes a first-lien claim on takeoff and landing slots, foreign gate leaseholds, and route authorities (SGR) at certain airports in Mexico, Australia, Canada, the Caribbean, Central America, China, Hong Kong, Japan, South Korea, and Switzerland. The proposed debt will also include second lien on security interests in certain SGR assets in the European Union and the United Kingdom (but this will be released upon the 11.75% note repayment). The proposed term loan and potential additional secured debt will be issued by American Airlines Inc., fully guaranteed (on an unsecured basis) by American Airlines Group Inc. (the parent) and rank pari passu. "Our 'B+' issuer credit rating on American Airlines Group is unchanged, but the planned financing will help reduce the refinancing risk associated with its large debt maturities in 2025. The company repaid about $500 million of its 11.75% senior secured notes by over the past quarter through open market purchases. A full refinancing of these notes, which total about $2 billion, would reduce debt obligations in 2025 by about 28%. That said, the company's debt obligations in 2025 would remain substantial at just over $5 billion in this scenario, including $1.9 billion in AAdvantage financing-related debt amortization, $1.8 billion in other amortization (namely EETCs), $1 billion of convertible notes, and about $500 million of unsecured debt. In our view, the company remains sensitive to a potential deterioration in airline industry conditions that could weaken its cash flows and access to credit markets." AMERICAN PHYSICIAN: Parties Agree On Deposition Schedule -------------------------------------------------------- The Bankruptcy Court approved stipulation and agreement of American Physician Partners, LLC, et al., Goldman Sachs Specialty Lending Group, L.P. (the "Agent"), and the Official Committee of Unsecured Creditors in connection with the confirmation hearing for the Amended Combined Disclosure Statement and Plan of Liquidation of the Debtors. At the parties' behest, Judge Brendan L. Shannon ordered that: 1. The Debtors shall serve any responses or objections to requests for production of documents from the Committee on or before November 22, 2023. 2. The Debtors shall produce documents responsive to the Committee's pending requests on or before Nov. 22, 2023, and on a rolling basis thereafter if necessary. Any documents produced by the Debtors and designated as confidential shall be subject to the confidentiality restrictions in the Committee's by-laws. The Parties agree that notwithstanding the Committee's requests for production submitted to the Agent prior to the date hereof, the Agent shall not be required to submit any responses, objections or documents prior to the Nov. 22, 2023 deadline set forth therein, and that the Committee shall provide the Agent with written notice of any intent to enforce such requests for production following its review of the Debtors' responses; provided, all rights of the Parties with respect thereto remain reserved. 3. The Parties shall provide each other with a list of proposed witnesses (except witnesses offered solely for the purposes of rebuttal) in connection with the confirmation of the Plan on or before Nov. 29, 2023, except that the lists of witnesses may be thereafter supplemented by the disclosing Party based upon information obtained through discovery. Depositions of all witnesses timely identified by a Party shall take place, by virtual means, on or before Dec. 9, 2023. 4. No witnesses (except witnesses offered solely for the purposes of rebuttal) may provide testimony to the Court in connection with the Plan without having made themselves available for deposition. 5. Each Party shall file a witness and exhibit list with the Court by no later than Dec. 12, 2023 at 12:00 p.m. (ET) About American Physician Partners American Physician Partners, LLC, is an emergency medicine management company in Brentwood, Tenn. American Physician Partners and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11469) on Sept. 18, 2023. In the petition signed by CRO John DiDonato, American Physician Partners disclosed $100 million to $500 million in assets and $500 million to $1 billion in liabilities. Judge Brendan L. Shannon oversees the cases. Pachulski Stang Ziehl & Jones LLP, led by Laura Davis Jones, is the Debtors' legal counsel. Huron Consulting Services LLC is the Debtors' financial advisor. Epiq is the claims agent. AMERIFIRST FINANCIAL: Hires Jaburg & Wilk P.C. as Special Counsel ----------------------------------------------------------------- AmeriFirst Financial, Inc. and Phoenix 1040 LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Jaburg & Wilk, P.C. as its special counsel. The firm will advise the Debtors on Arizona real estate issues, including efforts to monetize certain real property owned by the Debtors. The firm will be paid at these hourly rates: Partners $450 to $700 Associates $250 to $450 Legal Assistants $90 to $175 E-Discovery Specialists $125 to $200 Neal H. Bookspan, Esq., a shareholder of Jaburg & Wilk, assured the court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Neal H. Bookspan, Esq. Jaburg & Wilk, P.C. 3200 N. Central Avenue, Suite 2000 Phoenix, AZ 85012 Phone: (602) 248-1000 Email: info@jaburgwilk.com About AmeriFirst Financial AmeriFirst Financial, Inc. is a mid-sized independent mortgage company in Mesa, Ariz. AmeriFirst and its affiliate Phoenix 1040, LLC filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 23-11240) on Aug. 24, 2023. In the petitions signed by T. Scott Avila, chief restructuring officer, each Debtor disclosed between $50 million and $100 million in both assets and liabilities. Judge Thomas M. Horan oversees the cases. The Debtors tapped Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsel; Paladin Management Group, LLC as restructuring advisor; and Omni Agent Solutions, Inc. as claims, noticing and administrative agent. On September 15, 2023, the Office of the United States Trustee appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Morris, Nichols, Arsht & Tunnell LLP as its counsel. AMERITRANS EXPRESS: Seeks Court Nod to Sell 13 Vehicles ------------------------------------------------------- Ameritrans Express, LLC asked the U.S. Bankruptcy Court for the Eastern District of Virginia to approve the sale of its vehicles. The company is selling 13 of its vehicles through local dealers as well as through various online sites. Ameritrans has identified the Kelley Blue Book value for each vehicle. Based on the current condition of the vehicles, the company expects to obtain at least 50% of the blue book value for each vehicle. With respect to vehicles that are encumbered by a security interest, such vehicles will not be sold for less than the amount that is owed on the vehicles. "A sale of the vehicles will benefit the estate by generating cash flow as well as eliminating the costs of storing, transporting, maintaining and insuring the vehicles," Jonathan Vivona, Esq., the company's attorney, said in a motion filed in court. In the same motion, Ameritrans asked for court approval to sell a 2018 Nissan NV200 to former employees, Lacy Williams and Amanda Giannone, in exchange for the release of their claims totaling $11,920.32. The vehicle has a current blue book value of $11,500. The sale motion is on the court's calendar for Nov. 21. About Ameritrans Express Ameritrans Express, LLC operates in the general freight trucking industry. The company is based in Springfield, Va. Ameritrans Express sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11055) on June 29, 2023, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Frederick Amankwaa, owner, signed the petition. The Debtor tapped Jonathan B. Vivona, Esq., at Vivona Pandurangi, PLC as bankruptcy counsel and Baker, Cronogue, Tolle & Werfel, LLP as contract counsel. AMYRIS INC: Creditor Sued Doerr Over Alleged Plan to Seize IP ------------------------------------------------------------- Ben Zigterman of Law360 reports that a cannabinoid maker has filed a suit accusing an entity affiliated with billionaire venture capital investor L. John Doerr of manipulating a loan to bankrupt biochemical company Amyris in order to seize its intellectual property rights back from the cannabinoid maker. About Amyris Inc. Amyris (Nasdaq: AMRS) -- http://www.amyris.com/-- is a leading 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, et al., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11131) on Aug. 9, 2023. The petitions were signed by Han Kieftenbeld as interim chief executive officer & chief financial officer. In the petition, Amyris disclosed $679,679,000 in assets and $1,327,747,000 in liabilities. Pachulski Stang Ziehl & Jones LLp serves as the Debtors' bankruptcy counsel. Fenwick & West, LLP is the Debtorps corporate counsel. The Debtors tapped PricewaterhouseCoopers LLP as their financial advisor, while Intrepid Investment Bankers LLC serves as the Debtors' investment banker. Stretto, Inc. is the Debtors' claims, noticing, solicitation agent and administrative adviser. ART OF GRANITE: Court OKs Interim Cash Collateral Access -------------------------------------------------------- The U.S Bankruptcy Court for the Middle District of Florida, Jacksonville Division, authorized Art of Granite Countertops, Inc. to use cash collateral on an interim basis in accordance with the budget. The Debtor is authorized to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the US Trustee for quarterly fees; (b) the "bare necessities" for day-to-day operations and (c) prepetition wages to employees who are retained by the Debtor moving forward; (d) such additional amounts as may be expressly approved in writing by GFE Holdings, and Small Business Administration. As adequate protection, each creditor with a security interest in cash collateral will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Secured Creditors. A continued hearing on the matter is set for December 20, 2023 at 9:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=w15KVB from PacerMonitor.com. About Art of Granite Countertops, Inc. Art of Granite Countertops, Inc. provides countertops to various contractors- for residential and commercial purposes. The Debtor also provides services for de-fabricating existing countertops and installing the newly ordered product. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:23-bk-02706) on November 2, 2023. In the petition signed by Marco Damas, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Jason A. Burgess oversees the case. Donald M. DuFresne, Esq., at Parker & DuFresne, P.A., represents the Debtor as legal counsel. ASMARA MLK: Slated to Seek Plan Confirmation on Dec. 1, 2023 ------------------------------------------------------------ Judge Charles Novack has entered an order that the Disclosure Statement aspect of the Amended Combined Document of Asmara Mlk, LLC, is tentatively approved. The deadline for objecting to the adequacy of the Disclosure Statement aspect is November 22, 2023 and a final hearing on the adequacy of the Disclosure Statement aspect is set for December 1, 2023 at 11:00 a.m. via Tele/Conference and in courtroom 215 of the United States Bankruptcy Court, 1300 Clay Street, Oakland, California. The hearing on the Chapter 11 plan confirmation is set for December 1, 2023 at 11:00 a.m. via Tele/Conference and in courtroom 215 of the United States Bankruptcy Court, 1300 Clay Street, Oakland, California. Any creditor who intends to vote on whether to confirm the Chapter 11 plan shall submit their ballot to Debtor's counsel so that Debtor's counsel receives the ballot by no later than November 22, 2023. Any objections to the confirmation of the Chapter 11 plan shall be filed and served by November 22, 2023. Debtor's counsel shall file a ballot summary and memorandum in support of plan confirmation by November 28, 2023. 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 serves as the Debtor's legal counsel. AT HOME GROUP: $600MM Bank Debt Trades at 66% Discount ------------------------------------------------------ Participations in a syndicated loan under which At Home Group Inc is a borrower were trading in the secondary market around 34.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $600 million facility is a Term loan that is scheduled to mature on July 23, 2028. The amount is fully drawn and outstanding. At Home Group Inc. owns and operates home decor stores. The Company offers furniture, home furnishings, wall decor and decorative accents, rugs, and housewares. ATLAS PURCHASER: $250MM Bank Debt Trades at 58% Discount -------------------------------------------------------- Participations in a syndicated loan under which Atlas Purchaser Inc is a borrower were trading in the secondary market around 42.2 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on May 18, 2029. The amount is fully drawn and outstanding. Atlas Purchaser, Inc., which does business as Alvaria, Inc., acquired the assets of Aspect Software in a leveraged buyout in 2021. Aspect is a provider of call center software and solutions. AUTOBUYSALE LLC: Brian Rothschild Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 19 appointed Brian Rothschild, Esq., as Subchapter V trustee for Autobuysale, 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 Autobuysale LLC Autobuysale, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Utah Case No. 23-24926) on Oct. 30, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Peggy Hunt oversees the case. David Drake, Esq., at David Drake, P.C. represents the Debtor as legal counsel. AVALON MOBILE: Hires Downey & Cleveland as Special Counsel ---------------------------------------------------------- Avalon Mobile Home Park Partnership LLLP seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Downey & Cleveland LLP as its special counsel. The firm will represent the Debtor in connection with post-judgement motions and a possible of a large judgement against the Debtor in the case of Ramirez, et al. v. Avalon Mobile Home Park Partnership LLLP. The firm will be paid at these rates: Attorneys $180 to $200 per hour Paralegals $100 per hour As disclosed in the court filings, Downey & Cleveland represents no interest adverse to the Debtor in the matters upon which the firm is to be engaged. The firm can be reached through: G. Lee Welborn, Esq. Downey & Cleveland, LLP 288 Washington Avenue Marietta, GA 30060 Phone: (770) 422-3233 Email: welborn@downeycleveland.com About Avalon Mobile Home Park Partnership LLLP Avalon Mobile is primarily engaged in renting and leasing real estate properties. Avalon Mobile Home Park Partnership LLLP filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-60521) on Oct. 25, 2023. The petition was signed by Kathryn C. Taylor as general partner. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Barbara Ellis-Monro presides over the case. J. Robert Williamson, Esq. at Scroggins & Williamson, P.C. represents the Debtor as counsel. AVALON MOBILE: Seeks to Hire Burch Firm LLC as Special Counsel -------------------------------------------------------------- Avalon Mobile Home Park Partnership LLLP seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ The Burch Firm LLC as its special counsel. The firm will represent the Debtor in connection with an appeal of a large judgement against the Debtor in the case of Ramirez, et al. v. Avalon Mobile Home Park Partnership LLLP. The firm will be paid at these rates: Attorneys $400 per hour Paralegals $95 per hour As disclosed in the court filings, The Burch Firm LLC represents no interest adverse to the Debtor in the matters upon which the firm is to be engaged. The firm can be reached through: Carolyn Cain Burch, Esq. The Burch Firm LLC 7850 Walker Drive, Suite 160 Greenbelt, MD 20770 Telephone: (301) 474-4468 Facsimile: (301) 459-5721 About Avalon Mobile Home Park Partnership LLLP Avalon Mobile is primarily engaged in renting and leasing real estate properties. Avalon Mobile Home Park Partnership LLLP filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-60521) on Oct. 25, 2023. The petition was signed by Kathryn C. Taylor as general partner. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Barbara Ellis-Monro presides over the case. J. Robert Williamson, Esq. at Scroggins & Williamson, P.C. represents the Debtor as counsel. AVALON MOBILE: Seeks to Hire Ordinary Course Professionals ---------------------------------------------------------- Avalon Mobile Home Park Partnership LLLP seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ professionals utilized in the ordinary course of business. The OCP's include: a. Mike Hess, CPA, PA 1800 W. Hibiscus Blvd. Melburne, Fl 32901 Phone: (321) 725-6151 Email: admin@mikehesscpa.com -- Tax Preparation and General Accounting b. Robinson & Blazer, LLP 105 East Ponce de Leon Ave, Suite 475 Decatur, GA 30030 Phone: (404) 377-6464 Email: dph@rblawga.com -- Lease Revisions and General Real Estate Matters About Avalon Mobile Home Park Partnership LLLP Avalon Mobile is primarily engaged in renting and leasing real estate properties. Avalon Mobile Home Park Partnership LLLP filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-60521) on Oct. 25, 2023. The petition was signed by Kathryn C. Taylor as general partner. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Barbara Ellis-Monro presides over the case. J. Robert Williamson, Esq. at Scroggins & Williamson, P.C. represents the Debtor as counsel. AVENTIV TECHNOLOGIES: $282.5MM Bank Debt Trades at 33% Discount --------------------------------------------------------------- Participations in a syndicated loan under which Aventiv Technologies LLC is a borrower were trading in the secondary market around 66.6 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $282.5 million facility is a Term loan that is scheduled to mature on November 1, 2025. The amount is fully drawn and outstanding. Carrollton, Texas-based Aventiv Technologies LLC is a diversified technology company that provides innovative solutions to customers in the corrections and government services sectors. Aventiv is the parent company to Securus Technologies and AllPaid. AVERY ASPHALT: Seeks to Hire Diamond McCarthy as Special Counsel ---------------------------------------------------------------- Avery Asphalt, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ the Diamond McCarthy LLP as its special counsel. The Debtors are owned by various members a family, including Irving Avery, Earlena Avery, Andrew Avery, and Aaron Avery (collectively, the "Insiders"). Diamond McCarthy is requested to take over prosecution of Debtors' claims against the Insiders, including, but not limited to, the claims that are pending in the adversary proceeding number 23-1058 MER. The Debtors also intend for Diamond McCarthy to replace the Law Offices of Lars Fuller, P.C. as special counsel in the Adversary Proceeding so there will be no duplication of efforts or fees. Stephen T. Loden, Esq. will be the primary attorney in connection with the supervision and handling of the engagement. Mr. Loden's standard billing rate is $695 per hour, and the standard billing rate for associate attorneys is $450 per hour. In this matter, Diamond McCarthy has agreed to charge a blended hourly rate of $525 per hour for all time spent by an attorney working on this matter, regardless of seniority. Additionally, the firm shall earn a contingency fee as follows: a. Zero percent of any Gross Recoveries between $0.00 and $999,999.99 that are received by Debtors; b. 10 percent of any Gross Recoveries between $1 million and $1,999,999.99 that are received by Debtors; c. 15 percent of any Gross Recoveries between $2 million and $2,999,999.99 that are received by Debtors; and d. 20 percent of any Gross Recoveries equal to or greater than $3 million that are received by Debtors. Mr. Loden assured the court that , Diamond McCarthy does not represent or hold any interest adverse to the Debtors or to the estate with respect to the matters on which it is to be employed, and is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Stephen T. Loden, Esq. Diamond McCarthy LLP Two Houston Center 909 Fannin Street 37th Floor Houston, TX 77010 Phone: (713) 333-5110 Email: steve.loden@diamondmccarthy.com About Avery Asphalt Avery Asphalt, Inc. is the main operating company and installs, maintains, and improves roadways, parking lots, and other outdoor surfaces. Its affiliates, Avery Equipment, LLC and Avery Holdings, LLC, own the equipment and real estate used in its business, respectively. Another affiliate, LBLA Ventures, Inc. is the holding company for a non-operating Arizona asphalt company while 1401 S. 22nd Ave., LLC owns the real estate that was formerly used by Regional Pavement Maintenance of Arizona, Inc. in its business. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Lead Case No. 21-10799) on Feb. 19, 2021, with up to $50,000 in assets and up to $10 million in liabilities. The bankruptcy was filed after a receiver was appointed for all the Debtors. The receivership hampered Avery Asphalt's ability to operate profitably. Judge Michael E. Romero oversees the cases. David J. Warner, Esq., at Wadsworth Garber Warner Conrardy, P.C. and the Law Offices of Lars Fuller, PC serve as the Debtor's bankruptcy counsel and special counsel, respectively. AVIATION SAFETY: Court OKs Cash Collateral Access, $1.3MM DIP Loan ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida authorized Aviation Safety Resources, Inc., S.E., Inc. d/b/a Strong Enterprises, and Pioneer Aerospace Corporation, on an interim basis, to use cash collateral and obtain postpetition financing. The Debtors are permitted to borrow up to an aggregate principal amount of $1.3 million, consisting of $600,000 in new advances plus the amount of the Lenders Advances, on a secured, junior secured, and superpriority administrative expense basis financing from Richard Sugden and Richard Spence. A further hearing on the matter is set for November 21, 2023 at 1:30 p.m. The Debtors are required to comply with these milestones: (i) The Interim Financing Order must be entered in the Cases by November 7, 2023; (ii) The Debtors must receive stalking horse asset purchase agreements, in form acceptable to the DIP Lender, for the purchase of substantially all of the Debtors' assets at each of their locations no later than November 10, 2023; (iii) An auction for the sale of the Debtors' assets in accordance with a Sale Transaction must be scheduled by the Court for a date no later than November 21, 2023; (iv) The Final Financing Order must be entered in the Cases no later than November 17, 2023; and (v) The closing of a Sale Transaction must occur on or before December 6, 2023. The DIP Facility is due and payable through the earliest to occur of: (i) The date that is 60 days after the Petition Date; (ii) The acceleration of the DIP Facility following the occurrence of an uncured Event of Default; (iii) The consummation of the Sale Transaction; (iv) The effective date of a confirmed chapter 11 plan for the Debtor(s); (v) The date that the Court orders (x) the conversion of either of the Debtor's Cases to chapter 7 or (y) a dismissal of any Case; (vi) The appointment of a chapter 11 trustee; or (vii) The later date to which the Debtors and the DIP Lender may agree. Since Spring 2023, the Debtors have been evaluating strategic options to continue operations amidst significant operating losses and difficulties in obtaining sufficient capital. They received a $1 million credit facility from Sugden and Spence, which was used to fund operating expenses and payments to professionals. The Lenders Advances were secured on a junior basis. ASR acquired Pioneer from Zodiac in March 2022, and as part of the SPA, ASR executed a Secured Promissory Note in favor of Zodiac for the purchase price. Zodiac filed a UCC-1 Financing Statement with the Florida Secretary of State in April 2022. ASR's pre-petition secured indebtedness is comprised of a seller financing note from the purchase of Pioneer and an SBA loan. In March 2022, ASR acquired Pioneer from Zodiac. Specifically, on or about March 23, 2022, ASR and Zodiac US entered into the Stock Purchase Agreement, pursuant to which ASR purchased from Zodiac US all of the issued and outstanding shares of common stock of Pioneer. As part of the SPA, ASR executed in favor of Zodiac a Secured Promissory Note in the approximate principal amount of $2.19 million for the purchase price under the SPA. In conjunction with the ASR Note, on April 7, 2022 Zodiac filed a UCC-1 Financing Statement with the Florida Secretary of State. Also as part of the SPA, Pioneer executed a Secured Promissory Note in favor of Zodiac US (its former shareholder) in the approximate principal amount of $1 million. In conjunction with the Pioneer Zodiac Note, on March 29, 2022 Zodiac filed or caused to be filed a UCC-1 Financing Statement with the Delaware Department of State. In addition to the Zodiac notes, Strong and ASR have SBA EIDL loans. ASR is obligated on an SBA EIDL in the approximate amount of $161,000. The obligation is subject to a security agreement granting a lien on substantially all of ASR's assets. However, the lien was perfected only through a UCC-1 Financing Statement recorded in Kentucky, and not in Florida. Because ASR is a registered organization in Florida, the lien is subject to challenge. Strong's secured obligations are comprised of amounts due and owing to the U.S. Small Business Administration under an SBA Economic Injury Disaster Loan in the amount of $150,000, dated June 14, 2020. On June 29, 2020, the SBA filed a UCC-1 Financing Statement with the Florida Secretary of State. As adequate protection for the use of cash collateral, the Pre-Petition Lenders are granted a replacement lien in and upon all of the categories and types of collateral in which they held a security interest and lien as of the Petition Date to the same extent, validity, and priority that they held as of the Petition Date. The Debtors will maintain insurance coverage for the collateral in accordance with the obligations under the loan and security documents. A copy of the cash collateral order is available at https://urlcurt.com/u?l=F96Fak from PacerMonitor.com. A copy of the DIP loan order is available at https://urlcurt.com/u?l=AXTanN from PacerMonitor.com. About Aviation Safety Resources, Inc. Aviation Safety Resources, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04639) on November 1, 2023. In the petition signed by Michael Rinaldi, president, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Judge Grace E. Robson oversees the case. Daniel R. Fogarty, Esq., at Stichter, Riedl, Blain & Postler, PA., represents the Debtor as legal counsel. AVISON YOUNG: $375MM Bank Debt Trades at 65% Discount ----------------------------------------------------- Participations in a syndicated loan under which Avison Young Canada Inc is a borrower were trading in the secondary market around 34.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $375 million facility is a Term loan that is scheduled to mature on January 31, 2026. About $359.1 million of the loan is withdrawn and outstanding. Avison Young (Canada) Inc. provides real estate services. The Company offers consulting, advisory, lease administration, investment and asset management, and mortgage services. Avison Young (Canada) serves customers worldwide. BAUSCH HEALTH: Reports $382MM Net Loss for Third Quarter 2023 ------------------------------------------------------------- Bausch Health Companies Inc. has released its financial results for the quarter ended September 30, 2023. The Company swung to a net loss of $382 million on total revenues of $2.238 billion for the three months ended September 30, 2023, from net income of $403 million on total revenues of $2.046 billion for the same period last year. The Company reported a net loss of $564 million on total revenues of $6.349 billion for the nine months ended September 30, 2023, from a net income of $198 million on total revenues of $5.931 billion for the same period last year. In a press statement, the Company said consolidated operating income was $14 million for the third quarter of 2023, compared with operating income of $244 million for the third quarter of 2022, a decrease of $230 million. The change is primarily due to an increase in goodwill impairments, higher selling, general and administrative expenses, and investments in research and development, which were partially offset by higher revenues and associated gross profit, and lower amortization of intangible assets. The Company explained that net loss attributable to Bausch Health Companies Inc. for the third quarter of 2023 was $378 million, compared with net income attributable to Bausch Health of $399 million for the third quarter of 2022, a decrease of $777 million, primarily due to the decrease in Operating Income and a gain on extinguishment of debt of $570 million recorded in the third quarter of 2022. The Company posted a net loss attributable to Bausch Health of $553 million for the first nine months this year, compared to a net income attributable to Bausch Health of $185 million for the same period in 2022. Adjusted net income attributable to Bausch Health (non-GAAP) for the third quarter of 2023 was $377 million, compared with $277 million for the third quarter of 2022, an increase of $100 million primarily due to higher revenues and gross profit, partially offset by higher selling, general and administrative expenses and investments in research and development. The Company generated $281 million of cash from operating activities in the third quarter of 2023 compared with cash used of $1.263 billion in the third quarter of 2022. The increase in cash flow reflects improved operating results as well as the impact in 2022 of a reduction of $1.2 billion from restricted cash in connection with the settlement of legacy U.S. securities litigation. Balance Sheet Highlights as of September 30, 2023: * Cash and cash equivalents of $780 million. * Bausch Health (excl. Bausch + Lomb) had availability under its 2027 revolving credit facility of $952 million and Bausch + Lomb had availability of approximately $300 million under its revolving credit facility. * Bausch Health (excl. B+L) has an accounts receivable credit facility which provides for up to $600 million of availability, $350 million of which was drawn as of September 30, 2023. The Company said about $39 million in principal amount of debt obligations are slated to mature this year; $155 million in 2024; and $2.794 in 2025. The Company has about $20.925 billion in total debt obligations through 2032. "We are pleased with our solid third-quarter performance, as each of our business segments posted year-over-year revenue growth on both a reported and organic basis. We remain focused on advancing our R&D pipeline, strengthening our balance sheet and executing on our commercial strategies to drive global growth," said Thomas J. Appio, Chief Executive Officer, Bausch Health. A full-text copy of the Company's earnings release, filed with the Securities and Exchange Commission, is available at https://tinyurl.com/wt8jf9x5 About Bausch Health Companies Inc. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. In March 2023, S&P Global Ratings raised the issuer credit rating on Bausch Health Cos. Inc. to 'CCC' from 'SD'. "The 'CCC' issuer credit rating reflects the risk that the company will continue to pursue subpar debt repurchases that we view as tantamount to a default over the next 12 months," the ratings firm explained. "We would likely view the repurchases as distressed exchanges as we no longer believe BHC would be viewed as an anonymous buyer, given its accumulated open market purchases to date. We see heightened risk that BHC will complete more below par debt repurchases over the next 12 months, given the price at which the longer dated unsecured notes continue to trade (between 40 to 50 cents on the dollar). We believe it is likely that BHC will look to capture this significant discount as it generates cash to reduce its upcoming large maturities." S&P said its negative outlook reflects the heightened risk that BHC could complete more distressed exchanges over the next 12 months. S&P said, "We continue to believe the capital structure could be unsustainable longer term. Our base-case scenario still assumes Norwich Pharmaceuticals will launch its generic version of Xifaxan at-risk as early as mid-2024, causing a material decline in revenues and EBITDA. We do not believe there are sufficient candidates in the development pipeline to cover lost sales of Xifaxan. BHC also appears committed to completing the B+L spin off as soon as possible, which we view as a credit negative for BHC given our expectation for an increase in leverage and reduction in scale and diversity pro forma the separation. We believe BHC could have trouble refinancing its still sizeable debt maturities as they come due in 2025 and beyond, especially if the spinoff is completed." BEECH INTERNATIONAL: S&P Lowers ICR to 'CC', On Watch Negative -------------------------------------------------------------- S&P Global Ratings lowered its rating on the Philadelphia Authority for Industrial Development, Pa.'s series 2010A student housing revenue bonds, issued for Beech International LLC (Beech International Apartments), Pa., to 'CC' from 'CCC'. At the same time, S&P Global Ratings placed the rating on CreditWatch with negative implications. "The multinotch rating action is based on the use of debt service reserve funds for the June 2023 debt service payment and continued low occupancy of the project with 23% for fall 2023," said S&P Global Ratings credit analyst Gauri Gupta. Furthermore, the downgrade is based on a very high likelihood that the bonds could be subject to potential acceleration in the near term because it is uncertain how future debt service payments will be made given that fall 2023 occupancy is at an all-time low of 23% and management continues to reduce rental rates without any additional funds left in the reserve accounts. S&P said, "The CreditWatch negative placement is based on our view that although management has indicated it intends to make the interest-only payment of $400,875 due Dec. 15, 2023, there are limited reserves and rental revenues available to make this payment and we believe that there is a high likelihood of default absent external support. Management said it is also exploring options to seek financial help from Temple University to make this payment. In our opinion, the negative CreditWatch reflects uncertainty regarding whether this payment could be made on time. "The lower rating and CreditWatch negative placement reflect our view that there is a high likelihood of non-payment of interest due in December 2023. In the event management is able to make the payment, it could completely deplete all the reserve funds established for the project and with extremely low occupancy and below market rental rates, it is unclear how the funds will be replenished. Lack of sufficient rental revenues has resulted in financial support from Beech Interplex Inc. to meet debt service payments, which, in our view, is unsustainable, given that there is no formal agreement in place between the two entities and with the financial strength of Beech Interplex Inc. and its inability to continue to support the project financially for the foreseeable future. In the absence of this support, the project does not have sufficient revenues to pay debt service in June 2024. We expect to resolve the CreditWatch once management confirms the status of December payment. "We would remove the CreditWatch negative if the project successfully makes its December payment; however, revision of the outlook to stable would need the project to take the necessary steps to remedy the current covenant violations and show a credible plan to address occupancy concerns at the project. We would also need to see a credible plan to restore reserve funds while narrowing its reliance on funds from Beech Interplex Inc. to make debt service payments. We would also view timely issuance of future budgets and audits favorably." BELA FLOR NURSERIES: Hires Husch Blackwell LLP as Counsel --------------------------------------------------------- Bela Flor Nurseries, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Husch Blackwell, LLP as legal counsel. The firm's services include: a. advising the Debtors with respect to their rights and obligations and other matters of bankruptcy law; b. taking all necessary action to protect and preserve the estates of the Debtors, including the prosecution of actions on behalf of the Debtors, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objections to claims filed against the estates; c. preparing legal papers; d. representing the Debtors at the meeting of creditors, plan confirmation hearing and related proceedings; e. assisting with the disposition of the Debtors' assets; f. taking all necessary or appropriate actions in connection with any plan of reorganization; g. representing the Debtors in adversary proceedings and other contested bankruptcy matters; and h. representing the Debtors in other matters that may arise in connection with the Debtors' reorganization proceedings and business operations. The firm will be paid at these rates: Buffey Klein $715 per hour Caleb Holzaepfel $600 per hour Lauren Hayes $585 per hour Amber Fly $525 per hour Penny Keller $325 per hour The Debtors paid the firm a retainer of $50,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in court filings, Husch Blackwell is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Buffey E. Klein, Esq. Husch Blackwell, LLP 1900 N Pearl Street, Suite 1800 Dallas, TX 75201 Tel: (214) 999-6100 Fax: (214) 999-6170 Email: Buffey.Klein@huschblackwell.com About Bela Flor Nurseries, Inc. Bela Flor Nurseries, Inc. operates in the horticulture and retail gardening industry. The Company currently grows from seed and cutting annual flowers, vegetables, bulbs, and floral items for wholesalers, landscapers and retailers. Bela Flor Nurseries, Inc., and several affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 23-42469) on August 22, 2023. In the petition signed by Mark Shapiro, chief restructuring officer, Bela Flor disclosed up to $50 million in both assets and liabilities. Bela Flor Nurseries is the operating company and SMB Holdings, LLC, is the primary real estate holding company. MFAF Holdings, LLC, and CHIC Holdings, LLC are wholly owned subsidiaries of SMB Holding, LLC. SMB Holdings, LLC, owns several greenhouses located in Austin, Texas, Carthage, Missouri, and Jasper, Missouri; small lots in Henderson, Texas; and two corporate houses in Harrisonville, Missouri. MFAF Holdings, LLC, holds two parcels of land in Harrisonville, Missouri. CHIC Holdings, LLC, holds parcels of land located in Henderson, Texas. On the real property, the Debtors own and operate several nurseries. Judge Mark X. Mullin oversees the cases. Buffey E. Klein, Esq., at Husch Blackwell, LLP, represents the Debtor as legal counsel. B. Riley Advisory Services is the Debtor's chief restructuring officer. Serene Investment Management, LLC, as DIP Lender, is represented by Vadim J. Rubinstein, Esq. at Loeb & Loeb LLP. BEVERLY COMMUNITY: Trustee Hires Locke Lord as Special Counsel -------------------------------------------------------------- Howard M. Ehrenberg, the Trustee for Beverly Community Hospital Association, dba Beverly Hospital seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Locke Lord LLP as special health care counsel. The firm will render services with regard to health care matters and related issues and bankruptcy law issues at the intersection of health care law and bankruptcy law, including, without limitation, claims and defenses of health care payors involving issues of recoupment and setoff, and evaluating and addressing proofs of claims of state and federal health care agencies, and with regard to other regulatory and health care matters. The firm will be paid at these rates: Tammy Ward Woffenden $805 per hour Ashley Wheelock $775 per hour Katherine Culbertson $545 per hour David S. Kupetz $1,025 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David S. Kupetz, Esq., a partner at Lord Locke LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David S. Kupetz, Esq. Lord Locke LLP 300 S. Grand Avenue, Suite 2600 Los Angeles, CA 90071 Tel: (213) 485-1500 Fax: (213) 485-1200 Email: david.kupetz@lockelord.com About Beverly Community Hospital Association d/b/a Beverly Hospital Beverly Community Hospital Association and affiliates operate general medical and surgical hospitals. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 23-12359) on April 19, 2023. In the petition signed by its chief executive officer, Alice Cheng, Beverly Community disclosed $1 million to $10 million in assets and $100 million to $500 million in liabilities. Judge Sandra R. Klein oversees the case. The Debtors tapped Sheppard, Mullin, Richter and Hampton, LLP as bankruptcy counsel; Orrick, Herrington & Sutcliffe, LLP as special and conflicts counsel; and Triple P RTS, LLC, a wholly owned subsidiary of Portage Point Partners, LLC, as restructuring advisor. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Beverly Community Hospital Association. The committee is represented by Tania Moyron, Esq. Tamar Terzian is the patient care ombudsman appointed in the Debtors' Chapter 11 cases. BIG TEDDY: Seeks to Hire Big Teddy Forman Holt as Legal Counsel --------------------------------------------------------------- Big Teddy LLC d/b/a Big Plush seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Forman Holt as its counsel. The firm's services include: (a) advising the Debtor regarding the continued management and operation of its business as debtor-in-possession and complying with the United States Trustee's guidelines for Chapter 11 cases. (b) advising the Debtor and negotiating with the Debtor's creditors regarding preparing and obtaining approval of a plan of reorganization. (c) preparing all necessary applications, motions, complaints, answers, orders, reports and other pleadings and documents required in the Debtor's Chapter 11 case. (d) appearing before this Court and other courts, if necessary. (e) negotiating and preparing documents relating to the disposition of the Debtor's assets where appropriate. (f) performing such other legal services for the Debtor as debtor-inpossession as may be necessary and appropriate. (g) providing general guidance in connection with the Debtor's Chapter 11 case. Forman Holt was paid a retainer of $20,000 on Oct. 30, 2023. As disclosed in the court filings, Forman Holt does not hold or represent any interest adverse to the Debtor as debtor-in-possession or to its estate. The firm can be reached through: Michael E. Holt, Esq. FORMAN HOLT 365 Passaic Street, Suite 400 Rochelle Park, NJ 07662 Phone: (201) 845-1000 Email: mholt@formanlaw.com About Big Teddy LLC Big Teddy LLC d/b/a Big Plush filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19587) on Oct. 30, 2023. The petition was signed by Michael Matuska as sole member. At the time of filing, the Debtor estimated up to $50,000 in assets and $1 million to $10 million in liabilities. Michael E. Holt, Esq. at FORMAN HOLT represents the Debtor as counsel. BMG EXTERIORS: Seeks Approval to Hire Geist CPA as Accountant ------------------------------------------------------------- BMG Exteriors, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Indiana to employ Geist CPA as its accountant. The firm will render these services: a. participate in meetings, whether in-person or telephonically, with the Debtor, and/or its counsel, as requested; b. prepare and/or review the monthly operating reports and other schedules, as required by the local rules of the Court, and the United States Trustee's guidelines; c. audit financial statements and other financial documents in order to ensure compliance with generally accepted accounting principles and State law requirements; d. prepare year-end financial statements; e. assist the Debtor with the preparation and filing of outstanding federal, state and local tax returns; f. perform any other services that the Debtor may deem necessary in its role as accountant to the Debtor, or that may be requested by its counsel. The firm will charge its standard hourly rate of $500 per hour. As disclosed in the court filings, Geist does not hold or represent any interest adverse to the Debtor's estate, and is a disinterested person as that term is defined in the Bankruptcy Code. The firm can be reached through: Muzammil Mushkoor, CPA Geist CPA 9924 Kings Horse Way, Fishers, IN 46040 Phone: (317) 610-6714 E-mail: geistcpa@gmail.com About BMG Exteriors BMG Exteriors, LLC is an Indianapolis-based company, which operates in the residential building construction industry. It is the fee simple owner of a real property located at 1357 South Sheffield Ave., Indianapolis, valued at $72,600. BMG Exteriors filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 22-01522) on April 25, 2022, listing $100,600 in total assets and $1,092,603 in total liabilities. Deborah J. Caruso serves as Subchapter V trustee. Judge Robyn L. Moberly oversees the case. Preeti Gupta, Esq., serves as the Debtor's bankruptcy counsel. BRIGHT HEALTH: Incurs $547.2 Million Net Loss in Third Quarter -------------------------------------------------------------- Bright Health Group, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $547.15 million on $269.40 million of total revenue for the three months ended Sept. 30, 2023, compared to a net loss of $270.13 million on $193.36 million of total revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $805.24 million on $867.93 million of total revenue compared to a net loss of $702.09 million on $523.47 million of total revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $2.05 billion in total assets, $1.86 billion in total liabilities, $327.26 million in redeemable noncontrolling interests, $747.48 million in redeemable series A preferred stock, $172.94 million in redeemable series B preferred stock, and a total shareholders' deficit of $1.05 billion. Bright Health said, "Based on our projected cash flows and absent any other action, the Company may not meet certain covenants under the Credit Agreement, the Fourth Waiver or the New Credit Agreement, which may result in the obligations under the Credit Agreement and New Credit Agreement being accelerated. The Company will require additional liquidity to meet its obligations as they come due in the 12 months following the date the condensed consolidated financial statements contained in this Quarterly Report are issued. These conditions raise substantial doubt about the Company's ability to continue as a going concern." Management Commentary "Bright Health's solid 2023 performance continued in the Third Quarter, with our second consecutive quarter of positive Adjusted EBITDA. Excluding a Goodwill impairment, our Care Delivery segment reported Operating Income profitability based on strong performance," said Mike Mikan, president and CEO of Bright Health. "We also continued to make good progress in the quarter on the wind-down of our ACA insurance business and the sale of our California Medicare Advantage business." Bright Health continues to work toward the approval of the sale of the Company's California Medicare Advantage business to Molina Healthcare, which was announced on June 30, 2023. The Company expects to close the transaction by the First Quarter of 2024. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1671284/000167128423000062/bhg-20230930.htm About Bright Health Group Headquartered in Minneapolis, MN, Bright Health Group -- www.brighthealthgroup.com -- is a technology enabled, value-driven healthcare company that organizes and operates networks of affiliate care providers to be successful at managing population risk. The Company focuses on serving aging and underserved consumers that have unmet clinical needs through its Fully Aligned Care Model in Florida, Texas and California. Minneapolis, Minnesota-based Deloitte & Touche LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 16, 2023, citing that the Company has a history of operating losses and insufficient cash flow to meet its obligations, that raises substantial doubt about its ability to continue as a going concern. BROOKDALE SENIOR: Incurs $48MM Net loss in 2023 Third Quarter ------------------------------------------------------------- Brookdale Senior Living Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $48.81 million for the three months ended September 30, 2023, on $757.29 million total revenue and other operating income. This compares to a net loss of $28.37 million on $757.46 million total revenue and other operating income for the same billing period in 2022. For the nine months ended September 30, 2023, Brookdale Senior incurred a net loss of $97.9 million on $2.26 billion total revenue and other operating income. This compares to a net loss of $212.69 million on $2.12 billion in total revenue and other operating income for the same period in 2022. The highlights for the quarter include: * Third quarter consolidated weighted average occupancy grew 110 basis points sequentially and monthly weighted average occupancy increased for seven consecutive months between March and October. * Same community weighted average occupancy grew 140 basis points over the prior year third quarter; while same community revenue per available unit (RevPAR) and revenue per occupied unit (RevPOR) increased 10.8% and 8.9%, respectively. * Delivered meaningful improvements in both leadership retention and associate turnover. * Net operating revenues totaled $3.086 billion. The Company said the increase in net loss was primarily attributable to the $64.2 million decrease in other operating income, an increase in debt interest expense primarily as a result of increases in variable interest rates, and the increase in facility operating expense, partially offset by the increase in resident fee revenue. The increase in net loss also was primarily attributable to a $36.3 million gain on sale of communities, net recognized during the second quarter of 2023 for the sale of the Company's one remaining entrance fee community and an $8.6 million increase in asset impairment expense compared to the prior period. In August 2023, the Company entered into a new lease agreement under which the Company will continue to lease 10 communities from affiliates of LTC Properties, Inc. In October 2023, the new master lease agreement was amended to include 7 additional communities. The lease will expire on December 31, 2029, subject to earlier termination if the Company exercises its favorable purchase options. The landlord has also agreed to make available a pool to fund costs associated with certain capital expenditure projects. On November 1, 2023, the Company completed the sale of a continuing care retirement community, for which the Company received cash proceeds of $12.7 million, net of transaction costs, at closing. Total liquidity of $405.4 million as of September 30, 2023 included $331.7 million of unrestricted cash and cash equivalents, $66.2 million of marketable securities, and $7.5 million of availability on the Company's secured credit facility. Total liquidity as of September 30, 2023 decreased $34.7 million from June 30, 2023, primarily attributable to payments of liabilities for capital expenditures, debt repayments, and a capital contribution to the Company's health care services venture, partially offset by $2.5 million of Adjusted Free Cash Flow. In the aggregate, the Company expects its full-year 2023 non-development capital expenditures, net of anticipated lessor reimbursements, to be approximately $195.0 million, excluding reimbursable remediation costs at the Company's communities resulting from 2022 natural disasters. The Company anticipates an additional approximately $28.0 million in reimbursable remediation costs at the Company's communities resulting from 2022 natural disasters, and such costs are expected to be reimbursed from the Company's property and casualty insurance policies in 2023 or 2024. Commenting on the results, Lucinda ("Cindy") Baier, Brookdale's President and CEO, said, "The incredible progress we are making on our key strategic priorities is evidenced by our strong year-to-date results and another quarter of consistently delivering against our commitments. Our favorable results, both in the third quarter and year-to-date, are an outcome of the strong execution of intentional, experience-driven plans, and the dedication to our mission by our more than 36,000 associates." "With the start of the fourth quarter, we remain focused on continuing the operational progress we have made over the course of this year. I am proud to be part of an organization that cares for our residents deeply, fosters meaningful connections among our residents and associates, and enriches the lives of seniors who call Brookdale home." A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/mryrh984 About Brookdale Senior Headquartered in Brentwood, Tennessee, Brookdale Senior Living Inc. operates senior living facilities in the United States. As of September 30, 2023, Brookdale Senior has $5.83 billion in total assets and $5.34 billion in total liabilities. Egan-Jones Ratings Company on October 26, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. CAIDLAKE TRANSPORT: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Caidlake Transport, Inc. 19 Brookview Manor Dr. Chapmanville, WV 25508 Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court Southern District of West Virginia Case No.: 23-20198 Judge: Hon. B. Mckay Mignault Debtor's Counsel: Joseph W. Caldwell, Esq. CALDWELL & RIFFEE 3818 MacCorkle Ave. S.E. Suite 101 Post Office Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 Email: jcaldwell@caldwellandriffee.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Robbie Cline as president. 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/C45EW7A/Caidlake_Transport_Inc__wvsbke-23-20198__0001.0.pdf?mcid=tGE4TAMA CANO HEALTH: $644MM Bank Debt Trades at 43% Discount ---------------------------------------------------- Participations in a syndicated loan under which Cano Health LLC is a borrower were trading in the secondary market around 57.0 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $644.4 million facility is a Term loan that is scheduled to mature on November 23, 2027. About $626.7 million of the loan is withdrawn and outstanding. Cano Health, LLC operates primary care centers and supports affiliated medical practices. The Company specializes in primary care for seniors, as well as promotes activities and care to improve both physical health and well-being and offers population health management programs. Cano Health serves patients in the United States. CANO HEALTH: Elliot Cooperstone Reports Equity Stake ---------------------------------------------------- Elliot Cooperstone filed Amendment No. 9 to his Schedule 13G to provide updated information on his ownership of Cano Health, Inc.'s Common Stock as of November 7, 2023. Elliot Cooperstone is reported to beneficially own an aggregate amount of 148 shares which is equivalent to less than 1% of Cano Health's common shares. Elliot Cooperstone may be reached at: Elliot Cooperstone ITC RUMBA, LLC One Vanderbilt Ave, Suite 2400 New York, NY 10017 Tel: (646) 930-1531 About Cano Health Cano Health, Inc. (NYSE: CANO) -- https://www.canohealth.com/ -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. Cano Health announced that on Sept. 5, 2023, it was notified by NYSE Regulation Inc. that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing stock price of a share of the Company's Class A common stock was less than $1.00 per share over a consecutive 30 trading-day period * * * As reported by the TCR on Aug. 17, 2023, S&P Global Ratings lowered its issuer credit rating on Cano Health Inc. to 'CCC-' from 'B-'. S&P said, "We based our negative outlook on our expectation for continued weak operating performance and cash flow deficits. Given the company's current liquidity position, we believe there is heightened risk of a near-term default such as a bankruptcy filing, debt restructuring, or missed interest payment." CANO HEALTH: Lewis Gold Reports Equity Stake -------------------------------------------- Lewis Gold filed Amendment No. 9 to his Schedule 13G to provide updated information on his ownership of Cano Health, Inc.'s Common Stock as of November 7, 2023. Lewis Gold, EGGE, LLC, and EG Advisors, LLC, are reported to beneficially own an aggregate amount of 17,067, 15,330, and 16,919, shares respectively which are equivalent to less than 1% of Cano Health's common shares. Lewis Gold may be reached at: DR. LEWIS GOLD 1235 Spanish River Road Boca Raton, FL 33432 Tel: (954) 557-7565 About Cano Health Cano Health, Inc. (NYSE: CANO) -- https://www.canohealth.com/ -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. Cano Health announced that on Sept. 5, 2023, it was notified by NYSE Regulation Inc. that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing stock price of a share of the Company's Class A common stock was less than $1.00 per share over a consecutive 30 trading-day period * * * As reported by the TCR on Aug. 17, 2023, S&P Global Ratings lowered its issuer credit rating on Cano Health Inc. to 'CCC-' from 'B-'. S&P said, "We based our negative outlook on our expectation for continued weak operating performance and cash flow deficits. Given the company's current liquidity position, we believe there is heightened risk of a near-term default such as a bankruptcy filing, debt restructuring, or missed interest payment." CANO HEALTH: Sternlicht Reports 8.6% Equity Stake ------------------------------------------------- Barry S. Sternlicht filed Amendment No. 12 to his Schedule 13G to provide updated information on his ownership of Cano Health, Inc.'s Common Stock as of November 7, 2023. Sternlicht is reported to beneficially own an aggregate amount of 254,806 shares, which is equivalent to 8.6% of Cano Health's common shares. Michael Racich, Attorney-in-Fact for Barry Stuart Sternlicht, may be reached at: Michael Racich 1601 Washington Avenue, Suite 800 Miami Beach, FL 33139 Tel: (203) 422-7718 About Cano Health Cano Health, Inc. (NYSE: CANO) -- https://www.canohealth.com/ -- is a primary care-centric, technology-powered healthcare delivery and population health management platform. Founded in 2009, with its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves through its primary care medical centers and supporting affiliated providers. Cano Health reported a net loss of $428.39 million in 2022, a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. Cano Health announced that on Sept. 5, 2023, it was notified by NYSE Regulation Inc. that it is not in compliance with Section 802.01C of the NYSE Listed Company Manual because the average closing stock price of a share of the Company's Class A common stock was less than $1.00 per share over a consecutive 30 trading-day period. * * * As reported by the TCR on Aug. 17, 2023, S&P Global Ratings lowered its issuer credit rating on Cano Health Inc. to 'CCC-' from 'B-'. S&P said, "We based our negative outlook on our expectation for continued weak operating performance and cash flow deficits. Given the company's current liquidity position, we believe there is heightened risk of a near-term default such as a bankruptcy filing, debt restructuring, or missed interest payment." CAPITAL KCS: Unsecureds to Get Full Payment With Interest in Plan ----------------------------------------------------------------- Capital Kcs, LLC, on Oct. 25, 2023, filed a Chapter 11 Plan of Reorganization and a Disclosure Statement. On Nov. 1, 2023, the3 Court entered an order granting the Debtor's motion for approval of disclosure statement describing the chapter 11 plan of reorganization. The Plan confirmation hearing will held on Jan. 25, 2024 at 11:30 AM at Crtrm 1639, 255 E Temple St., Los Angeles, CA 90012. The Debtor's primary asset is the property at 459 Colyton Street, Los Angeles, California 90013, which was last appraised at $60,900,000. Aside from the Property, the Debtor has minimal assets; two automobiles worth a total of approximately $310,000 and $8,668.35 in office furniture and approximately $22,421 in cash as of July 2023. In the event the Debtor is unable to close either the Construction Loan or the Bridge Loan or otherwise pay all allowed claims in full by June 30, 2024, the Debtor will retain a reputable real estate broker to market the Property for sale. The Debtor will be authorized to accept any offer that will generate sufficient proceeds to pay all its obligations under the Plan in full after payment of all outstanding property taxes and customary closing costs and shall close the sale and distribute the proceeds to creditors no later than September 30, 2024 (the "Property Sale"). The earliest of the closing of the Construction Loan, the Bridge Loan or the Property Sale shall be referred to as the "Closing Date." If the Closing Date does not occur on or before September 30, 2024, then CPIF and GCL shall have relief from the automatic stay (to the extent the automatic stay is still in effect) and shall be entitled to immediately proceed with all rights and remedies available under their respective loan documents and applicable law against the Property (including all related personal property collateral) without the need for any order from this Court. Under the Plan, Class 4 consists of all allowed general unsecured claims of the Debtor total $115,885. Each holder of an allowed Class 4 claim shall receive payment in full, plus post-petition interest at the federal post judgment interest rate in effect on the Closing Date, within 10 business days of the Closing Date. Class 4 is impaired. The Plan will be funded from the proceeds of the Refinance or the Property Sale. Attorneys for Debtor: Matthew A. Lesnick, Esq. Lisa R. Patel, Esq. LESNICK PRINCE & PAPPAS LLP 315 W. Ninth Street, Suite 705 Los Angeles, CA 90015 Telephone: (213) 493-6496 Facsimile: (213) 493-6596 E-mail: matt@lesnickprince.com lpatel@lesnickprince.com A copy of the Disclosure Statement dated October 25, 2023, is available at https://tinyurl.ph/yXror from PacerMonitor.com. About Capital KCS Capital KCS, LLC, is a California limited liability company owned 100% by KCS Family Holdings LLC. KCS Family Holdings LLC is owned 100% by Kevin and Cynthia Chen, who are husband and wife. In July 2008, Capital KCS, LLC, purchased a two-story, 91,200 square foot loft and commercial building in the Arts District of Los Angeles on a 1.05-acre lot (the "Property") with the intention of making it into a space for creative individuals to live and work. The primary address of the Property is 459 Colyton Street, Los Angeles, California 90013. The original purchase price of the Property was $6.6 million. A third-party appraiser commissioned by secured creditor East West Bank valued the Property at $60.9 million in as-is condition as of January 2023. Capital KCS filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 23-13029) on May 17, 2023. LESNICK PRINCE & PAPPAS LLP is the Debtor's legal counsel. CAPSTONE GREEN ENERGY: Gets Chapter 11 Plan Confirmation -------------------------------------------------------- Hilary Russ of Law360 reports that a Delaware bankruptcy judge on Monday, November 13, 2023, said she would confirm the Chapter 11 plan and final $27 million debtor-in-possession financing package for generator manufacturer Capstone Green Energy after it reached a deal with its lender Goldman Sachs on its debt-equity swap and exit financing. About Capstone Green Energy Corporation Capstone Green Energy Corporation build microturbine energy systems and battery storage systems that allow customers to produce power on-site in parallel with the electric grid or stand-alone when no utility grid is available. Capstone Green offers microturbines designed for commercial, oil and gas, and other industrial applications. Capstone Green and its wholly owned subsidiaries, Capstone Turbine International, Inc. and Capstone Turbine Financial Services, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11634) on Sept. 28, 2023. In the petition signed by John Juric, chief financial officer, the Debtor disclosed $104,000,000 in total assets and $111,000,000 in total debt. Judge Laurie Selber Silverstein oversees the case. Katten Muchin Rosenman LLP represents the Debtors as legal counsel, Young Conaway Stargatt & Tayloor LLP as co-counsel, Riveron RTS, LLC as financial advisor, and Kroll Restructuring Administration LLC as claims, noticing & solicitation agent and administrative advisor. CASTLE US HOLDING: $295MM Bank Debt Trades at 28% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 71.6 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $295 million facility is a Term loan that is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CBAK ENERGY: Posts $6.3 Million Net Income in Third Quarter ----------------------------------------------------------- CBAK Energy Technology, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income attributable to the company of $6.33 million on $63.44 million of net revenues for the three months ended Sept. 30, 2023, compared to a net loss attributable to the company of $290,000 on $57.72 million of net revenues for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported net income attributable to the company of $2.32 million on $148.26 million of net revenues compared to net income attributable to the company of $1.25 million on $194.27 million of net revenues for the same period last year. As of Sept. 30, 2023, the Company had $286.84 million in total assets, $167.29 million in total liabilities, and $119.55 million in total equity. CBAK Energy said, "The Company has accumulated deficit from recurring net losses incurred for the prior years and significant short-term debt obligations maturing in less than one year as of September 30, 2023. These conditions raise substantial doubt about the Company ability to continue as a going concern. The Company's plan for continuing as a going concern included improving its profitability, and obtaining additional debt financing, loans from existing directors and shareholders for additional funding to meet its operating needs. There can be no assurance that the Company will be successful in the plans described above or in attracting equity or alternative financing on acceptable terms, or if at all." Management Commentary Yunfei Li, chairman and chief executive officer of the Company, commented, "Amid the slowdown in China's battery industry and macro headwinds, we are pleased to deliver robust growth in our primary battery business and achieve both operating and net income in the third quarter, further improving our profitability. Looking ahead, we anticipate sustaining our solid financial and operating performance. This is supported by our significant order backlog, which exceeds our production capacity. Notably, orders for the Dalian facility have been scheduled toward the end of 2024, and our Nanjing facility is also overwhelmed. At the same time, we are continuing to improve production efficiency and expand production capacity, bolstering our market-leading position and reinforcing our growth trajectory." Jiewei Li, chief financial officer and secretary of the Board of the Company, added, "As the battery business returned to year over year growth in the third quarter, we also recorded the ongoing improvements in gross margin and operating profit margin. This was underpinned by a sharp increase in the contribution of our higher-margin battery business and a reduction in the cost of revenues as we further leveraged our technology to improve production efficiency. Alongside a growing number of orders for our battery products, we will continue to find the right balance between growth and profitability while investing in R&D and production capacity expansion to enhance our sustainable, long-term competitiveness." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1117171/000121390023084927/f10q0923_cbakenergy.htm About CBAK Energy Liaoning Province, People's Republic of China-based CBAK Energy -- www.cbak.com.cn -- is a manufacturer of new energy high power lithium batteries that are mainly used in light electric vehicles, electric vehicles, electric tools, energy storage including but not limited to uninterruptible power supply (UPS) application, and other high-power applications. Its primary product offering consists of new energy high power lithium batteries, but it is also seeking to expand into the production and sale of light electric vehicles. CBAK Energy reported a net loss of $11.33 million for the year ended Dec. 31, 2022, compared to net income of $61.56 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $244.03 million in total assets, $119.65 million in total liabilities, and $124.38 million in total equity. Hong Kong, China-based Centurion ZD CPA & Co., the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 14, 2023, citing that the Company has accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2022. All these factors raise substantial doubt about its ability to continue as a going concern. CENTER FOR ASBESTOS: Unsecureds Will Get 15% over 60 Months ----------------------------------------------------------- Center for Asbestos Related Disease, Inc., filed with the U.S. Bankruptcy Court for the District of Montana a Plan of Reorganization for Small Business dated November 6, 2023. The Debtor is a non-profit community-based organization that evolved in response to raised awareness of the wide-spread asbestos exposure in the Libby, Montana area that came to light in 1999. The Debtor is a Montana Public Benefit Corporation, without members, established on November 1, 2002. The Debtor has an ongoing grant from the Center for Disease Control and Prevention ("CDC") and ATSDR to continue this service. The Debtor's financial projections show that the Debtor will have projected disposable income of $2,828.00. The final Plan payment is expected to be paid on May 1, 2029. The Debtor's Plan is predicated on the renewal of the ATSDR grant in 2024; the previous grants have been for 5 year periods. The renewal in 2024 will provide grant revenue through the final Plan payment. Historically, the Debtor received non-grant income through the provision of services to individuals and entities. The ATSDR grant funds are used for salaries and certain operating costs associated with the diagnoses of asbestos related disease. The funds to pay the Plan payments will come from nongrant sources as enjoyed by the Debtor in the past. The Debtor projects that the sources, which have been significantly curtailed since the entry of the BNSF judgment will rebuild over time, thereby funding the Plan payments. This Plan of Reorganization proposes to pay creditors of the Debtor from its non-grant cash flow and savings. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 15 cents on the dollar. This Plan also provides for the payment of administrative claims. Class 1 consists of nonpriority general unsecured claims. This Class is impaired. This Class will be paid 15% of the following amounts in lump sum 45 days from date of confirmation: Eventgroove ($403.60); Evergreen Disposal ($291.20); Glacier Bank ($231.21); Iron Mountain ($351.32); Henry Schein ($2674.00); High Country Linen Supply Co. ($35.48); Jean Pfau Consulting ($312.50); JMF Services ($1070.00); KLCB Radio ($140.00); Libby Chamber of Commerce ($112.50); Rotary Club of Kootenai ($120.00); The Montanian ($118.13); and Volstar ($13,203.95). Class 2 consists of nonpriority claims in excess of $15,000. This Class is impaired. This Class will be paid 15% of following amounts over 60 months commencing 75 days from date of confirmation: USA ($4,369,517.25); BNSF ($1,456,505.75); Brand It ($27,484.96); and T. Bechtold ($448,063.00). The Debtor will implement this Plan through its continued operations and generation of non-grant revenue. A full-text copy of the Plan of Reorganization dated November 6, 2023 is available at https://urlcurt.com/u?l=xOrYTt from PacerMonitor.com at no charge. Debtor's Counsel: James A. Patten, Esq. Molly S. Considine, Esq. Patten, Peterman, Bekkedahl & Green, PLLC 2817 2nd Avenue North, Ste. 300 P.O. Box 1239 Billings, MT 59103 Telephone: (406) 252-8500 Facsimile: (406) 294-9500 Email: apatten@ppbglaw.com mconsidine@ppbglaw.com About Center for Asbestos Related Disease, Inc. Center for Asbestos Related Disease, Inc. addresses healthcare issues associated with Libby amphibole (previously called tremolite) asbestos. Center for Asbestos Related Disease sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mont. Case No. 23-90135) on Aug. 7, 2023. In the petition signed by Tracy J. McNew, executive director, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Patten, Peterman, Bekkedahl & Green, PLLC serves as the Debtor's counsel. CENTRAL OKLAHOMA: Committee Hires McAfee & Taft as Legal Counsel ---------------------------------------------------------------- The official unsecured creditors committee of Central Oklahoma United Methodist Retirement Facility, Inc., doing business as Epworth Villa, seeks approval from the U.S. Bankruptcy Court for the Western District of Oklahoma to hire McAfee & Taft A Professional Corporation as its counsel. The firm's services include: a. advising the Creditors' Committee with respect to its rights and obligations pursuant to Chapter 11; b. consulting with the trustee or debtor in possession concerning the administration of the case; c. investigating the acts, conduct, assets, liabilities, and financial condition of the debtor, the operation of the debtor's business and any other matter relevant to the case or to the formulation of a plan; d. participating in the confirmation process of the plan, advising those represented by the Creditors' Committee determinations as to any plan formulated, and collecting and filing with the Court acceptances or rejections of a plan; e. requesting the appointment of a trustee or examiner under section 1104 if the Bankruptcy Code to the extent such action becomes necessary; f. attending meetings and negotiating with representatives of debtors and other parties-in-interest; g. preparing and filing on behalf of the Creditors' Committee all motions, applications, answers, orders, reports and papers necessary for the administration of the case; h. negotiating and preparing on the unsecured creditors' behalf Chapter 11-related agreements and/or documents; i. advising the Creditors' Committee with respect to certain corporate, financing, tax and employee benefit matters; j. appearing before the Court, and any appellate courts, and protecting the interests of the unsecured creditors before such courts and k. performing all other legal services in connection with these Chapter 11 Cases as requested by the Creditors' Committee and without duplication of other professionals' services. The firm will be paid at these rates: Ross A. Plourde, Shareholder $450/hour Elke C. Meeus, Associate $270/hour Ross A. Plourde, Esq., a shareholder at McAfee & Taft, assured the court that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ross A. Plourde, Esq. MCAFEE & TAFT A PROFESSIONAL CORPORATION 8th Floor, Two Leadership Square 211 N. Robinson Oklahoma City, OK 73102-7103 Phone: (405) 552-2277 Email: ross.plourde@mcafeetaft.com About Central Oklahoma Central Oklahoma United Methodist Retirement Facility, Inc. d/b/a Epworth Villa is a locally owned not-for-profit Life Plan Community serving senior adult singles and couples ages 55 and above. The Debtor filed Chapter 11 Petition (Bankr. W.D. Okla. Case No. 23-12607) on September 29, 2023, with $10 million to $50 million in assets and $50 million to $100 million in liabilities. Ron Kelly, president and chief operating officer, signed the petition. Sidney K. Swinson, Esq. of GABLE & GOTWALS, is the Debtor's legal counsel. The Debtor tapped Raymond James & Associates, Inc. as its investment banker, underwriter and bond placement agent. CLOUD VENTURES 1: Gets OK to Sell Property to Cole Trenching ------------------------------------------------------------ Cloud Ventures 1, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Texas to sell a property to Cole Trenching Services. The company is selling a 2001 Barber Green trencher to Cole for $100,000 "free and clear" of liens. Proceeds from the sale will be paid to Lea County State Bank. About Cloud Ventures 1 Cloud Ventures 1, LLC, doing business as Pipeline Trenchers Group, filed a Chapter 11 bankruptcy petition (Bankr. N.D. Texas Case No. 23-40228) on Jan. 26, 2023, with as much as $1 million in both assets and liabilities. Judge Mark X. Mullin oversees the case. The Debtor tapped Davis Ermis & Roberts, P.C. as legal counsel and Hagen Sharp & Company, PLLC as accountant. COMPLETE COMPANIES: Hires Trammell Love Law as Bankruptcy Counsel ----------------------------------------------------------------- Complete Companies Inc. seeks approval from U.S. Bankruptcy Court for the Middle District of Tennessee to hire Trammell Love Law Firm as its bankruptcy counsel. The firm's services include: a. rendering legal advice with respect to the rights, powers and duties of the Debtor in the management of its property; b. investigating and, if necessary, instituting legal action on behalf of the Debtor to collect and recover assets of the estates of the Debtor; c. preparing all necessary pleadings, orders and reports with respect to this proceeding and to render all other necessary or proper legal services; d. assisting and counseling the Debtor in the preparation, presentation and confirmation of its disclosure statements and plan of liquidation; e. representing the Debtor as may be necessary to protect their interests; and f. performing all other legal services that may be necessary and appropriate in the general administration of the Debtor's estate. The firm will bill these hourly rates: Attorneys $275-$400 per hour Paralegals $1-50 per hour The firm has received a total of $12,000 as a retainer. As disclosed in the court filings, Trammell Love Law is a "disinterested person" under Bankruptcy Code 101 (14) and 327. The firm can be reached through: Adrienne Trammell-Love, Esq. Trammell Love Law Firm 7009 Lenox Village Drive, Suite 103 Nashville, TN 37211 Telephone: (615) 243-7979 Facsimile: (615) 246-4186 Email: Adrienne@Tramlovelaw.com About Complete Companies Complete Companies Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 23-03136) on Aug. 29, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Marian F. Harrison oversees the case. Adrienne N. Trammell-Love, Esq., at Trammell Love Law Firm represents the Debtor as legal counsel. CONTINENTAL AMERICAN: Committee Taps Sandberg Phoenix as Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Continental American Corporation and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Sandberg Phoenix & von Gontard P.C. as its counsel. The firm's services include: a. advising the Committee with respect to its rights and obligations as a Committee and regarding other matters of bankruptcy law; b. preparing and filing of any motions, objections or other pleadings and documents that may be required in this proceeding; c. representing the Committee at the meeting of creditors, plan of reorganization, disclosure statement, confirmation and related hearings, and any adjourned hearings thereof; d. representing the Committee in adversary proceedings and other contested bankruptcy matters; and e. representing the Committee in the above matters, and any other matter that may arise in connection with Debtor's reorganization proceedings and its business operations. Sandberg Phoenix will be paid at these hourly rates: Sharon L. Stolte, Shareholder and Lead Counsel $380 Larry A. Pittman, II, Counsel $275 Madison L. Silvey, Associate $255 Donald R. Hageman, III, Associate $220 Mary Lou Azeltine, paralegal $160 Sandberg Phoenix will also be reimbursed for reasonable out-of-pocket expenses incurred. Sharon L. Stolte, a partner at Sandberg Phoenix and von Gontard P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Sandberg Phoenix can be reached at: Sharon L. Stolte, Esq. Sandberg Phoenix and von Gontard P.C. 4600 Madison Avenue, Suite 1000 Kansas City, MO 64112 Tel: (816) 627-5543 E-mail: sstolte@sandbergphoenix.com About Continental American Corporation Continental American Corporation operates a balloon manufacturing business in Wichita, Kan. Continental American and its affiliate, Pioneer National Latex, Inc., filed Chapter 11 petitions (Bankr. D. Kan. Lead Case No. 23-10938) on Sept. 22, 2023. Judge Mitchell L. Herren oversees the cases. At the time of the filing, Continental American reported $50 million to $100 million in assets and $10 million to $50 million in liabilities while Pioneer National Latex reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. David Prelle Eron, Esq., at Prelle Eron & Bailey, P.A. represents the Debtors as legal counsel. COVENANT SURGICAL: $250MM Bank Debt Trades at 21% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Covenant Surgical Partners Inc is a borrower were trading in the secondary market around 79.0 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on July 1, 2026. The amount is fully drawn and outstanding. Covenant Surgical Partners, Inc. is an owner and operator of freestanding ambulatory surgery centers. CPC ACQUISITION: $1.03BB Bank Debt Trades at 25% Discount --------------------------------------------------------- Participations in a syndicated loan under which Cpc Acquisition Corp is a borrower were trading in the secondary market around 75.1 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $1.03 billion facility is a Term loan that is scheduled to mature on December 29, 2027. The amount is fully drawn and outstanding. CPC Acquisition Corp is in the chemicals industry. CPC ACQUISITION: $225MM Bank Debt Trades at 54% Discount -------------------------------------------------------- Participations in a syndicated loan under which CPC Acquisition Corp is a borrower were trading in the secondary market around 46.4 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $225 million facility is a Term loan that is scheduled to mature on December 29, 2028. The amount is fully drawn and outstanding. CPC Acquisition Corp is in the chemicals industry. CREATIVE REALITIES: Incurs $1.9 Million Net Loss in Third Quarter ----------------------------------------------------------------- Creative Realities, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.93 million on $11.57 million of total sales for the three months ended Sept. 30, 2023, compared to a net loss of $554,000 on $11.18 million of total sales for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $4.36 million on $30.71 million of total sales compared to net income of $3.21 million on $32.86 million of total sales for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $69.69 million in total assets, $42.28 million in total liabilities, and $27.40 million in total shareholders' equity. At Sept. 30, 2023, the Company has an accumulated deficit of $54,765,000 negative working capital of $2,157,000 including current debt obligations of $4,211,000 and cash of $8,376,000. For the nine months ended Sept. 30, 2023, the Company incurred an operating loss of $630,000 and generated positive net cash flows from operations of $8,306,000. Pursuant to the Second Amended and Restated Credit and Security Agreement made between the Company and Slipstream Communications, LLC, the Company is required and began to make monthly repayments of principal on the Consolidation Term Loan on Sept. 1, 2023. The monthly principal payment is approximately $370,000 and will continue on the first day of each month thereafter until the Maturity Date on Feb. 17, 2025, with total principal repayments of $4,440,000 during the twelve months subsequent to the reporting date of these Condensed Consolidated Financial Statements. The Company said that servicing this principal repayment raises substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1356093/000143774923031312/crex20230815_10q.htm About Creative Realities Creative Realities, Inc. -- http://www.cri.com-- Creative Realities helps clients use place-based digital media to achieve business objectives such as increased revenue, enhanced customer experiences, and improved productivity. The Company designs, develops and deploys digital signage experiences for enterprise-level networks, and is actively providing recurring SaaS and support services across diverse vertical markets, including but not limited to retail, automotive, digital-out-of-home (DOOH) advertising networks, convenience stores, foodservice/QSR, gaming, theater, and stadium venues. CUMULUS MEDIA: $525MM Bank Debt Trades at 21% Discount ------------------------------------------------------ Participations in a syndicated loan under which Cumulus Media New Holdings Inc is a borrower were trading in the secondary market around 79.3 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $525 million facility is a Term loan that is scheduled to mature on March 31, 2026. About $333.4 million of the loan is withdrawn and outstanding. Headquartered in Atlanta, Ga., Cumulus Media New Holdings Inc. is the third largest radio broadcaster in the U.S. with 405 stations in 86 markets, a nationwide network serving more than 9,500 broadcast affiliates, and numerous digital channels. In addition, Cumulus has several digital businesses (including podcasting, streaming, and marketing services), and live events. Cumulus emerged from Chapter 11 bankruptcy protection in June 2018. CUREPOINT LLC: Court Approves Trustee's Disclosure Statement ------------------------------------------------------------ Chapter 11 Trustee David A. Wender filed the Chapter 11 Trustee's Motion for Entry of an Order approving the adequacy of the Disclosure Statement and granting related reliefs on August 29, 2023. Simultaneously therewith, the Trustee filed the Chapter 11 Plan of Liquidation for Curepoint, LLC. On October 15, 2023, the Trustee filed the First Amended Disclosure Statement for the Chapter 11 Plan of Liquidation for Curepoint, LLC Pursuant to Chapter 11 of the Bankruptcy Code. Judge Paul Baisier has entered an order that the First Amended Disclosure Statement filed by Trustee is approved as providing holders of Claims entitled to vote on the Plan with adequate information to make an informed decision as to whether to vote to accept or reject the Plan in accordance with section 1125(a)(1) of the Bankruptcy Code. The following dates are established with respect to solicitation of votes on the Plan and confirmation of the Plan (all times prevailing Eastern Time): * Voting Record Date ("Record Date") will be on October 16, 2023. * Solicitation Deadline is 5 business days after entry of the Disclosure Statement Order. * Plan Objection Deadline will be on December 11, 2023. * Voting Deadline will be on December 8, 2023 at 5:00 p.m. * Deadline to File Plan Supplement will be on December 1, 2023 * Deadline to File Balloting Report will be on December 13, 2023 * Deadline to File Confirmation Brief and Confirmation Objection Reply/ Statements in Support of Confirmation will be on December 16, 2023 at 12:00 p.m. * Confirmation Hearing will be on December 18, 2023 at 1:20 p.m. Counsel for the Chapter 11 Trustee: David A. Wender, Esq. 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 E-mail: Davidwender@eversheds-sutherland.com 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. DENN-OHIO LLC: Thomas Richardson Named Subchapter V Trustee ----------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Thomas Richardson, Esq., at Lewis Reed and Allen, as Subchapter V trustee for Denn-Ohio, LLC. Mr. Richardson will be paid an hourly fee of $315 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Richardson declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Thomas C. Richardson, Esq. Lewis Reed and Allen 136 East Michigan Ave., Suite 800 Kalamazoo, MI 49007 Phone: 269-388-7600 Email: trichardson@lewisreedallen.com About Denn-Ohio LLC Denn-Ohio, LLC operates its Denny's franchises at 10 leased commercial properties in Michigan, Ohio, and Kentucky. Denn-Ohio filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Mich. Case No. 23-02533) on Oct. 31, 2023, with $1,860,816 in assets and $4,567,989 in liabilities. Thomas F. Pilbeam, member, signed the petition. Judge John T. Gregg oversees the case. Steven M. Bylenga, Esq., at CBH Attorneys & Counselors, PLLC, represents the Debtor as legal counsel. DIAMOND SPORTS: Owes NHL Coyotes $18M After Telecast Deal End ------------------------------------------------------------- Jonathan Randles of Bloomberg Law reports that the National Hockey League's Arizona Coyotes said bankrupt sports broadcaster Diamond Sports Group owes the team nearly $18 million following the termination of its telecast deal. Diamond has said it needed to end the deal because its regional sports channel, Bally Sports Arizona, was losing money and telecast agreements with the state's major professional teams were only getting more expensive. The team said in a bankruptcy court filing on Thursday that it was owed money. Terminating the Coyotes deal effectively ended Diamond's broadcasting of Arizona's major professional sports teams. About Diamond Sports Group Diamond Sports Group, LLC and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 23-90116) on March 14, 2023. In the petition filed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsels; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsels; AlixPartners, LLP as financial advisor; Moelis & Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP as tax advisor; Deloitte Financial Advisory Services, LLP as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI Consulting, Inc. as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. DIAMONDHEAD CASINO: Incurs $386,000 Net Loss in Third Quarter ------------------------------------------------------------- Diamondhead Casino Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $385,506 for the three months ended Sept. 30, 2023, compared to a net loss of $381,412 for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $1.25 million compared to a net loss of $1.24 million for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $5.50 million in total assets, $18.73 million in total liabilities, and a total stockholders' deficit of $13.22 million. DiamondHead said, "The Company has had no operations since it ended its gambling cruise ship operations in 2000. Since that time, the Company has concentrated its efforts on the development of its Diamondhead, Mississippi property. That development is dependent upon the Company obtaining the necessary capital, through either equity and/or debt financing, unilaterally or in conjunction with one or more partners, to master plan, design, obtain permits for, construct, open, and operate a casino resort. "In the past, in order to raise capital to continue to pay on-going costs and expenses, the Company has borrowed funds, through Private Placements of convertible instruments as well as through other secured notes...The Company is in default with respect to payment of both principal and interest under the terms of most of these instruments. In addition, at September 30, 2023, the Company had $13,488,928 of accounts payable and accrued expenses and $25,112 in cash on hand. "The above conditions raise substantial doubt as to the Company's ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/844887/000149315223040118/form10-q.htm About DiamondHead Headquartered in Alexandria, Virginia, DiamondHead Casino Corporation owns a total of approximately 400 acres of unimproved land in Diamondhead, Mississippi. Active subsidiaries of the Company include Mississippi Gaming Corporation, which owns the approximate 400-acre site and Casino World, Inc. Diamondhead reported a net loss of $1.86 million in 2022, a net loss of $1.52 million in 2021, and a net loss of $2.22 million in 2020. As of Dec. 31, 2022, the Company had $5.53 million in total assets, $17.53 million in total liabilities, and a total stockholders' deficit of $11.99 million. Marlton, New Jersey-based Marcum LLP, the Company's auditor since 2004 (such date takes into account the acquisition of Friedman LLP by Marcum LLP effective Sept. 1, 2022), issued a "going concern" qualification in its report dated March 30, 2023, citing that the Company has a significant working capital deficiency, has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. DIOCESE OF ROCKVILLE CENTRE: Chapter 11 Real Estate Deal Okayed --------------------------------------------------------------- Emlyn Cameron of Law360 reports that a New York bankruptcy judge has signed off on a real estate deal that will net the Roman Catholic Diocese of Rockville Centre $16 million for its sex abuse survivors trust and lay to rest creditors' allegations that before it filed for Chapter 11 protection, the diocese fraudulently transferred more than 200 acres of valuable waterfront land to an affiliated seminary. About The Roman Catholic Diocese of Rockville Centre, New York The Roman Catholic Diocese of Rockville Centre, New York, is the seat of the Roman Catholic Church on Long Island. The Diocese has been under the leadership of Bishop John O. Barres since February 2017. The State of New York established the Diocese as a religious corporation in 1958. The Diocese is one of eight Catholic dioceses in New York, including the Archdiocese of New York. The Diocese's total Catholic population is approximately 1.4 million, roughly half of Long Island's total population of 3.0 million. The Diocese is the eighth largest diocese in the United States when measured by the number of baptized Catholics. To deal with sexual abuse claims, the Roman Catholic Diocese of Rockville Centre, New York, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as $500 million in both assets and liabilities. Judge Martin Glenn oversees the case. The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Sitrick and Company, Inc., as communications consultant. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Diocese's Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou Faltischek, PC as its bankruptcy counsel and special real estate counsel, respectively. Robert E. Gerber, the legal representative for future claimants of the Diocese, is represented by the law firm of Joseph Hage Aaronson, LLC. DIRECT TEXTILE: Seeks to Hire ProLedge as Accountant ---------------------------------------------------- Direct Textile Store, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire ProLedge Inc. to provide bookkeeping services. The firm will bill these rates: Account Manager $75 per hour Staff Bookkeeper $48 per hour As dsiclosed in the court filings, ProLedge Inc. represents it has no interest adverse to Debtor or the estate in the matters upon which it is to be engaged, and is a "disinterested person" within the meaning of 11 U.S.C. Sec. 327. The firm can be reached through: Patrick Bonnaure ProLedge Inc. 5601 Bridge Street, Suite 300 Fort Worth, TX 76112 Telephone: (877) 503-8607 Facsimile: (866) 901-0477 Email: service@proledge.com About Direct Textile Store, LLC Direct Textile Store, LLC is a wholesale supplier of bed linens, towels, bed sheets, and textile supplies. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-43225) on October 24, 2023. In the petition signed by John Henry Lee III, president, the Debtor disclosed $165,587 in assets and $3,737,648 in liabilities. Judge Edward L. Morris oversees the case. Robert C. Lane, Esq., at The Lane Law Firm, represents the Debtor as legal counsel. DIRECTBUY HOME: Seeks to Hire Cole Schotz as Bankruptcy Counsel --------------------------------------------------------------- DirectBuy Home Improvement, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Cole Schotz P.C. as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor of its rights, powers, and duties as debtor in possession in continuing to operate and manage its assets and business; (b) prepare such administrative and procedural applications and motions as may be required for the sound conduct of the case, including, but not limited to, the Debtor's schedules and statements of financial affairs; (c) prepare on the Debtor's behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents to be filed in the Debtor's chapter 11 case; (d) advise the Debtor concerning, and prepare responses to, applications, motions, pleadings, notices, and other pleadings or documents which may be filed in its chapter 11 case; (e) counsel the Debtor in its effort to sell all or substantially all its assets pursuant to section 363 of the Bankruptcy Code and in connection with the formulation, negotiation and promulgation of a chapter 11 plan; (f) review the nature and validity of agreements relating to Debtor's business operations and advise the Debtor in connection therewith; (g) advise the Debtor concerning the actions it might take to collect and recover property for the benefit of its estate; (h) review the nature and validity of liens asserted against the Debtor and advise as to the enforceability thereof; (i) review objections to claims; and (j) perform all other legal services for and on behalf of the Debtor which may be necessary or appropriate in the administration of its chapter 11 case and fulfillment of its duties as debtor in possession. The firm will be paid at these rates: Members $600 to $1,475 per hour Special Counsel $620 to $750 per hour Associates $375 to $645 per hour Paralegals $260 to $440 per hour Litigation Support Specialists $405 to $510 per hour As of the Petition Date, Cole Schotz was holding, on behalf of the Debtor, a retainer in the amount of $350,681.15. The firm also provided the following in response to the request for additional information set forth in Paragraph D.1. of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Cole Schotz has not agreed to a variation of its standard or customary billing arrangements for this engagement. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: None of Cole Schotz's professionals included in this engagement have varied their rate based on the geographic location of this Chapter 11 case. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference? Response: Cole Schotz represented the Debtors for approximately four weeks prior to the Petition Date. During that time, Cole Schotz did not raise its billing rates. The material financial terms for the prepetition engagement remain the same as those disclosed in the Application, as that engagement was undertaken on an hourly-fee basis. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Response: Cole Schotz shared its budgets and staffing plan with the Debtors and will file its budgets and staffing plans in connection with any and all applications for interim and final compensation they file these Chapter 11 Cases. Michael Sirota, Esq., a partner at Cole Schotz, 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: Michael D. Sirota, Esq. COLE SCHOTZ P.C. Court Plaza North 25 Main Street P.O. Box 800 Hackensack, NJ 07602-0800 Phone: (201) 489-3000 Fax: (201) 489-1536 Email: msirota@coleschotz.com About DirectBuy Home Improvement DirectBuy Home Improvement, Inc., doing business as Z Gallerie, is a specialty retailer focused on fashion and art-inspired home décor and home furnishings. The company is based in Gardena, Calif. DirectBuy Home Improvement sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 23-19159) on October 16, 2023. In the petition signed by Robert Fetterman, chief financial officer and interim chief executive officer, the Debtor disclosed up to $100 million in both assets and liabilities. The Debtor tapped Michael D. Sirota, Esq., at Cole Schotz PC as legal counsel and Stretto, Inc. as administrative advisor. ZG Lending SPV, LLC, as DIP agent and prepetition agent, is represented by Lowenstein Sandler LLP's Robert M. Hirsh, Esq., and Phillip Khezri, Esq. DOHENY EQUITIES: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: Doheny Equities, LLC 1800 Century Park East Suit 600 Los Angeles, CA 90067 Business Description: The Debtor is the owner of real property located at 3356 Adamsville Avenue, Calabasas, CA 91302 having a comparable sale value of $4 million. Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court Central District of California Case No.: 23-17554 Judge: Hon. Barry Russell Debtor's Counsel: Bahram Madaen, Esq. MADAEN LAW, INC. 316 Olive Ave Ste 914 Huntington Beach, CA 92648 Tel: 818-908-2618 Fax: 818-908-2619 Email: ssiroos@hotmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michelle M. Matich as manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4T5CVEI/DOHENY_EQUITIES_LLC__cacbke-23-17554__0001.0.pdf?mcid=tGE4TAMA EIGHT COPELAND: Seeks to Hire White and Co as Bankruptcy Counsel ---------------------------------------------------------------- Eight Copeland Road Group, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ White and Co, LLC to handle its Chapter 11 bankruptcy case. The firm will be paid at these rates: Avram D. White, Esq. - $575/hour Paralegal - $80/hour The firm has requested from the debtor a retainer in the amount of $27,500. As disclosed in the court filing, White and Co is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Avram D. White, Esq. WHITE and CO, LLC 523 Park Avenue, Suite 3 Orange, NJ 07050 About Eight Copeland Eight Copeland Road Group, LLC is engaged in activities related to real estate. The company is based in Livingston, N.J. Eight Copeland Road Group filed Chapter 11 petition (Bankr. D. N.J. Case No. 23-17756) on Sept. 5, 2023, with $1 million to $10 million in both assets and liabilities. Marc Theophile, managing member, signed the petition. Judge John K. Sherwood oversees the case. Avram D. White, Esq., at White and Co. Attorneys and Counsellors represents the Debtor as bankruptcy counsel. ELITE KIDS: Time to Confirm Plan Extended to Feb. 2, 2024 --------------------------------------------------------- Judge Elizabeth S. Stong has entered an order that the time to confirm a Chapter 11 Small Business Disclosure Statement together with a Chapter 11 Small Business Chapter 11 Plan of debtor Elite Kids Services, Inc. will be extended though and including Feb. 2, 2024. About Elite Kids Services Elite Kids Services, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-42915) on Nov. 22, 2022, with as much as $1 million in both assets and liabilities. Judge Elizabeth S. Stong oversees the case. Alla Kachan, Esq., at the Law Offices of Alla Kachan, PC and Wisdom Professional Services, Inc., serve as the Debtor's legal counsel and accountant, respectively. EMERGENT BIOSOLUTIONS: Delays Filing of Third Quarter Form 10-Q --------------------------------------------------------------- Emergent BioSolutions Inc. said via Form 12b-25 filed with the Securities and Exchange Commission that it was unable to file its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2023 on or prior to its prescribed due date without unreasonable effort or expense due to a delay in obtaining and compiling financial information required to be included in the Third Quarter Form 10-Q. As part of the Company's quarterly review process related to the preparation of the Third Quarter Form 10-Q, the Company determined that its state deferred tax liability was overstated as of Dec. 31, 2022, resulting in an understatement of the income tax benefits reflected on the Company's income statement. While these non-cash items do not have any impact on the Company's liquidity, cash flow, historical management compensation or covenant compliance, the Company has concluded that it is appropriate to delay the filing of the Third Quarter Form 10-Q while it works to quantify and evaluate the impact to its prior period financial statements. The Company is also assessing the related effects of the errors on the Company's evaluation of internal control over financial reporting and its disclosure controls and procedures. The Company plans to file the Third Quarter 10-Q as soon as reasonably practicable, but is unable to provide an expected filing date at this time. About Emergent Biosolutions Headquartered in Gaithersburg, MD, Emergent Biosolutions Inc. is a global life sciences company focused on providing innovative preparedness and response solutions addressing accidental, deliberate and naturally occurring public health threats. The Company's solutions include a product portfolio, a product development portfolio, and a contract development and manufacturing ("CDMO") services portfolio. Tysons, Virginia-based Ernst & Young LLP, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 1, 2023, citing that the Company does not expect to be in compliance with debt covenants in future periods without additional sources of liquidity or future amendments to its Credit Agreement, has a working capital deficiency, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ENDO INTERNATIONAL: Incurs $28.5MM Net Loss for Q3 2023 ------------------------------------------------------- Endo International plc has released its financial results for the third-quarter ended September 30, 2023. Endo posted a net loss of $28.5 million for the three months ended September 30, 2023, down from a net loss of $722.2 for the same period a year ago. Total revenues were $452 million in third-quarter 2023, a decrease of 17% compared to $542 million in third-quarter 2022. This decrease was primarily attributable to decreased revenues from the Generic Pharmaceuticals and Sterile Injectables segments, the Company said in a press statement. The Company reported a net loss of $8.3 million on total revenues, net, of $1.51 billion for the nine months ended September 30, 2023, significantly down from $2.68 billion on total revenues, net, of $1.76 billion for the same period in 2022. Reported loss from continuing operations in third-quarter 2023 was $28 million compared to reported loss from continuing operations of $718 million in third-quarter 2022. This change was primarily due to lower litigation-related and asset impairment charges and lower interest expense as a result of the August 2022 Chapter 11 filing. Adjusted income from continuing operations in third-quarter 2023 was $131 million compared to $112 million in third-quarter 2022. This change was primarily driven by lower interest and adjusted operating expenses which were partially offset by decreased revenues. Endo's third-quarter 2023 adjusted financial results exceeded the expectations assumed in the low end of the prior outlook for the full-year ending December 31, 2023, primarily driven by higher revenue from dexlansoprazole delayed release capsules due to fewer than expected competitors, partially offset by lower varenicline revenues due to increased competition. Additionally, expected full-year 2023 adjusted financial results reflect lower-than-expected XIAFLEX(R) demand and SUPPRELIN(R) LA net selling price as well as better than expected Sterile Injectables performance. As of September 30, 2023, Endo has $5.26 billion in total assets, $9.41 billion in total liabilities, and a total stockholders' deficit of $4.16 billion. As of September 30, 2023, the Company had approximately $823 million in unrestricted cash and cash equivalents. Third-quarter 2023 net cash provided by operating activities was approximately $131 million compared to approximately $92 million net cash provided by operating activities during third-quarter 2022. This increase was primarily attributable to a decrease in cash interest payments and certain one-time payments made in third-quarter 2022 but not in third-quarter 2023, partially offset by a decrease in adjusted EBITDA. A full-text copy of the Company's report, filed on Form 8-K with the Securities and Exchange Commission, is available at https://tinyurl.com/ye2y8475 About Endo International Endo International plc (OTC: ENDPQ) is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ On Aug. 16, 2022, Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and Operand Pharmaceuticals Holdco III Limited each filed a voluntary Chapter 11 petition also in the U.S. Bankruptcy Court for the Southern District of New York. On May 31, 2023, Operand Pharmaceuticals II Limited and Operand Pharmaceuticals III Limited each filed a voluntary Chapter 11 petition also in the Southern District of New York. The Company's cases are jointly administered before the Honorable James L. Garrity, Jr. Endo initiated the financial restructuring process after reaching an agreement with a group of its senior debtholders on a transaction that would substantially reduce outstanding debt, address remaining opioid and other litigation-related claims, and best position Endo for the future. This would allow the Company to advance its ongoing business transformation from a strengthened financial position to create compelling value for its stakeholders over the long term. Endo's India-based entities are not part of the Chapter 11 proceedings. The Company has filed recognition proceedings in Canada and expects to file similar proceedings in the United Kingdom and Australia. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. A Website dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP as legal counsels, and Ducera Partners, LLC as investment banker. ENVISION HEALTHCARE: $2.20BB Bank Debt Trades at 82% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Envision Healthcare Corp is a borrower were trading in the secondary market around 17.8 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $2.20 billion facility is a Term loan that is scheduled to mature on March 31, 2027. The amount is fully drawn and outstanding. Envision Healthcare Corporation provides health care services. The Hospital offers surgery, pharmacy, medical imaging, emergency care, and other related health care services. Envision Healthcare serves patients in the United States. ESJ TOWERS: Unsecured Creditors Will Get 2% of Claims in Plan ------------------------------------------------------------- ESJ Towers, Inc., d/b/a Mare St. Clair Hotel, submitted an Amended Disclosure Statement describing Amended Plan of Reorganization dated November 6, 2023. On or before the Effective Date, the Debtor will sell for $13,500,000 its fee simple interest in its residential and commercial units at the Condominium, as well as substantially all of its other assets, with the corresponding parking spaces, inventory, including but not limited to furniture, supplies, spare parts, office supplies, construction materials, computer equipment, software, as more fully described in the Asset Purchase Agreement "APA"). From the proceeds of the Sale, the Debtor will pay $9,600,000 to Oriental, 100% of Allowed Administrative Expense Claims, and 100% of Allowed Priority Tax Claims. The Plan provides that only holders of Allowed Claims, that is, holders of Claims not in dispute, not contingent, not unliquidated in amount and not subject to objection or estimation, are entitled to receive distribution thereunder. Until a claim becomes an Allowed Claim, distribution will not be made to the holder of such claim. Class 1 consists of the Claims of Oriental (Proofs of Claim Number 127 and 130). On or before the Effective Date, Debtor will sell its fee simple interest in Debtor's hotel and time share units, and the corresponding parking spaces at the ESJ Towers Condominium, as well as other asset, including Debtor's inventory, furniture, hotel supplies, spare parts, office supplies, construction materials, computer equipment, software, as more fully described in the Asset Purchase Agreement ("APA") for $13,500,000. From the proceeds of the Sale, Debtor will pay $9,600,000 to Oriental, 100% of Allowed Administrative Expense Claims and 100% of Allowed Priority Tax Claims, as well as payment to the remaining Classes. Oriental's deficiency claim will be dealt with under Class 7. If Debtor's assets are sold for more than $13,500,000 or if after all the payments to be made under the Plan there remain any undistributed funds, those excess funds will be paid to Oriental to reduce its deficiency claim. This Class is impaired. Class 7 consists of Holders of Allowed General Unsecured Claims. From the proceeds of the sale of Debtor's assets described in Class 1 above, Debtor will carve out $750,000 to be distributed on the Effective Date pro-rata among the Holders of Allowed General Unsecured Claims, including the claims of BMF Capital, LLC, Green Capital Funding and High-Speed Capital, and any deficiency claim, of Parliament High Yield Fund, LLC, Acrecent, Colebrook, and Oriental Bank. In addition Debtor will establish a Litigation Trust for and on behalf of Holders of Allowed General Unsecured Claims ("Litigation Trust Beneficiaries") to which Debtor's Claims and Causes of Action, including those under Chapter 5 of the Bankruptcy Code, Sections 542, 544, 545, 458, 549, 550 and 553, subject to any liens thereon, accounts receivable, collection of money actions will be transferred to the Litigation Trust on behalf the Litigation Trust Beneficiaries, any net proceeds arising therefrom to be distributed pro rata to the members of Class 7. If Debtor does not prevail on any pending Objection to Claims, those Allowed Claims will be included in this Class, and will receive, their pro-rata share of the $750,000 carve out. The allowed unsecured claims total $26,898,382.07. This Class will receive a distribution of 2% of their allowed claims. This Class is impaired. Debtor's issued and outstanding shares will be cancelled upon the consummation of the Plan. Except as otherwise provided in the Plan, Administrative Expense Claims will be paid in full in the regular course of Debtor's business or on the Effective Date of the Plan from the proceeds of the sale of Debtor's assets and the cash in Debtor's debtor-in possession accounts. As of the Petition Date, Debtor owned assets and had liabilities, as more particularly described in its Schedules and Statement of Financial Affairs, which together with Debtor's monthly operating reports are available for public inspection at the office of the Clerk of the Bankruptcy Court, during regular business hours. A full-text copy of the Amended Disclosure Statement dated November 6, 2023 is available at https://urlcurt.com/u?l=1iXMYX from PacerMonitor.com at no charge. Debtor's Counsel: Charles A. Cuprill, Esq. Charles A. Cuprill, P.S.C., Law Offices 356 Fortaleza Street (2nd Floor) San Juan, PR 00901 Tel: 787-977-0515 Email: ccuprill@cuprill.com About ESJ Towers ESJ Towers, Inc., owns the ESJ Towers in Carolina, P.R. The luxury apartments and condo units at ESJ Towers have direct access to Isla Verde Beach, widely considered one of the best in Puerto Rico. ESJ sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 22-01676) on June 10, 2022, with as much as 50 million in both assets and liabilities. ESJ President Keith St. Clair signed the petition. Judge Enrique S. Lamoutte Inclan oversees the case. The Debtor tapped Charles A. Cuprill, Esq., at Charles A. Cuprill, PSC Law Offices as bankruptcy counsel; Ramon Luis Nieves, Esq., at RL Legal Consulting Services, LLC and Luis Daniel Muniz, Esq., as special counsels; Dage Consulting CPAS, PSC as financial advisor; CPA Luis R. Carrasquillo & Co., P.S.C. as financial consultant; and De Angel & Compania, PA, LLC as auditor. The U.S. Trustee for Region 21 appointed an official committee of unsecured creditors on Sept. 12, 2022. MRO Attorneys at Law, LLC and Dage Consulting CPAS, PSC serve as the committee's legal counsel and financial advisor, respectively. EVANGELICAL RETIREMENT: Hires Continuum Advisors LLC as Broker -------------------------------------------------------------- Evangelical Retirement Homes Of Greater Chicago, Incorporated d/b/a Friendship Village Of Schaumburg seeks approval From the U.S. Bankruptcy Court for the Northern District of Illinois to employ Continuum Advisors LLC as brokers. The firm's services include: a. preparing marketing materials including a standard marketing flyer, offering memorandum, and virtual data room, subject to Owner's review and approval of all such materials regarding the sale of the Debtor's care retirement community located in Schaumburg, Illinois known as Friendship Village of Schaumburg.; b. distributing a marketing "teaser"; c. preparing the confidential offering memorandum and virtual data room access to all potential purchasers who execute a non-disclosure agreement; d. working to solicit Qualified Bids from potential purchasers including regular communication with interested parties to encourage their interest. The firm will be paid as follows: a. a fee of 1.5 percent of the Total Sale Price of the successful bidder at the sale; b. In the event that the successful bid proposes an "Alternate Transaction" Continuum's compensation will be the sum of (a) 1.125 percent of the par amount of any current-pay bonds issued or assumed, plus (b) 0.05 percent of the par amount of any deferred-pay and subordinate bonds issued or assumed, or c. If there is no new contribution of cash by a plan sponsor or other funder not affiliated with the Owner, then the sum of (a) 0.90 percent of the par amount of any current-pay bonds issued or assumed, plus (b) 0.05 percent of the par amount of any deferred-pay and subordinate bonds issued or assumed. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David Kliewer, a partner at Continuum Advisors LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David Kliewer Continuum Advisors LLC 873 E State St. Eagle, ID 83616 Tel: (800) 208-6380 About Evangelical Retirement Homes of Greater Chicago Evangelical Retirement Homes of Greater Chicago, Incorporated sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-07541) on June 9, 2023. In the petition signed by its chief executive officer, Michael Flynn, the Debtor disclosed $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge Timothy A. Barnes oversees the case. The Debtor tapped Bruce C. Dopke, Esq., at Dopkelaw, LLC and Polsinelli, PC as legal counsels, and WYSE Advisors, LLC as financial advisor. The U.S. Trustee for Region 11 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by Crane, Simon, Clar & Goodman. EVOKE PHARMA: Incurs $1.7 Million Net Loss in Third Quarter ----------------------------------------------------------- Evoke Pharma, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.69 million on $1.56 million of net product sales for the three months ended Sept. 30, 2023, compared to a net loss of $2.01 million on $832,100 of net product sales for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $5.80 million on $3.50 million of net product sales compared to a net loss of $6.42 million on $1.71 million of net product sales for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $7.85 million in total assets, $8.73 million in total liabilities, and a total stockholders' deficit of $873,775. Going Concern The Company has incurred recurring losses and negative cash flows from operations since inception and expects to continue to incur net losses for the foreseeable future until such time, if ever, that it can generate significant revenues from the sale of Gimoti. As of Sept0 30, 2023, the Company had approximately $6.0 million in cash and cash equivalents. The Company anticipates that it will continue to incur losses from operations due to commercialization activities, including manufacturing Gimoti, conducting the post-marketing commitment single-dose pharmacokinetics) clinical trial of Gimoti to characterize dose proportionality of a lower dose strength of Gimoti, and for other general and administrative costs to support the Company's operations. As a result, the Company believes that there is substantial doubt about its ability to continue as a going concern for one year after the date these financial statements are issued. Evoke said, "The Company's net losses may fluctuate significantly from quarter to quarter and year to year. The Company anticipates that it will be required to raise additional funds through debt, equity or other forms of financing, such as potential collaboration arrangements, to fund future operations and continue as a going concern. "There can be no assurance that additional financing will be available when needed or on acceptable terms. If the Company is not able to secure adequate additional funding, the Company may be forced to make reductions in spending, extend payment terms with suppliers, and/or suspend or curtail commercialization activities. Any of these actions could materially harm the Company's business, results of operations, financial condition and future prospects. There can be no assurance that the Company will be able to successfully commercialize Gimoti. Because the Company's business is entirely dependent on the success of Gimoti, if the Company is unable to secure additional financing, successfully commercialize Gimoti or identify and execute on strategic alternatives for Gimoti, the Company will be required to curtail all of its activities and may be required to liquidate, dissolve or otherwise wind down its operations." Management Commentary "Our execution across the business in the third quarter continues to improve and gain momentum. The perseverance and diligent efforts of our commercial team resulted in record net product sales of $1.6 million, an 88% year-over-year increase. We continue to see solid growth across our key sales metrics, including prescription fills, new prescription enrollments, and cumulative prescribers. As of September 30, there were a total of 1,572 prescribers, almost double from Q3 2022. In line with other metrics, our patient enrollment rate was up approximately 5% from the previous quarter. Prescription fills in Q3 2023 were also up 21% from Q2 2023," commented David A. Gonyer, R.Ph., chief executive officer of Evoke Pharma. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1403708/000095017023061578/evok-20230930.htm About Evoke Pharma Headquartered in Solana Beach, California, Evoke Pharma, Inc. -- http://www.evokepharma.com-- is a specialty pharmaceutical company focused primarily on the development of drugs to treat GI disorders and diseases. The Company is developing Gimoti, a nasal spray formulation of metoclopramide, for the relief of symptoms associated with acute and recurrent diabetic gastroparesis. Evoke Pharma reported a net loss of $8.22 million for the year ended Dec. 31, 2022, compared to a net loss of $8.54 million for the year ended Dec. 31, 2021. San Diego, California-based BDO USA, LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 21, 2023, citing that the Company has suffered recurring losses and negative cash flows from operations since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. EXIGENT LANDSCAPING: Unsecureds to Get Paid Via Step-Up Payments ---------------------------------------------------------------- Exigent Landscaping, LLC, d/b/a Exigent Design and Build, filed with the U.S. Bankruptcy Court for the Eastern District of Michigan a Plan of Reorganization under Subchapter V dated November 6, 2023. The Debtor was established in 2017 and its primary business is a full design & build outdoor construction company specializing in hardscape construction and pools based in metro Detroit. In 2022, the Debtor was involved in a contentious legal proceeding with former customers, Also, during that time, Covid made it difficult to get material to finish existing jobs, and the material was more expensive when it was available. Though the Debtor spent considerable time and effort prior to the petition date attempting to remedy such matters, a reorganization of the business through a Subchapter V bankruptcy became necessary. Class 23 consists of General Unsecured Claims. In full satisfaction of their Allowed General Unsecured Claims, Holders of a Class 23 Claims shall receive annual pro rata distributions on June 1st of each year over a term of 3 years from the effective date after Administrative claims and Priority claims are satisfied in full. The first distribution of $25,000.00 under the Plan will occur on June 1, 2024. The second distribution of $35,000.00 under this Plan will occur on June 1, 2025. The Third distribution of $45,000.00 under this Plan will occur on June 1, 2026. Such payments shall continue to be made on the same date each year until the earlier occurs of the respective claim is paid in full or June 1, 2023. This Class is impaired. Holders of the Interests shall retain their interests in the Debtor and Reorganized Debtor in the same manner as percentage upon confirmation of the Plan. On the effective date, all of the Debtor's rights, titles, and interests in and to all Assets shall revest in the Reorganized Debtor to be operated and distributed by the Reorganized Debtor pursuant to the provisions of this Plan. A full-text copy of the Plan of Reorganization dated November 6, 2023 is available at https://urlcurt.com/u?l=WqR5uv from PacerMonitor.com at no charge. Counsel for Debtor: Ernest M. Hassan, III, Esq. Stevenson & Bullock, PLC 26100 American Drive, Suite 500 Southfield, MI 48034 Telephone: (248) 354-7906 Facsimile: (248) 354-7907 Email: ehassan@sbplclaw.com About Exigent Landscaping d/b/a Exigent Design and Build Exigent Landscaping, LLC, is a full-service design and build outdoor construction company specializing 3D designs, pools, hardscaping, landscaping, patios, pergolas, and outdoor kitchens. The company is based in Shelby Township, Mich., and conducts business under the name Exigent Design and Build. Exigent Landscaping filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 23-46912) on Aug. 7, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Brandon Heitman, president, signed the petition. Judge Thomas J. Tucker oversees the case. Ernest M. Hassan, III, Esq., at Stevenson & Bullock, P.L.C., is the Debtor's legal counsel. FILE STORAGE: Seeks to Hire Saul Ewing LLP as Counsel ----------------------------------------------------- File Storage Partners, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Saul Ewing LLP as counsel. The firm's services include: a. providing legal advice with respect to the Debtors' powers and duties as debtors-in-possession in the continued operation of their business and management of their property; b. preparing and pursuing confirmation of a plan; c. preparing, on behalf of the Debtors, necessary applications, motions, answers, orders, reports, and other legal papers; d. appearing in Court and protecting the interests of the Debtors before the Court; e. providing assistance, advice and representation concerning any investigation of the assets, liabilities and financial condition of the Debtors that may be required under local, state or federal law or orders of this or any other court of competent jurisdiction; and f. performing all other services assigned by the Debtors to Saul Ewing as counsel to the Debtors, and to the extent the firm determines that such services fall outside of the scope of services historically or generally performed by Saul Ewing as counsel in a bankruptcy proceeding, Saul Ewing will file a supplemental declaration pursuant to Bankruptcy Rule 2014. The firm will be paid at these rates: Evan T. Miller, Partner $650 per hour Monique B. DiSabatino, Partner $540 per hour Paige N. Topper, Associate $415 per hour Nicholas Smargiassi, Associate $300 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Evan T. Miller, a partner at Saul Ewing LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Evan T. Miller, Esq. Saul Ewing LLP 1201 N. Market Street, Suite 2300 Wilmington, DE 19801 Tel: (302) 421-6800 About File Storage Partners, LLC File Storage Partners, LLC, offers data processing, hosting, and related services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10877) on June 30, 2023. In the petition signed by Timothy Furey, chief restructuring officer, the Debtor disclosed $12,230,623 in assets and $30,962,750 in liabilities. Judge Craig T. Goldblatt oversees the case. Evan T. Miller, Esq., at Bayard, P.A., is the Debtor's legal counsel. Counsel to KB Silver Funding, LLC, the DIP Facility Lender and the Prepetition Secured Party is Lindsay Zahradka Milne. Esq. at BERNSTEIN, SHUR, SAWYER & NELSON, P.A. and Alan M. Root, Esq. at ARCHER & GREINER P.C. The Subchapter V Trustee is William A. Homony, Esq. at MILLER COFFEY TATE LLP. FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 42% Discount ----------------------------------------------------------- Participations in a syndicated loan under which FinThrive Software Intermediate Holdings Inc is a borrower were trading in the secondary market around 58.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $460 million facility is a Term loan that is scheduled to mature on December 17, 2029. The amount is fully drawn and outstanding. FinThrive is a provider of revenue cycle management software solutions to the healthcare sector. FTX GROUP: Hired Employees by SBF Demand $275,000 Bonus ------------------------------------------------------- Jonathan Randles of Bloomberg Law reports that a former Jane Street trader recruited by Sam Bankman-Fried to assist in FTX's charitable giving is fighting to get the rest of his 2022 bonus while denying that he had any knowledge of the fallen crypto mogul's fraud before the company collapsed last year. Ross Rheingans-Yoo said in a Monday court filing that FTX owes him the remainder of his bonus -- $275,000 -- after the firm paid him $375,000 about two months before the crypto exchange went bankrupt in November 2022. About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 billion in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GALLUS DETOX: Voluntary Chapter 11 Case Summary ----------------------------------------------- Four affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Gallus Detox Services, Inc. 23-15280 FDBA Gallus Detox Services, LLC 225 E. 16th Ave., Ste 1100 Denver, CO 80203 Gallus Detox Denver, LLC 23-15283 5920 S. Estes Street, STE 150 Littleton, CO 80123 Gallus Detox Scottsdale, LLC 23-15284 4326 N. 75th St. Scottsdale, AZ 85251 Gallus Detox Dallas, PLLC 23-15285 1776 US 287 Frontage Rd. Mansfield, TX 76063 Business Description: Gallus Detox offers safe, effective, evidence-based, and highly personalized treatment for individuals struggling with substance abuse and substance use disorders. Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court District of Colorado Judge: Hon. Joseph G Rosania Jr. (23-15280) Hon. Thomas B Mcnamara (23-15283) Debtors' Counsel: Keri L. Riley, Esq. KUTNER BRINEN DICKEY RILEY PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Tel: 303-832-2400 Email: klr@kutnerlaw.com Each Debtor's Estimated Assets: $100,000 to $500,000 Each Debtor's Estimated Liabilities: $1 million to $10 million The petitions were signed by Warren Olsen as chief executive officer. The Debtors failed to include in the petitions lists of their 20 largest unsecured creditors. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DVMXOXY/Gallus_Detox_Services_Inc__cobke-23-15280__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/VSUSLWA/Gallus_Detox_Scottsdale_LLC__cobke-23-15284__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/D6W77OY/Gallus_Detox_Denver_LLC__cobke-23-15283__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/2FZRTJY/Gallus_Detox_Dallas_PLLC__cobke-23-15285__0001.0.pdf?mcid=tGE4TAMA GENESIS GLOBAL: Amended Plan Excludes Deal With DCG --------------------------------------------------- Genesis Global Holdco, LLC, et al. submitted an Amended Disclosure Statement with respect to the Amended Joint Plan. The Amended Plan is the product of extensive effort by the Debtors, their management, directors, and employees, and the Debtors' advisors to stabilize the Debtors' business, preserve the Debtors' estates, and chart a path to a transparent, efficient, and consensual restructuring. These efforts began months prior to the filing of these Chapter 11 Cases, as the Debtors took measures to respond to significant turmoil in the digital asset industry as a whole. Since November 2022, following the shockwave caused by the sudden collapse of FTX Trading Ltd. and certain of its affiliates, the Debtors have engaged in extensive discussions with the Debtors' creditors and stakeholders, including the Committee, the Ad Hoc Group, Gemini Trust Company, LLC ("Gemini"), and DCG, in an effort to reach a value maximizing consensual resolution of the Debtors' financial situation, including by participating in a Bankruptcy Court-approved mediation process. At the outset of these Chapter 11 Cases, on January 23, 2023 the Debtors filed a standalone Debtors' Joint Chapter 11 Plan (the "Initial Plan") to provide a framework for a confirmable chapter 11 plan even in the absence of a global settlement. Since the filing of the Initial Plan, the Debtors continued to engage in discussions with key stakeholders in an attempt to reach a global settlement with all parties in interest. Those efforts led to the filing of the Debtors' Amended Joint Chapter 11 Plan, (the "June Plan") on June 13, 2023, reflecting substantial agreement on certain key issues among the Debtors, the Committee and the Ad Hoc Group. The Amended Plan proposed to provide, among other things, (a) the distribution of the Debtors' cash and digital assets on hand to creditors and (b) the subsequent pursuit of causes of action, including preference claims and litigation claims against DCG, after the plan effective date. The Debtors and the Committee further continued with negotiations with DCG and the Ad Hoc Group after the filing of the Amended Plan, including bringing the parties together for further mediation sessions in August 2023. In the weeks since the mediation, the Debtors had made extensive progress negotiating with the parties in interest. On August 23, 2023, the mediation was terminated and on August 28, the Debtors filed a notice of the termination along with details of an Agreement in Principle (defined below) among the Debtors, the Committee and DCG. As part of the Agreement in Principle, DCG had agreed to enter into the New First Lien Facility, the New Second Lien Facility and the Partial Repayment Agreement in satisfaction of its existing liabilities to the Debtors. The Ad Hoc Group did not agree with the Agreement in Principle. Following the termination of the mediation, the Debtors and the Committee began working towards negotiating a global restructuring agreement with DCG and developing an amended plan that incorporated the key terms of the Agreement in Principle, while continuing discussions with the Ad Hoc Group and the Brown Rudnick Group. As noted in the Debtors' Third Exclusivity Motion, due to disagreements among creditors regarding the best path forward to resolve these cases, the Debtors and the Committee worked towards finalizing a plan that would allow creditors to express their preference between consummating a plan that incorporated a deal with DCG, which the Debtors believed would provide further value to creditors, and a plan that would preserve any and all of the Debtors' claims and causes of action against DCG and distribute the proceeds of any litigation against DCG to creditors. Ultimately, however, the Debtors were unable to reach an agreement with DCG on final debt terms, with significant open issues still pending as of the end of the Debtors' then current exclusivity period. Further complicating matters, on October 19, 2023, the Office of the New York Attorney General (the "NYAG") filed a lawsuit in the Supreme Court of the State of New York against certain of the Debtors, DCG and Gemini and other related parties (the "NYAG Action") alleging that they defrauded investors in connection with the Gemini Earn Program and the DCG Note. Given the relief sought in the NYAG Action, the Debtors and the Committee have determined that pursuing the Agreement in Principle with DCG while the NYAG Action is pending is not a viable route at this time. Accordingly, the Debtors are pursuing the Amended Plan, which incorporates the key concepts of the Amended Plan filed in June with additional modifications as set forth herein. Throughout the Chapter 11 Cases, the Debtors have remained steadfastly committed to providing a transparent process that would produce a value-maximizing restructuring for their creditors on an expedited timeline. The Debtors, in consultation with their legal and financial advisors, and particularly in light of recent developments, have concluded that the Amended Plan achieves that objective. In addition, the Debtors are continuing to engage with their key stakeholders and, to the extent the Debtors achieve a settlement that would provide more value to their stakeholders than the Amended Plan, the Amended Plan will be further amended to reflect such settlement. The Amended Plan contemplates that Holders of Allowed General Unsecured Claims against the Debtors will receive a combination of, among other things and subject to the conditions set forth in the Amended Plan, the Debtors' or Wind-Down Debtors' (i) Cash, (ii) Digital Assets, (iii) certain Avoidance Recoveries (including proceeds from any and all Causes of Action or other claims against any of the DCG Parties or Gemini Parties), (iv) proceeds resulting from the sale of assets of the Wind-Down Debtors, and (v) proceeds from obligations of the DCG Parties, including the Partial Repayment Agreement, the DCG Loans, the DCGI Loans, the DCG Note, the DCG Tax Receivables, and any and all Causes of Action or other claims against any of the DCG Parties, including the proceeds from any settlements thereof. Additional key components of the Amended Plan include: * Payment in full of all Allowed Administrative Expense Claims, Priority Tax Claims, Other Priority Claims, and Professional Fee Claims; * The funding of a Litigation Reserve that allocates a fixed amount of funds to enable the pursuit of litigation of any Retained Causes of Action; * Customary releases of all claims by the Releasing Parties against the Released Parties; provided, that the Amended Plan shall not release any DCG Parties or any former officers and directors of the Debtors who did not serve as officers or directors of the Debtors as of the Petition Date; provided further, that current officers and directors of the Debtors (solely in their capacities as such) who served as officers or directors of the Debtors as of the Petition Date shall be released only with the written consent of the Special Committee prior to the Effective Date, with the exception of (x) the members of the Special Committee, who shall be Released Parties without the need for such consent, and (y) any current officers and directors of the Debtors who served as officers or directors of the Debtors as of the Petition Date and are also DCG Parties, who shall not be Released Parties; * Subject to applicable law and certain conditions set forth in the Amended Plan, Holders of Allowed Claims denominated in Digital Assets will receive in-kind distributions in the form of the Digital Asset in which such respective Claims are denominated; and For purposes of distributions (and subject to the Distribution Principles), the Amended Plan considers Gemini to be the Holder of all Gemini Lender Claims, and all distributions on account of Allowed Gemini Lender Claims will be made to the Gemini Distribution Agent and held in trust in a segregated account for the benefit of the Holders of Allowed Gemini Lender Claims. Unsecured claims against and interests in Genesis Global Holdco LLC will be treated as follows:: * Class 3 consists of Fiat-or-Stablecoin-Denominated Unsecured Claims. Creditor will recover 59% of their claims. Each Holder of an Allowed Fiat-or- Stablecoin-Denominated Unsecured Claim against GGH shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims against GGH shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGH after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Fiat-or-Stablecoin- Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 3 is impaired. * Class 4 consists of BTC-Denominated Unsecured Claims. Each Holder of an Allowed BTC-Denominated Unsecured Claim against GGH shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed BTC-Denominated Unsecured Claims against GGH shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGH after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed BTC-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed BTC-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 4 is impaired. * Class 5 consists of ETH-Denominated Unsecured Claims. Each Holder of an Allowed ETH=Denominated Unsecured Claim against GGH shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed ETH-Denominated Unsecured Claims against GGH shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGH after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed ETH-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed ETH-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 5 is impaired. * Class 6 consists of Alt-Coin-Denominated Unsecured Claims. Each Holder of an Allowed Alt-Coin- Denominated Unsecured Claim against GGH shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Alt-Coin-Denominated Unsecured Claims against GGH shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGH after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Alt- Coin-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Alt-Coin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 6 is impaired. Unsecured claims against and interests in Genesis Global Capital LLC will be treated as follows: * Class 3 consists of Fiat-or-Stablecoin-Denominated Unsecured Claims. Creditors will recover 61 - 77% of their claims. Each Holder of an Allowed Fiat-or- Stablecoin-Denominated Unsecured Claim against GGC shall receive its Pro Rata share of Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims against GGC shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGC after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 3 is impaired. * Class 4 consists of BTC-Denominated Unsecured Claims. Creditor will recover 61 - 77% of their claims. Each Holder of an Allowed BTC-Denominated Unsecured Claim against GGC shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed BTC-Denominated Unsecured Claims against GGC shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGC after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed BTC-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed BTC-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan.. Class 4 is impaired. * Class 5 consists of ETH-Denominated Unsecured Claims. Creditor will recover 61% - 77% of their claims. Each Holder of an Allowed ETH-Denominated Unsecured Claim against GGC shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed ETH-Denominated Unsecured Claims against GGC shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise\ subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGC after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed ETH-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed ETH-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 5 is impaired. * Class 6 consists of Alt-Coin-Denominated Unsecured Claims. Creditor will recover 61% - 77% of their claims. Each Holder of an Allowed Alt-Coin-Denominated Unsecured Claim against GGC shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Alt-Coin-Denominated Unsecured Claims against GGC shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GGC after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Alt- Coin-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Alt-Coin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 6 is impaired. Unsecured claims against and interests in Genesis Asia Pacific Pte Ltd.: * Class 3 consists of Fiat-or-Stablecoin-Denominated. Creditor will recover 61% - 77% of their claims. Each Holder of an Allowed Fiat-or- Stablecoin-Denominated Unsecured Claim against GAP shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims against GAP shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GAP after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Fiat-or-Stablecoin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 3 is impaired. * Class 4 consists of BTC-Denominated Unsecured Claims. Creditor will recover 61% - 77% of their claims. Each Holder of an Allowed BTC-Denominated Unsecured Claim against GAP shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed BTC-Denominated Unsecured Claims against GAP shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GAP after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed BTC-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed BTC-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 4 is impaired. * Class 5 consists of ETH-Denominated Unsecured Claims. Each Holder of an Allowed ETH-Denominated Unsecured Claim against GAP shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed ETH-Denominated Unsecured Claims against GAP shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GAP after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed ETH-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed ETH-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 5 is impaired. * Class 6 consists of Alt-Coin-Denominated Unsecured Claims. Creditor will recover 61% - 77% of their claims. Each Holder of an Allowed Alt-Coin-Denominated Unsecured Claim against GAP shall receive its Pro Rata share of the Distributable Assets allocated to such Class in accordance with the Distribution Principles. Allowed Alt-Coin-Denominated Unsecured Claims against GAP shall, in the absence of any other treatment under the Amended Plan or the Confirmation Order, solely for purposes of receiving distributions pursuant to the Amended Plan and otherwise subject to the provisions of the Amended Plan (including the release and injunction provisions set forth in Article VIII of the Amended Plan), remain obligations of Wind-Down GAP after the Effective Date. Notwithstanding anything to the contrary in the Amended Plan, from and after the Effective Date, the Holders of Allowed Alt-Coin-Denominated Unsecured Claims shall have no rights or remedies with respect to their Allowed Alt-Coin-Denominated Unsecured Claims other than the right to receive distributions pursuant to the Amended Plan. Class 6 is impaired. Distributions under the Amended Plan shall be funded by Distributable Assets, which includes (subject to various conditions and limitations as set forth in the Amended Plan), with respect to each Debtor or Wind-Down Debtor, (i) Cash, (ii) Digital Assets, and (iii) to the extent allocated to such Debtor or Wind-Down Debtor in the discretion of the Debtors, with the Committee's Consent, or, following the Effective Date, the discretion of the PA Officer, (a) Avoidance Recoveries, including any and all Causes of Action or other claims against any of the DCG Parties or Gemini Parties, (b) proceeds from the Partial Repayment Agreement, (c) proceeds from any Monetization Transactions (other than those allocated to GGT, and with respect to a Monetization Transaction performed by the Gemini Distribution Agent, only for the benefit of the Gemini Lenders), and (d) proceeds from the DCG Loans, the DCGI Loans, the DCG Note, the DCG Tax Receivables, and any and all Causes of Action or other claims against any of the DCG Parties, including the proceeds from any settlements thereof; provided, however, that Distributable Assets shall not include any payments required to fund the Required Reserve Payments, including the Professional Fee Reserve Amount used to fund the Professional Fee Escrow Account and which shall be used to pay Allowed Professional Fee Claims. Moreover, Digital Assets available for distribution to creditors shall be determined, (x) on the Effective Date if the Debtors determine, no later than [__] Business Days prior to the Effective Date, and in consultation with the Committee and the Ad Hoc Group SteerCo (if the Ad Hoc Group Acceptance Event has occurred), after considering legal, financial, tax, and other factors in good faith, that such Digital Assets are available for distribution to Holders of Allowed Claims or Interests on the Effective Date or (y) at any time after the Effective Date if the PA Officer determines, with the approval of the New Board and the Wind-Down Oversight Committee's Consent, and after considering legal, financial, tax, and other factors in good faith, that such Digital Assets held by such Wind-Down Debtor are available for distribution to Holders of Allowed Claims or Interests as provided for under the Amended Plan. If the Committee or the Ad Hoc Group SteerCo disagrees with the Debtors on whether any Digital Assets held by a Debtor should constitute Distributable Assets of such Debtor on the Effective Date, the Committee or the Ad Hoc Group SteerCo may seek a determination from the Bankruptcy Court on an expedited basis. Counsel to the Debtors: Sean A. O'Neal, Esq. Luke A. Barefoot, Esq. Jane VanLare, Esq. CLEARY GOTTLIEB STEEN & HAMILTON LLP One Liberty Plaza New York, New York 10006 Telephone: (212) 225-2000 Facsimile: (212) 225-3999 A copy of the Disclosure Statement dated October 25, 2023, is available at https://tinyurl.ph/iHnMJ from restructuring.ra.kroll.com, the claims agent. About Genesis Global Genesis Global Holdco, LLC, through its subsidiaries, and Global Trading, Inc., provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE. LTD. (GAP) provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Holdco, LLC owns 100% of GGC and GAP. Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are pending before the Honorable Sean H. Lane. At the time of the filing, Genesis Holdco reported $100 million to $500 million in both assets and liabilities. Genesis Holdco is a sister company of Genesis Global Trading, Inc. ("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG"). GGT, DCG and certain of the Holdco subsidiaries are not included in the Chapter 11 filings. The non-debtor subsidiaries include Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA International Limited, Genesis Global Markets Limited, GSB 2022 II LLC, GSB 2022 III LLC and GSB 2022 I LLC. The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez & Marsal Holdings, LLC as financial advisor; and Moelis & Company, LLC as investment banker. Kroll Restructuring Administration, LLC, is the Debtors' claims and noticing agent and administrative advisor. The ad hoc group of creditors is represented by Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP. The ad hoc group of Genesis lenders is represented by Proskauer Rose, LLP. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc., as investment banker; Berkeley Research Group, LLC as financial advisor; and Kroll as information agent. GENESIS GLOBAL: Reaches $33 Million Deal With Three Arrows ---------------------------------------------------------- Vince Sullivan of Law360 reports that bankrupt cryptocurrency lending platform Genesis Global Holdco said in recent court filings that it has reached a deal with Three Arrows Capital Ltd. that resolves more than $1 billion in claims against the Genesis Chapter 11 estate with a $33 million settlement deal. Genesis Global Holdco, LLC and its affiliated debtors filed a motion for approval of a settlement and compromise by and among (i) the Genesis Debtors, (ii) Digital Currency Group, Inc. ("DCG"), (iii) Three Arrows Capital, Ltd. (in liquidation), and (iv) Christopher Farmer and Russell Crumpler of Teneo (BVI) Limited, in their respective capacities as the duly authorized joint liquidators of the 3AC Debtor appointed in the British Virgin Islands liquidation of the 3AC Debtor. Although DCG is a party to the Settlement Agreement, the Settlement Agreement does not involve any settlement, compromise or release of any claims between DCG and the Genesis Debtors whatsoever. As this Court is aware, the Genesis Debtors have been engaged in extensive motion practice and discovery for nearly 5 months regarding proofs of claims filed by the Joint Liquidators on behalf of the 3AC Debtor. After extensive negotiations between the Parties, the Genesis Debtors now seek this Court's approval of a Settlement Agreement, to resolve as between 3AC and the Genesis Debtors, the claims set forth in the proofs of claim filed by 3AC in the Chapter 11 Cases and the BVI Application. In summary, the Settlement Agreement provides that (a) the 3AC Debtor shall receive an allowed general unsecured claim against GGC in the amount of $33,000,000 in full and complete satisfaction of the more than $1 billion dollars in claims asserted against each of the Genesis Debtors; (b) the Genesis Debtors and 3AC mutually release each other from liability as set forth in more detail in the Settlement Agreement; and (c) the Genesis Debtors expressly retain, and do not otherwise release, any and all claims that they may have against DCG. The proposed settlement will, among other benefits to the Genesis Debtors' estates, significantly smooth the path to confirmation of the Genesis Debtors' chapter 11 plan of reorganization, prompt distributions thereunder, and eliminate the risks, expenses, and uncertainty associated with protracted litigation among the Parties. Entry into the Settlement Agreement is an exercise of the sound business judgment of the Genesis Debtors and has been approved by the Special Committee of the Board of Directors of Holdco, which, following consultation with the Debtors' legal and financial advisors, has considered the risks associated with litigation of the 3AC Claims and has concluded that the Settlement Agreement is in the best interests of the Genesis Debtors' estates and their creditors. About Genesis Global Genesis Global Holdco, LLC, through its subsidiaries, and Global Trading, Inc., provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE. LTD. (GAP) provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Holdco, LLC owns 100% of GGC and GAP. Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are pending before the Honorable Sean H. Lane. At the time of the filing, Genesis Holdco reported $100 million to $500 million in both assets and liabilities. Genesis Holdco is a sister company of Genesis Global Trading, Inc. ("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG"). GGT, DCG and certain of the Holdco subsidiaries are not included in the Chapter 11 filings. The non-debtor subsidiaries include Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA International Limited, Genesis Global Markets Limited, GSB 2022 II LLC, GSB 2022 III LLC and GSB 2022 I LLC. The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez & Marsal Holdings, LLC as financial advisor; and Moelis & Company, LLC as investment banker. Kroll Restructuring Administration, LLC, is the Debtors' claims and noticing agent and administrative advisor. The ad hoc group of creditors is represented by Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP. The ad hoc group of Genesis lenders is represented by Proskauer Rose, LLP. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc., as investment banker; Berkeley Research Group, LLC, as financial advisor; and Kroll as information agent. GENESIS GLOBAL: Sued by Gemini Over $1.6 Bil. Bitcoin Trust Shares ------------------------------------------------------------------ Amelia Pollard of Bloomberg Law reports that crypto platform Gemini Trust Co. is suing bankrupt crypto lender Genesis Global Holdco LLC in an attempt to determine who rightfully owns a slug of shares in the Grayscale Bitcoin Trust now worth nearly $1.6 billion. In a bankruptcy-court lawsuit filed Friday, October 27, 2023, Gemini asked a federal judge to find that Genesis has no right to more than 60 million GBTC shares promised as collateral to users of Gemini's Earn product. About Genesis Global Genesis Global Holdco, LLC, through its subsidiaries, and Global Trading, Inc., provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Capital, LLC (GGC) and Genesis Asia Pacific PTE. LTD. (GAP) provide lending and borrowing, spot trading, derivatives and custody services for digital assets and fiat currency. Genesis Global Holdco, LLC owns 100% of GGC and GAP. Genesis Global Holdco, LLC, GGC and GAP each filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 23-10063) on Jan. 19, 2023. The cases are pending before the Honorable Sean H. Lane. At the time of the filing, Genesis Holdco reported $100 million to $500 million in both assets and liabilities. Genesis Holdco is a sister company of Genesis Global Trading, Inc. ("GGT") and 100% owned by Digital Currency Group, Inc. ("DCG"). GGT, DCG and certain of the Holdco subsidiaries are not included in the Chapter 11 filings. The non-debtor subsidiaries include Genesis UK Holdco Limited, Genesis Global Assets, LLC, Genesis Asia (Hong Kong) Limited, Genesis Bermuda Holdco Limited, Genesis Custody Limited ("GCL"), GGC International Limited ("GGCI"), GGA International Limited, Genesis Global Markets Limited, GSB 2022 II LLC, GSB 2022 III LLC and GSB 2022 I LLC. The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as bankruptcy counsel; Morrison Cohen, LLP as special counsel; Alvarez & Marsal Holdings, LLC as financial advisor; and Moelis & Company, LLC as investment banker. Kroll Restructuring Administration, LLC, is the Debtors' claims and noticing agent and administrative advisor. The ad hoc group of creditors is represented by Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP. The ad hoc group of Genesis lenders is represented by Proskauer Rose, LLP. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped White & Case, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc., as investment banker; Berkeley Research Group, LLC as financial advisor; and Kroll as information agent. GOEASY LTD: Moody's Rates New $550MM Unsec. Notes Due 2028 'Ba3' ---------------------------------------------------------------- Moody's Investors Service has assigned a Ba3 rating to goeasy Ltd.'s proposed $550 million senior unsecured notes due in 2028. goeasy's Ba3 Corporate Family Rating is unaffected by this rating assignation. goeasy's outlook is stable. RATINGS RATIONALE Moody's said the Ba3 rating assigned to the proposed notes is aligned with goeasy's Ba3 CFR and the Ba3 rating on its existing senior unsecured notes. The net proceeds of the debt issuance will be used to refinance goeasy's existing Ba3-rated $550 million notes that mature on December 1, 2024, and accordingly Moody's expects the refinance transaction to be leverage-neutral. Moody's said goeasy's Ba3 CFR continues to be supported by its solid franchise as a leading provider of alternative financial services in Canada's subprime consumer lending market and its strong profitability. The CFR also take into consideration goeasy's solid capitalization, the credit risks associated with a possible deterioration in asset quality driven by a weakening economic environment, and the inherent regulatory risks pertaining to goeasy's pricing and business practices. The CFR also reflects the benefits to creditors from goeasy's improved revenue diversity in recent years with expansion in consumer auto financing, secured lending and lease-to-own financing. The firm's revenue diversity efforts also included the 2021 acquisition and successful integration of LendCare, a point of sale consumer finance company. goeasy's profitability remained solid in 2022 and through the first six months ended June 30, 2023, as evidenced by Moody's-adjusted ratio of net income to average managed assets of 4.9% and 6.2% in these periods, respectively. goeasy has strong capitalization which protects creditors against unexpected losses, with Moody's-adjusted tangible common equity to tangible managed assets of 19.6% at June 30, 2023 and 19.3% at December 31, 2022. The firm's risk culture underpins its track record of consistent profitability and well-managed asset risk. However, the firm's key credit challenge, which is inherent in its business profile, is its high exposure to subprime consumer credit, making it vulnerable to a turn in the economic cycle and regulatory risk. Its asset quality performance has remained relatively stable, with annualized net charge-offs of 8.8% of average gross consumer loans for the nine months ended September 30, 2023, although delinquencies and charge-offs have increased in periods since this ratio reached a low of only 7.8% in the third quarter of 2020. Moody's expects modest credit deterioration in the current economic environment. Moody's said that goeasy's outlook is stable based on its management's strong performance record and experience in the Canadian consumer finance market; and because the company's risk management practices and improved revenue diversity will help mitigate asset quality headwinds and contribute to broadly stable financial performance during a weaker economic environment. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING goeasy's CFR could be upgraded if its risk management practices continue to effectively support strong asset quality through the cycle while also maintaining or improving its existing profitability and capitalization levels. The pending implementation of regulatory rules that would tighten the maximum allowable customer interest rate will require further changes in goeasy's business activities, and the demonstration of successfully navigating these rules would likely be necessary before a possible upgrade could be considered. An improvement in liquidity and further diversification of funding sources could also be positive for the rating. An upgrade of the CFR could lead to an upgrade of the senior unsecured rating, but this would also be dependent upon the further evolution of goeasy's capital structure. goeasy's CFR could be downgraded should there be a material deterioration in its capital, profitability or liquidity, or should there be missteps in risk management leading to a material deterioration in asset quality. A downgrade of the CFR would likely lead to a downgrade of the senior unsecured rating. The senior unsecured rating could be downgraded should goeasy's capital structure evolve in a manner that is unfavorable to senior unsecured creditors, such as a reduction in unencumbered assets available to support unsecured creditors. The principal methodology used in this rating was Finance Companies Methodology published in November 2019. GOLDEN DEVELOPING: Trustee Taps GlassRatner as Financial Advisor ---------------------------------------------------------------- Carol L. Fox, as Chapter 11 Trustee Golden Developing Solutions, Inc. and Orchard Trails, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ GlassRatner Advisory & Capital Group, LLC dba B. Riley Advisory Services as her financial advisor. The firm will render these services: a. assist the Trustee in financial projections and a liquidity projection model to help assess capital needs, including rolling 13-week cash flow models; b. develop a complete understanding of the Debtors' businesses and their valuations; c. assist with the marketing of the Debtors' assets; d. assist the Trustee in identifying, valuing, and pursuing estate causes of action; e. assist the Trustee in evaluating and analyzing avoidance actions, including fraudulent conveyances and preferential transfers; f. assist the Trustee to identify, preserve, value, and monetize tax assets of the Debtors, if any; g. assist the Trustee in preparation of the information required pursuant to statutory reporting requirements related to the Chapter 11 proceeding, including, but not limited to, the monthly operating reports (MORs); h. assist the Trustee with the Debtors' tax filings; and i. other tasks as requested by the Trustee. B. Riley will be paid an hourly fee at the current rate of $600 to $175 per hour for its services. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Alan Barbee, senior managing director at B. Riley Advisory Services, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Alan Barbee GlassRatner Advisory & Capital Group, LLC dba B. Riley Advisory Services 5000 T-Rex Avenue, Suite 300 Boca Raton, FL 33431 Tel: (561) 657-4891 Email: abarbee@brileyfin.com About Golden Developing Solutions Golden Developing Solutions, Inc. filed Chapter 11 petition (Bankr. S.D. Fla. Case No. 23-14893) on June 22, 2023, with $1 million to $10 million in both assets and liabilities. Judge Scott M. Grossman oversees the case. The Associates and Anthony L.G., PLLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. GRAND VIEW HOSPITAL: S&P Lowers Bond Rating to 'BB-', Outlook Neg. ------------------------------------------------------------------ S&P Global Ratings lowered its long-term rating to 'BB-' from 'BB' on Bucks County Industrial Development Authority, Pa.'s series 2021 fixed-rate hospital revenue bonds, issued for Grand View Hospital (GVH). The outlook is negative. "The lower rating reflects our view of the hospital's significant--and larger than expected--operating losses in fiscal 2023, as well as the ongoing decline of key liquidity and financial flexibility metrics," said S&P Global Ratings credit analyst Wendy Taylor. "The negative outlook reflects the one-in-three risk that we could lower the rating during the next year as well as the hospital's fiscal 2024 budgeted operating losses coming in considerably higher than we anticipated," Ms. Taylor added. Gross revenues of the obligated group and a mortgage lien, as defined in the governing bond documents, secure the series 2021 bonds, along with a fully funded debt service reserve fund and a capitalized interest fund through 2023. The rating reflects S&P's opinion of Grand View's: -- Sizable and larger than expected operating losses in fiscal 2023 (unaudited) inclusive of $11.5 million of recognized FEMA funding and driven in part by broad industry pressures resulting in negative MADS coverage (although the 1.1x debt service coverage (DSC) covenant does not commence until fiscal year 2025); -- Continued weakening of key liquidity and financial flexibility metrics; -- Overall debt profile we view as only fair characterized by elevated leverage and a very high debt burden; and -- Highly competitive service area with average demographics, including an aging population and a limited service area that translates to a smaller revenue and admissions base. Partially offsetting credit factors, in S&P's view, include the following: -- Still sound, albeit much softer than expected, operational liquidity and financial flexibility; -- Conservative debt structure with no contingent liabilities; -- Strategic initiatives that benefit GVH's overall business position, such as the newly opened inpatient care pavilion; the formal strategic alliance with Penn Medicine; Grand View Healthcare Partnership and Grand View Urgent Care; deepening clinical affiliations; and network of outpatient clinics; and -- The Level-2 Trauma Center, which helps the hospital remain competitive and maintain its leading primary service area (PSA) market share. GRUPO HIMA: Gets OK to Sell Assets to Eleva Recovery for $3.3MM --------------------------------------------------------------- Grupo Hima San Pablo, Inc. and its affiliates received court approval to sell assets to Eleva Recovery, LLC. In his order, Judge Enrique Lamoutte Inclan of the U.S. Bankruptcy Court for the District of Puerto Rico held that Eleva is a "good faith purchaser." "The approval of the sale to Eleva through the asset purchase agreement is considered to be deemed fair and reasonable and in the best interests of [the companies'] estates," the bankruptcy judge said. Eleva made a $3.3 million offer for the assets, which include a business unit operating under the name Nova Infusion, a local retailer of Grupo Hima San Pablo's affiliate Centro Medico Del Turabo, Inc. Also included in the sale are personal properties, permits and licenses required to operate the Nova Infusion business, which has offices in Bayamon, P.R. The assets are being sold "free and clear" of interests, liens and encumbrances to Eleva, according to the buyer's sale agreement with the companies. The companies previously put the assets up for bidding and held an auction on Oct. 4 where Eleva emerged as the winning bidder. The next highest bidder is MedPlus Health Services, LLC, which offered $3.2 million for the assets. 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. GUZZINO COMMERCIAL: Seeks to Hire Steffes Firm as Legal Counsel --------------------------------------------------------------- Guzzino Commercial, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to employ The Steffes Firm, LLC as legal counsel in its Chapter 11 case. Steffes Firm received a retainer in the total amount of $10,000. As disclosed in court filings, The Steffes Firm does not hold interests adverse to the Debtor's estate and is a disinterested person, qualified to represent the Debtor under Section 327(a) of the Bankruptcy Code. The firm can be reached through: Arthur A. Vingiello, Esq. THE STEFFES FIRM, LLC 13702 Coursey Blvd., Building 3 Baton Rouge, LA 70817 Tel: (225) 751-1751 Email: avingiello@steffeslaw.com About Guzzino Commercial, LLC Guzzino Commercial, LLC filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 23-20489) on Oct. 31, 2023. The petition was signed by Phillip Anthony Guzzino as managing member. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Judge John W. Kolwe oversees the case. Arthur A. Vingiello, Esq. at THE STEFFES FIRM, LLC represents the Debtor as counsel. HAWK LOGISTICS: Lender Seeks to Prohibit Cash Collateral Access --------------------------------------------------------------- Commercial Credit Group, Inc. asks the U.S. Bankruptcy Court for the Southern District of Florida to prohibit Hawk Logistics LLC from using cash collateral. On January 11, 2023, CCG extended a loan to the Debtor in the face amount of $821,016 evidenced by a Negotiable Promissory Note and Security Agreement to finance the Debtor's acquisition of 10 sleeper tractors. CCG perfected its security interest in the Note 1 Specific Collateral by having its liens noted on the face of the title to each truck and by filing a UCC Financing Statement with the Tennessee Secretary of State on January 12, 2023. On February 1, 2023, CCG extended a loan to the Debtor in the face amount of $758,814 evidenced by a Negotiable Promissory Note and Security Agreement of the same date to finance the Debtor's acquisition of an additional 10 sleeper tractors. CCG perfected its security interest in the Note 2 Specific Collateral by having its liens noted on the face of the title to each truck and by filing a UCC Financing Statement with the Tennessee Secretary of State on January 31, 2023. As of the Petition Date, the Debtor owed CCG $1.2 million of principal, $48,717 of interest, $8,426 in late charges and 150.00 in NSF fees for a total of $1.3 million. Interest continues to accrue at $584 per day. The Debtor was in default under Notes 1 and 2 for failing to make the payments due on July 11, 2023 and July 5, 2023, respectively, and all subsequent payments. CCG has not recently conducted a physical inspection of the Specific Collateral, but currently estimates that the Specific Collateral is worth close to the petition date balance. On October 23, 2023, the Debtor filed its Schedules and Statement of Financial Affairs. The Schedules reflected the Debtor's contention that the Specific Collateral was then worth approximately one half of the amounts which CCG advanced to finance the Debtor's acquisition thereof at the start of 2023. Upon information and belief, the Debtor now contends that the Specific Collateral is worth substantially lower than the amounts reflected in the Schedules. Schedule B 3.3 lists a Charles Schwab Brokerage account 5155 with a value of $421,543 as of the Petition Date. CCG's properly perfected first priority lien on the Charles Schwab Account, in addition to perfected first priority liens on other Collateral including the Specific Collateral and other assets. The Debtor is using the Charles Schwab Account without permission from the Court. CCG has not consented to the Debtor's use of the Charles Schwab Account. Additionally, while the Debtor has been in bankruptcy for a month, and a review of the docket as of the date of the filing of this motion, CCG does not see any requests by the Debtor to use the Charles Schwab Account. The Debtor has made it clear through its various pleadings that it values the Specific Collateral at a significantly reduced number. Accordingly, based on the Debtor's Schedules, the Specific Collateral is of insufficient value to provide any equity cushion to protect CCG's interests. CCG's must protect its security interest in the Charles Schwab Account. For the foregoing reasons, CCG requests that the Court prohibit the Debtor from using, transferring, or disbursing the Charles Schwab Account. CCG further requests that the Debtor provide an accounting of all funds used, transferred, or disbursed from the Charles Schwab Account since the Petition Date. A copy of the motion is available at https://urlcurt.com/u?l=L4CVdx from PacerMonitor.com. About Hawk Logistics LLC Hawk Logistics LLC is part of the general freight trucking industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-18059) on October 2, 2023. In the petition signed by Osmel Guzman, CFO, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Laurel M. Isicoff oversees the case. Eric J. Silver, Esq., at Stearns Weaver Miller Weissler Alhadeff & Stitterson, PA, represents the Debtor as legal counsel. HELIUS MEDICAL: Incurs $3.7 Million Net Loss in Third Quarter ------------------------------------------------------------- Helius Medical Technologies, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.66 million on $143,000 of total revenue for the three months ended Sept. 30, 2023, compared to a net loss of $1.03 million on $196,000 of total revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $7.81 million on $510,000 of total revenue compared to a net loss of $9.19 million on $505,000 of total revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $8.85 million in total assets, $5.83 million in total liabilities, and $3.02 million in total stockholders' equity. As of Sept. 30, 2023, the Company had cash of $6.6 million, compared to $14.5 million as of Dec. 31, 2022. The Company also had $0.4 million in proceeds receivable from warrant exercises as of Sept. 30, 2023, and now estimates its cash runway extends into the second quarter of 2024. Going Concern Uncertainty As of Sept. 30, 2023, the Company had cash, cash equivalents and warrant proceeds receivable from the issuance of Common Stock of $7.0 million. For the nine months ended Sept. 30, 2023, the Company had an operating loss of $10.2 million, and as of Sept. 30, 2023, its accumulated deficit was $158.9 million. For the nine months ended Sept. 30, 2023, the Company had $0.5 million of net revenue from the commercial sale of products. Helius said, "The Company expects to continue to incur operating losses and net cash outflows until such time as it generates a level of revenue to support its cost structure. There is no assurance that the Company will achieve profitable operations, and, if achieved, whether it will be sustained on a continued basis. These factors indicate substantial doubt about the Company's ability to continue as a going concern within one year after the date the consolidated financial statements are filed." Management Commentary "We are pleased with the tremendous progress we made in the third quarter and recent weeks," said Dane Andreeff, president and chief executive officer of Helius. "We began the third quarter with the successful conclusion of our Patient Therapy Access Program, which expired on June 30. Through PTAP, we sold PoNS to qualifying patients at a significant discount, thereby reducing a major barrier to access while allowing us to add to our ongoing MS patient registry. The registry collects important health economic evidence to establish the value of PoNS on key clinical and therapeutic outcomes, which is critical for third party reimbursement. In September, we opened a second path toward reimbursement in the U.S. by receiving UPC numbers for both the PoNS system and mouthpiece and having the codes listed in the Medi-Span database, as we also continue to pursue HCPCS codes for reimbursement under our DMEPOS accreditation. As a result, we are now in the position to begin negotiating with payers using the UPC codes specific to the PoNS systems and mouthpieces with the listed prices of $25,700 and $7,900, respectively." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1610853/000155837023018605/hsdt-20230930x10q.htm About Helius Medical Helius Medical Technologies, Inc. -- http://www.heliusmedical.com/ -- is a neurotech company in the medical device field focused on neurologic deficits using orally applied technology platform that amplifies the brain's ability to engage physiologic compensatory mechanisms and promote neuroplasticity, improving the lives of people dealing with neurologic diseases. Helius Medical reported a net loss of $14.07 million for the year ended Dec. 31, 2022, compared to a net loss of $18.13 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $13.75 million in total assets, $7.69 million in total liabilities, and $6.07 million in total stockholders' equity. Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 9, 2023, citing that the Company has recurring losses from operations, an accumulated deficit, expects to incur losses for the foreseeable future and requires additional working capital, thus raising substantial doubt about the Company's ability to continue as a going concern. HOMEZONE IMPROVEMENTS: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Homezone Improvements, LLC DBA Homezone DBA Homezone Windows & Roofing DBA Homezone Windows 8127 Industrial Park Drive Grand Blanc, MI 48439-1866 Business Description: Homezone is an exterior remodeler based in Grand Blanc and serving homeowners across Michigan. The Company specializes in vinyl replacement windows, notably the Sunrise Vanguard triple-pane windows, as well as sliding patio doors and residential roofing tailored for Michigan's diverse weather. Chapter 11 Petition Date: November 15, 2023 Court: United States Bankruptcy Court Eastern District of Michigan Case No.: 23-31825 Judge: Hon. Joel D. Applebaum Debtor's Counsel: Yuliy Osipov, Esq. OSIPOV BIGELMAN, P.C. 20700 Civic Center Drive, Suite 420 Southfield, MI 48076 Tel: 248-663-1800 Email: yo@osbig.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Donald Wyper as managing member. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/47IQBHY/Homezone_Improvements_LLC__miebke-23-31825__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4VV7NSQ/Homezone_Improvements_LLC__miebke-23-31825__0001.0.pdf?mcid=tGE4TAMA HOT LAND CARRIER: 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 Hot Land Carrier, 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 Hot Land Carrier Hot Land Carrier, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04508) on Oct. 26, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Lori V. Vaughan oversees the case. Jeffrey Ainsworth, Esq., at Bransonlaw PLLC represents the Debtor as bankruptcy counsel. HURLEY MEDICAL: Taps Health Management After Debt Ratio Failure --------------------------------------------------------------- Lauren Coleman-Lochner of Bloomberg News reports that Hurley Medical Center in Flint, Michigan, has hired an industry consultant after it failed to meet a debt-service ratio covenant, according to a regulatory filing. Hospital retained Health Management Associates Inc., per covenant agreement filing, after net income available for debt service/maximum annual debt service requirement was -548.1% in last 2022 fiscal year. The ratio required by covenant is at least 1.3:1. "This is a requirement of our bond documents and we are proceeding as delineated," Hurley vice president and CFO Keith Poniers said in emailed statement. Hurley has $73 million in outstanding municipal bond debt, issued in 2013 and 2020. About Hurley Health Center Hurley Health Center, Inc. operates as a non profit organization. The organization provides health care services, as well as offers resources for community care. Hurley Health Center serves patients in the State of Oklahoma. ICAP INTERNATIONAL: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: ICap International Investments, LLC 8939 Sepulveda Blvd., Ste. 110-223 Los Angeles, CA 90045 Business Description: The Debtor is engaged in activities related to real estate. Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court Eastern District of Washington Case No.: 23-01464 Debtor's Counsel: Dakota Pearce, Esq. BUCHALTER, A PROFESSIONAL CORPORATION 1420 5th Ave., Suite 3100 Seattle, WA 98101 Tel: (206) 319-7052 Email: dpearce@buchalter.com Debtor's Financial Advisor: PALADIN MANAGEMENT GROUP, LLC Debtor's Claims & Noticing Agent: BMC GROUP INC. Estimated Assets: $50 million to $100 million Estimated Liabilities: $100 million to $500 million The petition was signed by Lance Miller as Manager of iCap Pacific NW Management, LLC as the Manager of Colpitts Sunset, LLC. A full-text copy of the Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/7PCKX3Q/ICap_International_Investments__waebke-23-01464__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Yongzhi Liang Money Loaned $10,543,746 103-2-1105, Bai Zi Wan Home, Chaoyang District Beijing, Beijing 100124 China Email: bonniebinbin@126.com 2. Mingyi Hu Money Loaned $9,619,348 Room 2606, Qinzhou Mansion, No.6, Lane 111, Qinzhou Road Shanghai China Email: cansolh@gmail.com 3. CWN Holdings Limited Money Loaned $5,000,011 Trinity Chambers, PO Box 4301 Road Town, Tortola British Virgin Island Lin Lan Sun Email: sun2015@vip.163.com 4. Devont Capital Limited Money Loaned $4,106,119 PO Box 4301, Road Town Tortola, British Virgin Islands British Virgin Islands Lin Lan Sun Email: sun2015@vip.163.com 5. Sinolite Industrial Co. Money Loaned $3,727,518 Bldg DEF, 19th Floor, Zhejiang Wuchan Intl Plaza No.445 Kaixuan Road, Jianggan District Hangzhou China Zhanyun Zheng Email: kassy@sinolite.net 6. Cooperativa De Seguros Multiples Money Loaned $2,765,640 PO Box 363846 San Juan, PR 00936 Ramon A. Rodriguez Rosa Phone: 787-622-8585 Email: ramonr@segurosmultiples.com 7. Ruihua Ji Money Loaned $2,678,960 No. 11, Lane 688, Pingji Road, Minhang District Shangai, Shangai 201100 China Email: jiruihua@gmail.com 8. Zheng Revocable Money Loaned $2,271,679 Foreign Grantor Trust 7307 N Division St. Suite 303 Spokane, WA 99208 Greg Bowman Email: kassy@sinolite.net aburgeson@nwtrustee.com 9. Chunying Tian Money Loaned $2,000,000 No. 102, 1st Floor, Unit 2, Building 11 No. 1999 Beichen Avenue, Weiyang District Xi'an, Shanxi China Email: wbyan1105@gmail.com 10. Universal Insurance Company Money Loaned 2,000,000 PO Box 71338 San Juan, PR 00936 Raul Ramirez Phone: 787-706-7150 Email: raramirez@universalpr.com 11. Ruzhen Zhang Money Loaned $1,732,387 No. 1904, Building 1, No. 1, Shangdi Xinxi Road Haidian District Beijing, Beijing 100085 China Email: reneeyangny@gmail.com 12. Qingxiao Jiang Money Loaned $1,616,716 Room 1201, Unit 2, BLD #8, Zhijing Yuan Xixi Cheng Yuan, Xihu District Hangzhou, Zhejiang 310000 China Email: nickeyjiang@163.com 13. Tat Iu Money Loaned $1,422,689 Room 2301, Block A, Gaxaly Intl Building 167 Huancheng North Road Hangzhou, Zhejiang 310005 China Email: iutat@sina.com 14. Huimin Zhang Money Loaned $1,419,998 Xishan St, Building 1, Room 1-4-3 Dalian, Liaoning 116000 China Email: dalianlfx@126.com 15. Kun Wang Money Loaned $1,315,140 No.144, Building 14, No.6 Crouching Tiger Bridge Haidian District Beijing, Beijing 100044 China Email: mayandmay@sina.com 16. Zhuhua Li Money Loaned $1,296,196 17225 NE 126th Pl Redmond, WA 98052 Email: springzhang66@gmail.com 17. Ping Zhang Money Loaned $1,258,981 Room 252, Unit 2, No. 67 East Orchard Tongzhou District Beijing, Beijing 101116 China Email: joannaheart@163.com 18. Yunhua Liu Money Loaned $1,050,000 1155 Northeast 55th Street Seattle, WA 98105 Phone: 443-256-8594 Email: 1669043402@qq.com 19. Robert W. Alfini Money Loaned $1,019,207 419 E. Orchard St. Arlington Heights, IL 60005 Phone: 847-259-1871 Email: bobalfini@aol.com 20. Thomas and Jodi Temple Money Loaned $1,015,984 w/ rights of survivorship 21 Sycamore Ln. Chester Springs, PA 19425 Thomas Temple Phone: 484-467-3373 Email: tom_temple@me.com 21. Azure Blue Service Limited Money Loaned $1,000,002 Trinity Chambers, PO Box 4301, Road Town Tortola, British Virgin VG1110 United Kingdom Xueqin Yang Email: sun2015@vip.163.com 22. Peng Lyu and Li Tan Money Loaned $1,000,000 1124 E Lake Sammamish Pkwy NE Sammamish, WA 98074 Peng Lyu Email: lilian.tan@maxsolution.com.cn 23. Shiying Chen Money Loaned $946,390 1102, unit 1, building 5, Mingliyuan Xixi Chengyuan, Xihu District Hangzhou, Zhejiang 310012 China Email: 8407046@qq.com 24. Ching-Ping Hu (Grace Shin) Money Loaned $942,299 3rd Flr, No. 143, Section 6 Nanjing East Road, Neihu District Taipei City, Taiwan 114 Ching-Ping Hu Email: jessica.cp.hu@gmail.com 25. Barry M. Abzug Revocable Trust Money Loaned $902,229 1949 Leonard Road Falls Church Falls Church, VA 22043 Barry Abzug Email: barry.abzug@verizon.net 26. Yi Xia Money Loaned $880,307 Building no.8, Lane 600 Fei Hong Road, Yangpu District Shanghai, Shanghai China Email: xyi9458@gmail.com 27. Steven W. Shaw Money Loaned $793,689 11 River Park Drive Cormwell, CT 06416 Phone: (860) 538-2347 Email: dr.shaw@shawchiropractic.com 28. Junming Chen Money Loaned $765,912 10-2-402 Zhichengyuan Xixichengyuan, Xihu Dist. Hangzhou, Zhejiang 310030 China Email: jimmy@fsiheater.com 29. Elizabeth Plaza Money Loaned $750,000 1121 Parrotts Cove Rd Greensboro, GA 30642 Email: eplaza@sconsultantsint.com 30. Yulan Ren Money Loaned $730,063 No. 5, Building 15, Meidu Huating 76 Lianhua North Road Dujiangyan City, Sichuan Province 611800 China Email: miloyezhu@gmail.com IMEDIA BRANDS: Slated to Seek Plan Confirmation on Dec. 21 ---------------------------------------------------------- Legacy IMBDS, Inc. (f/k/a iMedia Brands, Inc.), won interim approval of the disclosures in its Combined Plan and Disclosure Statement, and an order scheduling a combined confirmation hearing. A hearing to consider confirmation of the Combined Plan and Disclosure Statement is scheduled for Dec. 21, 2023, at 2:00 p.m. at US Bankruptcy Court, 824 Market St., 6th Fl., Courtroom #3, Wilmington, Delaware. Objections are due by Dec. 14, 2023. In its omnibus response to objections to interim approval of the Plan disclosures, the Debtor said that objections raised by the U.S. Trustee can be resolved at the confirmation hearing, and the objection by DirectTV, LLC, is moot. The Debtors and the United States Trustee for the District of Delaware engaged in constructive dialogue regarding the Disclosure Statement Order and the Combined Plan and Disclosure Statement. Through that dialogue, the parties were able to consensually resolve a significant number of the U.S. Trustee's comments through revisions to those documents. The remaining issues raised by the UST do not raise any objection to the adequacy of the information in the Disclosure Statement -- but rather an objection to the Plan with respect to the releases by Holders of Claims and Interests provided thereunder upon the occurrence of the Effective Date. As to the DirectTV objection, the Debtors will file a revised draft of the Combined Plan and Disclosure Statement that includes a liquidation analysis to be included in the Solicitation Package, which will moot the DirectTV objection entirely. Counsel to the Debtors: Laura Davis Jones, Esq. Timothy P. Cairns, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, Delaware 19899-8705 (Courier 19801) Telephone: 302-652-4100 Facsimile: 302-652-4400 Email: ljones@pszjlaw.com tcairns@pszjlaw.com - and - Ryan Preston Dahl Cristine Pirro Schwarzman ROPES & GRAY LLP 1211 Avenue of the Americas New York, New York 10036 Telephone: (212) 596-9000 Facsimile: (212) 596-9090 E-mail: ryan.dahl@ropesgray.com cristine.schwarzman@ropesgray.com - and - Stephen L. Iacovo Jeramy D. Webb ROPES & GRAY LLP 191 North Wacker Drive, 32nd Floor Chicago, Illinois 60606 Telephone: (312) 845-1200 Facsimile: (312) 845-5500 E-mail: stephen.iacovo@ropesgray.com jeramy.webb@ropesgray.com About iMedia Brands iMedia Brands, Inc. is an interactive, global media company that offers, manages, and markets merchandise, including men's and women's accessories and apparel, under owned and third-party brands through various entertainment, e-commerce, and digital service platforms. iMedia Brands and 11 of its affiliates filed for bankruptcy protection on June 28, 2023 (Bankr. D. Del., Lead Case No. 23-10852). The petitions were signed by James Alt as chief transformation officer. The Debtors reported as of April 29, 2023, total assets of $272,596,462 and total liabilities of $373,713,748. Judge Karen B. Owens oversees the case. The Debtors tapped Ropes & Gray, LLP and Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsels; Huron Consulting Services, LLC as financial advisor; Lincoln Partners Advisors, LLC as investment banker; and Stretto, Inc. as notice, claims and administrative agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped McDermott Will & Emery, LLP as legal counsel and AlixPartners, LLP as financial advisor. IMEDIA BRANDS: Unsecured Creditors to Get 0% to 2% in Plan ---------------------------------------------------------- Legacy IMBDS, Inc., et al., (f/k/a iMedia Brands, Inc.) on Nov. 1, 2023, submitted a revised Combined Plan and Disclosure Statement pursuant to sections 1121(a) and 1125(b) of the Bankruptcy Code. Under the continued supervision of the Special Committee, the Debtors, with the assistance of Lincoln, continued to solicit and develop higher and better bids for some or all of the Debtors' assets. The postpetition marketing process included distribution of "teaser" materials to parties that had not been previously engaged in the Debtors' marketing process, providing access to data room and business diligence (subject to entry into customary non-disclosure agreements), and also seeking to re-engage parties previously contacted by Lincoln with respect to the potential acquisition of some or all of the Debtors' assets and/or operations. As a result of this continued postpetition outreach, the Debtors received 12 additional proposals to purchase some or substantially all of the Debtors' assets, including indications of interest from Kinbow IM Holdings, Inc., Apparel Solutions Inc., and the Buyer. Following the status conference held on July 27, 2023 in respect of the proposed sale and additional proposals received by the Debtors for the acquisition of some or all of their assets, on July 28, 2023, the Debtors filed the Bidding Procedures Motion. On August 3, 2023, the Bankruptcy Court entered the Bidding Procedures Order approving the Bidding Procedures. Among other things, the Bidding Procedures Order established August 9, 2023 at 9:00 a.m. (prevailing Eastern Time) (the "Bid Deadline") as the deadline for parties to submit written offers for the Debtors' assets. Furthermore, the Bidding Procedures Order established August 10, 2023 at 9:00 a.m. (prevailing Eastern Time) (the "Auction Date") as the date an in-person auction shall be held, if the Debtors received one or more "Qualifying Bids" by the Bid Deadline (the "Auction"). The Debtors ultimately received three (3) bids from potential bidders as of the Bid Deadline (inclusive of bids submitted by RNN and the Buyer), and determined, in consultation with the Consultation Parties, that both bids submitted by RNN and the Buyer qualified as "Qualifying Bids" and designated the Buyer's Qualifying Bid as the baseline bid for purposes of the Auction in accordance with the Bidding Procedures. On the Auction Date, the Debtors held the Auction at the New York office of Ropes & Gray LLP. No overbid was submitted at the Auction, and the Debtors designated the Buyer as the winning bidder and RNN as the back-up bidder. Accordingly, on August 11, 2023, the Debtors filed the Notice of Winning Bidder and Back-Up Bidder and Adequate Assurance of Future Performance with Respect to Proposed Assumption and Assignment of Executory Contracts and Unexpired Leases of the Debtors. Following the conclusion of the Auction, the Debtors continued to work diligently with the Buyer to finalize the Purchase Agreement and obtain approval of the Sale. In connection therewith, the Bankruptcy Court held a hearing on August 14, 2023, to, among other things, consider the Sale and entered the Sale Order approving the same on August 15, 2023. Under the Plan, Class 4 Unsecured Claims will recover 0-2% of their claims. Each Holder of an Allowed Unsecured Claim shall receive a beneficial interest in the Liquidating Trust entitling such Holder to such Holder's Pro Rata share (calculated based on the total aggregate amount of Allowed Claims in Class 4) of the Unsecured Claims Distribution Proceeds, if any. Class 4 is impaired. "Unsecured Claims Minimum Distribution" means, with respect to each Debtor against which any Unsecured Claims are Allowed, $1,000.00. The Plan confirmation hearing has been scheduled for December 21, 2023 at 2:00 p.m. (prevailing Eastern Time) at the Bankruptcy Court, 824 North Market Street, 6th Floor, Courtroom #3, Wilmington, Delaware 19801 to consider (a) final approval of the Disclosure Statement as providing adequate information pursuant to section 1125 of the Bankruptcy Code and (b) confirmation of the Plan pursuant to section 1129 of the Bankruptcy Code. Any objection to (a) interim approval of the Disclosure Statement as providing adequate information pursuant to section 1125 of the Bankruptcy Code or (b) final approval of the Disclosure Statement and confirmation of the Plan must be filed and served by no later than (a) October 25, 2023 at 4:00 p.m. (prevailing Eastern Time) in connection with interim approval of the Disclosure Statement and (b) December 14, 2023 at 4:00 p.m. (prevailing Eastern Time) in connection with final approval of the Disclosure Statement and confirmation of the Plan. The Liquidating Trust Assets shall be used to fund the distributions to Holders of Allowed Claims against the Debtors in accordance with the treatment of such Claims provided pursuant to the Plan and subject to the terms provided herein. Counsel for the Debtors: Ryan Preston Dahl, Esq. Cristine Pirro Schwarzman, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, NY 10036 Telephone: (212) 596-9000 Facsimile: (212) 596-9090 E-mail: ryan.dahl@ropesgray.com cristine.schwarzman@ropesgray.com - and - Stephen L. Iacovo (admitted pro hac vice) Jeramy D. Webb (admitted pro hac vice) ROPES & GRAY LLP 191 North Wacker Drive, 32nd Floor Chicago, IL 60606 Telephone: (312) 845-1200 Facsimile: (312) 845-5500 E-mail: stephen.iacovo@ropesgray.com jeramy.webb@ropesgray.com - and - Laura Davis Jones, Esq. Timothy P. Cairns, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor, P.O. Box 8705 Wilmington, DE 19899-8705 (Courier 19801) Telephone: (302) 652-4100 Facsimile: (302) 652-4400 E-mail: ljones@pszjlaw.com tcairns@pszjlaw.com A copy of the Combined Plan and Disclosure Statement dated November 1, 2023, is available at https://tinyurl.ph/PFyEb from PacerMonitor.com. About iMedia Brands iMedia Brands, Inc., is an interactive, global media company that offers, manages, and markets merchandise, including men's and women's accessories and apparel, under owned and third-party brands through various entertainment, e-commerce, and digital service platforms. iMedia Brands and 11 of its affiliates filed for bankruptcy protection on June 28, 2023 (Bankr. D. Del., Lead Case No. 23-10852). The petitions were signed by James Alt as chief transformation officer. The Debtors reported as of April 29, 2023, total assets of $272,596,462 and total liabilities of $373,713,748. Judge Karen B. Owens oversees the case. The Debtors tapped Ropes & Gray, LLP and Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsels; Huron Consulting Services, LLC as financial advisor; Lincoln Partners Advisors, LLC as investment banker; and Stretto, Inc. as notice, claims and administrative agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped McDermott Will & Emery, LLP as legal counsel and AlixPartners, LLP as financial advisor. IMEDIA BRANDS: UST Has Issues With Opt Out of Releases ------------------------------------------------------ Andrew R. Vara, the United States Trustee for Region 3, filed an objection to the Legacy IMDBS f/b/a iMedia Brands, Inc., et al.'s Motion for entry of an order granting interim approval of the adequacy of disclosures in the Combined Plan and Disclosure Statement. The U.S. Trustee objects to the DS Approval Motion because it proposes a voting procedure which strips creditors entitled to vote on the Plan of Liquidation, and who vote to accept the Plan, of their direct claims against various non-Debtor third parties without allowing them to "opt out" to the Third-Party Release. Simply by voting to accept their treatment under the Plan, these creditors would automatically release their direct claims of fraud, gross negligence, and willful misconduct against various non-Debtors because the Third-Party Release does not contain an exception for fraud, willful misconduct, and gross negligence. Allowing creditors voting to accept the Plan the ability to separately "opt-out" of the Third-Party Release on the applicable ballot ensures that the Third-Party Release is supported by consent. About iMedia Brands iMedia Brands, Inc. is an interactive, global media company that offers, manages, and markets merchandise, including men's and women's accessories and apparel, under owned and third-party brands through various entertainment, e-commerce, and digital service platforms. iMedia Brands and 11 of its affiliates filed for bankruptcy protection on June 28, 2023 (Bankr. D. Del., Lead Case No. 23-10852). The petitions were signed by James Alt as chief transformation officer. The Debtors reported as of April 29, 2023, total assets of $272,596,462 and total liabilities of $373,713,748. Judge Karen B. Owens oversees the case. The Debtors tapped Ropes & Gray, LLP and Pachulski Stang Ziehl & Jones, LLP as bankruptcy counsels; Huron Consulting Services, LLC as financial advisor; Lincoln Partners Advisors, LLC as investment banker; and Stretto, Inc. as notice, claims and administrative agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped McDermott Will & Emery, LLP as legal counsel and AlixPartners, LLP as financial advisor. INDIEV INC: Seeks to Tap Jennifer Liu of JMLIU as Accountant ------------------------------------------------------------ Indiev, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Jennifer Liu, owner of JMLIU CPA Accountancy Corp, as its accountant. The accounting services to be rendered by Ms. Liu include preparing monthly operating reports, setting up 20 Quickbooks account system, providing data necessary for interim statements, and rendering booking services. Ms. Liu received a retainer in the amount of $7,000. The Debtor agrees to pay the accountant an hourly fee of $350. Ms. Liu disclosed in a court filing that she does not have prior connection with the Debtor and does not hold any pre-bankruptcy claim. Ms. Liu can be reached at: Jennifer M. Liu, CPA, MBT JMLIU, CPA, Accountancy Corp. 9454 Wilshire Blvd. Ste 628 Beverly Hills, CA 90212 Cell Phone: (310) 801-2479 Email: jmliucpa@gmail.com About Indiev, Inc. Indiev Inc. filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 23-12036) on Oct. 2, 2023, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Scott C. Clarkson oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger is the Debtor's bankruptcy counsel. INFINITY PHARMACEUTICALS: Hires Wilmer Cutler as Special Counsel ---------------------------------------------------------------- Infinity Pharmaceuticals, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Wilmer Cutler Pickering Hale and Dorr LLP as its special corporate counsel. WilmerHale will continue to provide advice related to the Debtors' equity, any asset sale transactions contemplated in connection with the Debtors Chapter 11 bankruptcy, putative class action litigation commenced against the Debtors and certain individuals prior to the Petition Date, and other corporate and strategic matters related to the Debtors' pre-bankruptcy transactions and practices. WilmerHale's hourly rates are: Partners $1,105 - $2,165 Counsel $1,095 - $1,315 Associates $645 - $1,135 Paraprofessionals $540 - $760 The firm received a retainer in the total amount of $500,000. George Shuster, Jr., Esq., a partner at Wilmer Cutler, disclosed in a court filing that his firm does not have any interest adverse to the interest of the Debtors' estates, creditors and equity security holders. The firm can be reached through: George W. Shuster, Jr., Esq. Wilmer Cutler Pickering Hale and Dorr LLP 7 World Trade Center 250 Greenwich Street New York, NY 10007 Phone: (212) 230-8800 Email: george.shuster@wilmerhale.com About Infinity Pharmaceuticals, Inc. Infinity is a research and clinical-development stage biopharmaceutical company with a focus on developing novel drugs for the treatment of cancer. On Sept. 29, 2023, Infinity Pharmaceuticals Inc. and Infinity Discovery Inc. filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11640). The Debtors listed $21,232,000 in assets and $58,638,000 in liabilities. The petitions were signed by Seth A. Tasker as chief executive officer. The Debtors tapped Landis Rath & Cobb LLP as bankruptcy counsels. Sonoran Capital Advisors LLC is the Debtors' financial advisor. Wilmer Cutler Pickering Hale and Dorr LLP is the Debtors' special corporate counsel. SSG Advisors LLC is the Debtors' investment banker. Stretto Inc. is the Debtors' notice and claims agent. INNOVATE CORP: Incurs $8.6 Million Net Loss in Third Quarter ------------------------------------------------------------ Innovate Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $8.6 million on $375.3 million of revenue for the three months ended Sept. 30, 2023, compared to a net loss of $6.7 million on $423 million of revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $28.3 million on $1.06 billion of revenue compared to a net loss of $34.7 million on $1.23 billion of revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $1.09 billion in total assets, $1.22 billion in total liabilities, $8.3 million in total temporary equity, and a total stockholders' deficit of $135.2 million. Commentary "INNOVATE delivered third quarter revenue of $375.3 million and experienced strong Adjusted EBITDA growth of 34.8%, which was primarily driven by our Infrastructure and Life Sciences operating segments," said Avie Glazer, Chairman of INNOVATE. "All of our operating segments continue to make progress and maintain strong positioning in their respective markets. We are pleased with the results across the board and look forward to capitalize on new opportunities and partnerships as they materialize." "The third quarter results were highlighted by our Adjusted EBITDA strength," said Paul Voigt, INNOVATE's interim CEO. "DBM had another great quarter driven by solid margin expansion. While DBM is experiencing some tightening in the commercial space, the team has been steadfast in both focusing on end markets that are rich in opportunities, as well as being strategic in their selection for projects to pursue. We remain excited about the progress at MediBeacon as they progress down their path for FDA regulatory approval. And at Broadcasting, we are excited to be exploring strategic partnerships that open the business to new avenues for revenue that should lead to future growth." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1006837/000100683723000128/vate-20230930.htm About Innovate New York-based Innovate -- www.innovatecorp.com -- is a diversified holding company that has a portfolio of subsidiaries in a variety of operating segments. The Company seeks to grow these businesses so that they can generate long-term sustainable free cash flow and attractive returns in order to maximize value for all stakeholders. As of Dec. 31, 2022, its three operating platforms or reportable segments, based on management's organization of the enterprise, are Infrastructure, Life Sciences and Spectrum, plus its Other segment, which includes businesses that do not meet the separately reportable segment thresholds. Innovate Corp. reported a net loss of $42 million in 2022 following a net loss of $236.2 million in 2021. As of June 30, 2023, the Company had $1.08 billion in total assets, $1.19 billion in total liabilities, $10.1 million in total temporary equity, and a total stockholders' deficit of $128.1 million. * * * As reported by the TCR on May 17, 2023, S&P Global Ratings lowered its issuer credit rating on Innovate Corp. to 'CCC+' from 'B-'. S&P said, "We expect Innovate to maintain less than adequate liquidity over the next 12 months. This reflects our expectation that while the company has enough liquidity to continue operating for the next 12 months, we believe the cushion is very thin and could quickly erode." INSTRUCTURE HOLDINGS: Moody's Affirms 'B1' CFR on PCS Transaction ----------------------------------------------------------------- Moody's Investors Service affirmed Instructure Holdings, Inc.'s, a Utah-based leading education technology company, B1 corporate family rating and B1-PD probability of default rating following the company's announcement that it will acquire PCS Intermediate Holdings, LLC (dba "Parchment"), a global academic credential management platform. At the same time, Moody's affirmed the company's senior secured first lien credit facilities rating at B1, including existing revolver and upsized term loan. The SGL-1 speculative grade liquidity (SGL) rating remains unchanged. The outlook is maintained stable. Net proceeds from the new $685 million incremental term loan, together with cash on hand, will be used to fund the acquisition of Parchment, and pay related fees and expenses. The purchase price also includes a tax benefit of approximately $40 million that Moody's expects the company to recognize over time. The acquisition is expected to close in the first quarter of 2024, subject to regulatory approval and meeting closing conditions. This marks the company's first leveraging transaction since being acquired by Thoma Bravo in March 2020. RATINGS RATIONALE "The material increase in debt and financial leverage, as well as the significant multiple paid for Parchment makes this transaction a negative credit development in Moody's view," said Moody's AVP-Analyst Oleg Markin. "Further, it signals that Instructure could use debt and re-leverage its balance sheet to fund future growth opportunities above management's long-term net debt-to-EBITDA target of 2.0x to 3.0x (3.8x pro forma for Parchment as of LTM September 30, 2023)," added Markin. The company's outstanding debt will more than double with the $685 million incremental term loan, pushing pro forma Moody's adjusted debt-to-EBITDA leverage to approximately 6.6x for the 12-month period ended September 30, 2023, from around 3.4x. This leverage level positions Instructure weakly in the B1 rating. Adjusting for annual stock-based compensation expense, Instructure's pro forma debt-to-EBITDA leverage is lower, at around 5.3x as of the same reporting date. Moody's expects the company's financial policies will remain prudent while the company fully integrates the acquisition and reduces leverage, and projects free cash flow to debt (Moody's adjusted) to remain above 10% over the next 12-15 months. The B1 rating has been affirmed in consideration of Instructure's leading competitive market position, secular long-term growth prospects, very good EBITDA margin and strong cash flow generation. Moody's expects Instructure will continue to drive growth with existing customers, both through cross-sell and upsell, as well as win new customers in domestic and international markets. However, Moody's projects Instructure's topline growth to moderate over the next 12-18 months, from double-digit growth rates over the last several years that benefited from significant increase in request for proposal (RFP) activity in the North American higher-education. Increasing operational difficulties at educational institutions, including budgetary pressures, weak enrollment trends, and fading federal stimulus funding have resulted in extended sales cycles and postponed projects. Despite Instructure' strong competitive position, these factors are projected to decelerate the company's revenue growth in 2024-2025. Moody's forecasts that, barring any voluntary debt repayments, the company's debt-to-EBITDA leverage (Moody's adjusted) will stay above 5.0x through 2025. With the Parchment acquisition, Instructure is expanding its education platform by adding an academic credentialing exchange that allows schools and universities to securely issue transcripts, diplomas, certificates, verifications and badges digitally, as well as enrollment solutions to support learner mobility. The acquisition expands Instructure's customer base, including many schools, government and corporate clients, and will unlock meaningful growth opportunities. Parchment's revenue, which is about 95% recurring and of high quality, is supported by a strong gross retention rate in the mid-to-high 90% range. Instructure's B1 CFR is supported by: (1) its leading market position as a provider of learning management systems (LMS) and assessment solutions for the higher education and K-12 institutions in the United States and growing international operations; (2) favorable secular trends and solid contract pipeline; (3) the highly predictable and recurring annual subscription-based software-as-a-service (SaaS) revenue generated from multi-year contracts with historically high gross retention rates; and (4) Moody's expectation for the company to maintain very good liquidity over the next 12-15 months. Instructure's credit profile is constrained by: (1) its modest but improving scale relative to other B1-rated software companies; (2) operations in the highly competitive and rapidly evolving technology landscape with a few large and established competitors as well as freemium solutions in the K-12 schools; (3) high pro forma debt-to-EBITDA (Moody's adjusted) of around 6.6x for the 12-month period ended September 30, 2023; and (4) significant sponsor control. The stable outlook reflects Moody's expectations that Instructure will continue to defend its leading market position in the education software market, maintain disciplined approach to capital allocation and strong balance sheet. The outlook assumes that the company will successfully integrate Parchment, realize all contemplated cost synergies, and gradually reduce leverage. Moody's projects the company's debt-to-EBITDA (Moody's adjusted) to decline towards the low 5.0x range and free cash flow-to-debt (Moody's adjusted) in the low-double digit percentages. The SGL-1 speculative grade liquidity rating reflects Moody's expectation that Instructure will maintain very good liquidity over the next 12-15 months. Sources of liquidity consist of cash balances in excess of $100 million at the close of the transaction, expectation for annual free cash flow generation in excess of $100 million, and full access under its $125 million revolving credit facility due 2026. Despite the pronounced seasonality of the academic year, Moody's does not foresee any use of the revolver in the upcoming 12 to 15 months. Moody's believes that all available liquidity sources to the company provide very good coverage relative to the annual mandatory term loan amortization of approximately $12 million, paid quarterly. There are no financial maintenance covenants under the first lien term loan but the revolver is subject to a springing maximum total net leverage ratio of 7.75x when the amount drawn exceeds 35% of the revolving credit facility. Moody's does not expect the covenant to be triggered over the near term and believe there is ample cushion within the covenant based on the projected earnings levels for the next 12-15 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade the ratings if Instructure profitably grows its scale and diversity, achieves and maintains debt-to-EBITDA (Moody's adjusted) below 4.0x, free cash flow-to-debt (Moody's adjusted) is sustained in the double-digit percentages. The rating upgrade would require the company to establish a good track record of balanced financial policy, with the expectation of a material reduction of private-equity ownership. The ratings could be pressured if operating performance is weaker than expected or free cash flow-to-debt is below 10% on sustained basis. The ratings could also be downgraded if Moody's believes that the company's debt-to-EBITDA (Moody's adjusted) will be sustained above 5.0x, or financial policies become more aggressive. The principal methodology used in these ratings was Software published in June 2022. Instructure, a Utah-based technology company that specializes in developing learning management systems (LMS) for higher education and K-12 institutions, as well as corporate customers. Its flagship product, Canvas, is used by educators and learners worldwide to streamline digital learning. Following the July 2021 IPO, Instructure is a publicly traded company on NYSE: INST. Instructure is majority owned by Thoma Bravo, L.P. and its affiliates. Moody's expects the company will generate pro forma annual revenue in excess of $600 million in 2023. IRONNET INC: Seeks to Hire Ordinary Course Professionals -------------------------------------------------------- IronNet, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire professionals utilized by the debtors in the ordinary course of business. The OCP's include: -- Morningstar Law Group General legal services, including related to trademarks, commercial sales, employment, and contracts Monthly Cap:$25,000 -- Cordatis LLP Government contract legal services Monthly Cap: $10,000 -- Fitch Even Tabin & Flannery LLP Intellectual property legal services Monthly Cap: $15,000 -- Cameron/McEvoy PLLC Litigation services in various Virginia state court matters Monthly Cap: $5,000 About IronNet Founded in 2014 and headquartered in McLean, VA, IronNet, Inc. (NYSE: IRNT) -- www.ironnet.com -- is a global cybersecurity Debtor 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. IronNet reported a net loss of $111.01 million for the fiscal year ended Jan. 31, 2023, compared to a net loss of $242.65 million for the fiscal year ended Jan. 31, 2022. As of Jan. 31, 2023, the Debtor had $33.66 million in total assets, $68.38 million in total liabilities, and a total stockholders' deficit of $34.72 million. ISLAND DOG: Seeks Court Nod to Sell Florida Property for $900,000 ----------------------------------------------------------------- Island Dog Too, LLC asked the U.S. Bankruptcy Court for the Northern District of Florida for authority to sell in a private deal its properties in St. George Island, Fla. Clint West, the buyer, offered $900,000 for the real property located at 156 E Pine Ave., St. George Island, Fla.; and personal property used to operate the company's business. The real property is encumbered by the first mortgage of Dogwood State Bank. The bank will receive the net proceeds from the sale after payment of the closing costs, U.S. trustee's fees, and attorneys' fees of Bruner Wright, P.A. in the amount of $17,500. About Island Dog Too Island Dog Too, LLC a company in Eastpoint, Fla., filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Fla. Case No. 22-40353) on Nov. 4, 2022. In the petition signed by its manager, Sheryl H. Simmons, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Karen K. Specie oversees the case. The Debtor tapped Byron Wright III, Esq., at Bruner Wright, PA as bankruptcy counsel and Georgia Evans, CPA, at Professional Management Systems, Inc. as accountant. IVANTI SOFTWARE: $545MM Bank Debt Trades at 24% Discount -------------------------------------------------------- Participations in a syndicated loan under which Ivanti Software Inc is a borrower were trading in the secondary market around 76.4 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $545 million facility is a Term loan that is scheduled to mature on December 1, 2028. The amount is fully drawn and outstanding. Ivanti Software, Inc. provides information technology services. The Company offers IT asset management, security, endpoint, and supply chain solutions. JAGUAR HEALTH: Has 6 Months to Meet Nasdaq Bid Price Rule --------------------------------------------------------- Jaguar Health, Inc. disclosed in a Form 8-K Report filed with the Securities and Exchange Commission that on Nov. 8, 2023, the Company received a notification letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC notifying the Company that it had been granted an additional 180 days, or until May 6, 2024, to regain compliance with the minimum bid price requirement for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of $1 per share, based on the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on The Nasdaq Capital Market with the exception of the bid price requirement, and the Company's written notice of its intention to cure the deficiency during the second compliance period. As previously disclosed by the Company in a Current Report on Form 8-K filed on May 12, 2023, the Company received a notification letter from the Staff notifying the Company that, because the closing bid price for the Company's common stock listed on Nasdaq was below $1 for 30 consecutive business days, the Company no longer met the Minimum Bid Price Requirement. The Company intends to continue actively monitoring the bid price for its common stock between now and May 6, 2024, and will consider available options to resolve the deficiency and regain compliance with the Minimum Bid Price Requirement. About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Its Mytesi (crofelemer) product is approved by the U.S. FDA for the symptomatic relief of noninfectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. Jaguar Health reported a net loss of $48.39 million for the year ended Dec. 31, 2022, compared to a net loss of $52.60 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $47.45 million in total assets, $48.81 million in total liabilities, and a total stockholders' deficit of $1.35 million. Larkspur, California-based RBSM, LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 24, 2023, citing that the Company has an accumulated deficit, recurring losses, and expects continuing future losses. These conditions raise substantial doubt about the Company's ability to continue as a going concern. JAMES PINE: Holly Miller Named Subchapter V Trustee --------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC, as Subchapter V trustee for James Pine & Son Trucking, LLC. Ms. Miller will be paid an hourly fee of $400 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Miller declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Holly S. Miller, Esq. Gellert Scali Busenkell & Brown, LLC 1628 John F. Kennedy Boulevard, Suite 1901 Philadelphia, PA 19103 Phone: (215) 238-0012 Fax: (215) 238-0016 Email: hsmiller@gsbblaw.com About James Pine & Son Trucking James Pine & Son Trucking, LLC filed Chapter 11 petition (Bankr. D.N.J. Case No. 23-19461) on Oct. 26, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. James Pine, Jr., member, signed the petition. Judge Jerrold N. Poslusny Jr. oversees the case. David A. Kasen, Esq., at Kasen & Kasen, PC is the Debtor's legal counsel. JBM SPECIALTIES: Creditors to Get Proceeds From Liquidation ----------------------------------------------------------- JBM Specialties, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Texas an Amended Plan of Reorganization. The Debtor was formed by Les Beasley in conjunction with his wife in 2014. Beasley is the President, CEO and managing member of the Debtor. The Debtor owned the following two federally permitted distilleries each of which is located in Cooke County, Texas as of the Petition Date: * Valley View Distillery: The first legal distillery located in Cooke County. The Valley View Distillery is located in an old (1926) bank building which houses a 500-gallon copper pot, double thumper still and a 25 seat tasting room. * Muenster Distillery: As a result of the high product demand created by the Valley View Distillery, the Debtor expanded its distillery operations and constructed a new facility located in Muenster, Texas. The Muenster Distillery is approximately 48,000 square feet and is one of the largest distillery complexes west of the Mississippi. The Debtor received Court approval on October 5, 2023, to sell all its assets except for certain Excluded Assets pursuant to the terms of the Sale Order. The Sale, once fully consummated, will result in net sales proceeds to satisfy the Claims of all Allowed Claim Holders and provide for a distribution to the Holders of Allowed Interests. The Debtor is in the process of selling those Excluded Assets which constitute property of the Estate ("Remaining Assets"). The Debtor will engage the services of the Brokers to sell all remaining assets of the Estate. The Debtor is hopeful the Remaining Assets will be sold within the next 60 to 90 days. The Plan provides for a liquidation of all the Debtor's assets. The Plan provides for a distribution of the Sale Proceeds to the holders of Allowed Claims and Allowed Interests according to priority. Class 3 consists of Non-priority unsecured Claims. Class 3 consists of Allowed Claims against Debtor, (including Claims arising from the rejection of executory contracts and/or unexpired leases) other than: (i) Administrative Claims; (ii) Priority Tax Claims; or (iii) Claims included within any other Class designated in this Plan. Class 3 shall be deemed to include those Creditor(s) holding an alleged Secured Claim against Debtor, for which: (y) no collateral exists to secure the alleged Secured Claim; and/or (z) liens, security interests, or other encumbrances that are senior in priority to the alleged Secured Claim exceed the fair market value of the collateral securing such alleged Secured Claims as of the Petition Date. No monies shall be distributed to the members of Class 3 until the holders of Allowed Class 1A, 1B, and 2, if any, are paid in full. Thereafter, each holder of an Allowed Unsecured Claim in Class 3 shall be paid by PostConfirmation Debtor from the Distribution Pool on or before the Distribution Date. Class 4 consists of the holders of Allowed Interests in the Debtor. The holder of an Allowed Class 4 Interest shall retain their interests in the Post-Confirmation Debtor and shall receive distributions, if any, in accord with the terms of this Plan and the Membership Agreement. In no event shall distributions be made to the holder of an Allowed Interest in Class 4 until all Allowed Creditor Claims are paid in full. The Post-Confirmation Debtor shall fund distributions and satisfy Allowed Claims and Allowed Interests under the Plan using cash on hand, the Sale Proceeds. After the Effective Date, pursuant to the Plan, the Post Confirmation Debtor shall wind down, sell, liquidate, dispose of property and compromise or settle any Claims, Interests, or Causes of Action remaining with the PostConfirmation Debtor after consummation of the Sale, without approval by the Bankruptcy Court and free of any restrictions of the Bankruptcy Code or Bankruptcy Rules. A full-text copy of the Amended Plan dated November 6, 2023 is available at https://urlcurt.com/u?l=nwsOGC from PacerMonitor.com at no charge. Attorneys for the Debtor: Robert T. DeMarco, Esq. DeMarco-Mitchell, PLLC 1255 W. 15th Street, 805 Plano, TX 75075 Telephone: (972) 578-1400 Facsimile: (972) 346-6791 Email: robert@demarcomitchell.com About JBM Specialties JBM Specialties, LLC -- http://www.WhiskeyHollowDistillery.com/-- operates a beverage manufacturing business. The company is based in Valley View, Texas. JBM Specialties filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 23-40497) on March 23, 2023, with $1 million to $10 million in both assets and liabilities. Areya Holder Aurzada has been appointed as Subchapter V trustee. Judge Brenda T. Rhoades oversees the case. The Debtor is represented by Robert DeMarco, III, Esq., at DeMarco-Mitchell, PLLC. JCF FREEPORT: Seeks to Hire Tortola Advisors, Appoint CRO --------------------------------------------------------- JCF Freeport North Holdings, LLC and JCF Freeport North, LLC seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Steve Curnutte as chief restructuring officer and Tortola Advisors, LLC as restructuring advisor. The firm will render these services: a. develop a pro forma cash flow analysis; b. develop a go-forward plan; c. analyze the Debtors’ assets and determine whether each asset is necessary or useful to the Debtors’ go-forward business plan, and to the extent any such assets are not useful or necessary, assist the Debtors in disposing of and monetizing the asset; d. authorize and execute the payment of expenses incurred by the Debtors in connection with the services to the extent authorized by the Debtors’ budget; e. hire, discharge, manage, and control the Debtors’ employees, staff, and professionals as Tortola determines necessary or advisable; f. develop, with the assistance of counsel, strategic planning to improve the financial oversight and process of the Debtors; g. negotiate, execute, and deliver any agreements, documents, or instruments on behalf of the Debtors which Tortola and Mr. Curnutte deem necessary or advisable to perform services; h. negotiate and compromise claims by or against the Debtors; i. investigate and determine whether all revenues have been properly accounted for, and take all reasonable and necessary action to recover revenues that have been diverted from the Debtors or otherwise improperly applied or handled; and j. take all other actions deemed reasonable and necessary to perform the services and generally do, execute, and perform any other act, deed, matter, or thing that Tortola reasonably believes ought to be done, and executed. The firm will receive a retainer in the amount of of $250,000. Tortola and Mr. Curnutte will not be seeking payment of a monthly fee or an hourly rate during the pendency of Debtors’ cases. Instead, the Debtors and the Lending Group agreed to pay Tortola a completion fee of $750,000 upon the: (i) confirmation of a plan of reorganization; (ii) sale, refinance, or substantive resolution of the Debtors’ secured debt; or (iii) Debtors’ receipt of funds sufficient to effectuate a reorganization other than through a confirmed plan. Steve Curnutte, a member of Tortola Advisors, LLC, disclosed in court filings that he and the firm are "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steve Curnutte TORTOLA ADVISORS, LLC 2216 Abbott Martin Road, Suite 220 Nashville, TN 37215 Telephone: (615) 916-5296 E-mail: stevec@tortolaadvisors.com About JCF Freeport North JCF Freeport North Holdings, LLC and JCF Freeport North, LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04052 and 23-04055, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Freeport North Holdings, LLC listed $4,629 in assets and $5,545,831 in liabilities. JCF Freeport North, LLC listed $7,041,200 in assets and $5,878,439 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JCF FREEPORT: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel ------------------------------------------------------------------ JCF Freeport North Holdings, LLC and JCF Freeport North, LLC seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Dunham Hildebrand, PLLC as their legal counsel. The firm's services include: a. rendering legal advice with respect to the rights, powers and duties of the Debtors in the management of their property; b. investigating and, if necessary, instituting legal action on behalf of the Debtors to collect and recover assets of the estates of the Debtors; c. preparing all necessary pleadings, orders and reports with respect to this proceeding and to render all other necessary or proper legal services; d. assisting and counseling the Debtors in the preparation, presentation and confirmation of its disclosure statements and plans of reorganization; e. representing the Debtors as may be necessary to protect their interests; and f. performing all other legal services that may be necessary and appropriate in the general administration of the Debtors' estate. The firm will be paid at these rates: Attorneys $400 to $525 per hour Paralegals $175 to $225 per hour The firm received a retainer in the amount of $150,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. R. Alex Payne, Esq., a partner at Dunham Hildebrand, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: R. Alex Payne, Esq. DUNHAM HILDEBRAND, PLLC 2416 21st Avenue South, Suite 303 Nashville, Tennessee 37212 Phone: (629) 777-6529 Email: alex@dhnashville.com About JCF Freeport North JCF Freeport North Holdings, LLC and JCF Freeport North, LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04052 and 23-04055, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Freeport North Holdings, LLC listed $4,629 in assets and $5,545,831 in liabilities. JCF Freeport North, LLC listed $7,041,200 in assets and $5,878,439 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JCF HILTON: Seeks to Hire Tortola Advisors, Appoint CRO ------------------------------------------------------- JCF Hilton Head Holdings LLC and JCF Hilton Head LLC seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Steve Curnutte as chief restructuring officer and Tortola Advisors, LLC as restructuring advisor. The firm will render these services: a. develop a pro forma cash flow analysis; b. develop a go-forward plan; c. analyze the Debtors' assets and determine whether each asset is necessary or useful to the Debtors' go-forward business plan, and to the extent any such assets are not useful or necessary, assist the Debtors in disposing of and monetizing the asset; d. authorize and execute the payment of expenses incurred by the Debtors in connection with the services to the extent authorized by the Debtors' budget; e. hire, discharge, manage, and control the Debtors' employees, staff, and professionals as Tortola determines necessary or advisable; f. develop, with the assistance of counsel, strategic planning to improve the financial oversight and process of the Debtors; g. negotiate, execute, and deliver any agreements, documents, or instruments on behalf of the Debtors which Tortola and Mr. Curnutte deem necessary or advisable to perform services; h. negotiate and compromise claims by or against the Debtors; i. investigate and determine whether all revenues have been properly accounted for, and take all reasonable and necessary action to recover revenues that have been diverted from the Debtors or otherwise improperly applied or handled; and j. take all other actions deemed reasonable and necessary to perform the services and generally do, execute, and perform any other act, deed, matter, or thing that Tortola reasonably believes ought to be done, and executed. The firm will receive a retainer in the amount of of $250,000. Tortola and Mr. Curnutte will not be seeking payment of a monthly fee or an hourly rate during the pendency of Debtors' cases. Instead, the Debtors and the Lending Group agreed to pay Tortola a completion fee of $750,000 upon the: (i) confirmation of a plan of reorganization; (ii) sale, refinance, or substantive resolution of the Debtors' secured debt; or (iii) Debtors' receipt of funds sufficient to effectuate a reorganization other than through a confirmed plan. Steve Curnutte, a member of Tortola Advisors, LLC, disclosed in court filings that he and the firm are "disinterested persons" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Steve Curnutte TORTOLA ADVISORS, LLC 2216 Abbott Martin Road, Suite 220 Nashville, TN 37215 Telephone: (615) 916-5296 E-mail: stevec@tortolaadvisors.com About JCF Hilton Head JCF Hilton Head Holdings LLC and JCF Hilton Head LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04053 and 23-04056, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Hilton Head Holdings LLC listed $2,031 in assets and $10,775,349 in liabilities. JCF Hilton Head LLC listed $6,200,000 in assets and $4,861,282 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JCF HILTON: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel ---------------------------------------------------------------- JCF Hilton Head Holdings LLC and JCF Hilton Head LLC seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Dunham Hildebrand, PLLC as their legal counsel. The firm's services include: a. rendering legal advice with respect to the rights, powers and duties of the Debtors in the management of their property; b. investigating and, if necessary, instituting legal action on behalf of the Debtors to collect and recover assets of the estates of the Debtors; c. preparing all necessary pleadings, orders and reports with respect to this proceeding and to render all other necessary or proper legal services; d. assisting and counseling the Debtors in the preparation, presentation and confirmation of its disclosure statements and plans of reorganization; e. representing the Debtors as may be necessary to protect their interests; and f. performing all other legal services that may be necessary and appropriate in the general administration of the Debtors' estate. The firm will be paid at these rates: Attorneys $400 to $525 per hour Paralegals $175 to $225 per hour The firm received a retainer in the amount of $150,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. R. Alex Payne, Esq., a partner at Dunham Hildebrand, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: R. Alex Payne, Esq. DUNHAM HILDEBRAND, PLLC 2416 21st Avenue South, Suite 303 Nashville, Tennessee 37212 Phone: (629) 777-6529 Email: alex@dhnashville.com About JCF Hilton Head JCF Hilton Head Holdings LLC and JCF Hilton Head LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04053 and 23-04056, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Hilton Head Holdings LLC listed $2,031 in assets and $10,775,349 in liabilities. JCF Hilton Head LLC listed $6,200,000 in assets and $4,861,282 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JCF PANAMA: Seeks to Hire Tortola Advisors, Appoint CRO ------------------------------------------------------- JCF Panama Clara North Holdings, LLC and JCF Panama Clara North, LLC, seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Steve Curnutte as chief restructuring officer and Tortola Advisors, LLC as restructuring advisor. The firm will render these services: a. develop a pro forma cash flow analysis; b. develop a go-forward plan; c. analyze the Debtors' assets and determine whether each asset is necessary or useful to the Debtors' go-forward business plan, and to the extent any such assets are not useful or necessary, assist the Debtors in disposing of and monetizing the asset; d. authorize and execute the payment of expenses incurred by the Debtors in connection with the services to the extent authorized by the Debtors' budget; e. hire, discharge, manage, and control the Debtors' employees, staff, and professionals as Tortola determines necessary or advisable; f. develop, with the assistance of counsel, strategic planning to improve the financial oversight and process of the Debtors; g. negotiate, execute, and deliver any agreements, documents, or instruments on behalf of the Debtors which Tortola and Mr. Curnutte deem necessary or advisable to perform services; h. negotiate and compromise claims by or against the Debtors; i. investigate and determine whether all revenues have been properly accounted for, and take all reasonable and necessary action to recover revenues that have been diverted from the Debtors or otherwise improperly applied or handled; and j. take all other actions deemed reasonable and necessary to perform the services and generally do, execute, and perform any other act, deed, matter, or thing that Tortola reasonably believes ought to be done, and executed. The firm will receive a retainer in the amount of of $250,000. Tortola and Mr. Curnutte will not be seeking payment of a monthly fee or an hourly rate during the pendency of Debtors' cases. Instead, the Debtors and the Lending Group agreed to pay Tortola a completion fee of $750,000 upon the: (i) confirmation of a plan of reorganization; (ii) sale, refinance, or substantive resolution of the Debtors' secured debt; or (iii) Debtors' receipt of funds sufficient to effectuate a reorganization other than through a confirmed plan. Steve Curnutte, a member of Tortola Advisors, LLC, disclosed in court filings that he and the firm are "disinterested persons" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Steve Curnutte TORTOLA ADVISORS, LLC 2216 Abbott Martin Road, Suite 220 Nashville, TN 37215 Telephone: (615) 916-5296 E-mail: stevec@tortolaadvisors.com About JCF Panama Clara North JCF Panama Clara North Holdings, LLC and JCF Panama Clara North, LLC, filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04054 and 23-04057, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Panama Clara North Holdings, LLC listed $2,384 in assets and $4,399,166 in liabilities. JCF Panama Clara North, LLC listed $2,516,850 in assets and $1,650,000 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JCF PANAMA: Seeks to Tap Dunham Hildebrand as Bankruptcy Counsel ---------------------------------------------------------------- JCF Panama Clara North Holdings, LLC and JCF Panama Clara North, LLC, seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Dunham Hildebrand, PLLC as their legal counsel. The firm's services include: a. rendering legal advice with respect to the rights, powers and duties of the Debtors in the management of their property; b. investigating and, if necessary, instituting legal action on behalf of the Debtors to collect and recover assets of the estates of the Debtors; c. preparing all necessary pleadings, orders and reports with respect to this proceeding and to render all other necessary or proper legal services; d. assisting and counseling the Debtors in the preparation, presentation and confirmation of its disclosure statements and plans of reorganization; e. representing the Debtors as may be necessary to protect their interests; and f. performing all other legal services that may be necessary and appropriate in the general administration of the Debtors' estate. The firm will be paid at these rates: Attorneys $400 to $525 per hour Paralegals $175 to $225 per hour The firm received a retainer in the amount of $150,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. R. Alex Payne, Esq., a partner at Dunham Hildebrand, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: R. Alex Payne, Esq. DUNHAM HILDEBRAND, PLLC 2416 21st Avenue South, Suite 303 Nashville, Tennessee 37212 Phone: (629) 777-6529 Email: alex@dhnashville.com About JCF Panama Clara North JCF Panama Clara North Holdings, LLC and JCF Panama Clara North, LLC, filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Cases No. 23-04054 and 23-04057, respectively) on Nov. 2, 2023. The petitions were signed by Steve Curnutte chief restructuring officer. JCF Panama Clara North Holdings, LLC listed $2,384 in assets and $4,399,166 in liabilities. JCF Panama Clara North, LLC listed $2,516,850 in assets and $1,650,000 in liabilities. Judge Charles M Walker oversees the cases. R. Alex Payne, Esq. at Dunham Hildebrand, PLLC represents the Debtors as counsel. JRGC LLC: Seeks to Hire Buddy D. Ford as Bankruptcy Counsel ----------------------------------------------------------- JRGC, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Buddy D. Ford, P.A. as its counsel. The Debtor requires legal counsel to: (a) analyze the financial situation, and rendering advice and assistance to the Debtor in determining whether to file a petition under Title 11, United States Code; (b) give advice regarding the powers and duties of the Debtor in the continued operation of its business and management of the estate's property; (c) prepare and file schedules of assets and liabilities, statement of affairs, and other documents required by the court; (d) represent the Debtor at the Section 341 creditors' meeting; (e) advice the Debtor with respect to its powers and duties as Debtor and as Debtor-in-Possession in the continued operation of its business and management of its property; if appropriate; (f) advise the Debtor with respect to its responsibilities in complying with the United States Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (g) prepare legal papers; (h) protect the interest of the Debtor in all matters pending before the court; (i) represent the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan; and (j) perform all other necessary legal services for the Debtor. The firm will be paid at these rates: Buddy D. Ford, Esq. $450 per hour Senior Associate Attorneys $400 per hour Junior Associate Attorneys $350 per hour Senior Paralegal Services $150 per hour Junior Paralegal Services $100 per hour In addition, the firm will seek reimbursement for expenses incurred. Prior to the commencement of its Chapter 11 case, the Debtor paid the firm an advance fee of $22,000. Buddy Ford, Esq., disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Buddy D. Ford, Esq. Jonathan A. Semach, Esq. Heather M. Reel, Esq. Buddy D. Ford, P.A. 9301 West Hillsborough Avenue Tampa, FL 33615-3008 Telephone: (813) 877-4669 Email: Buddy@tampaesq.com Jonathan@tampaesq.com Heather@tampaesq.com About JRGC, LLC JRGC, LLC owns multiple properties having an aggregate value of $18.3 million. JRGC, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04975) on Nov. 2, 2023. The petition was signed by Jordan Ruben as managing member. At the time of filing, the Debtor estimated $18,300,202 in assets and $9,714,612 in liabilities. Buddy D Ford, Esq. at Buddy D. Ford, P.A. represents the Debtor as counsel. KIDDE-FENWAL INC: Wants Foam Claims Insurance Coverage ------------------------------------------------------ Bankrupt fire-suppression company Kidde-Fenwal Inc. is asking a Delaware bankruptcy judge to find that its insurers owe it a defense in the thousands of underlying suits it is facing over so-called forever chemicals, arguing that the claims qualify for coverage. Kidde-Fenwal commenced Adversary Proceeding No. 23-50758 seeking, inter alia, damages against insurers for breach of their contractual duty to defend the Debtor against the AFFF claims. KFI has been named as a defendant in thousands of underlying product liability actions arising out of the alleged historic design, manufacture, sale, and distribution of the product aqueous film-forming foam, or AFFF (the "AFFF Claims"). In pertinent part, the claimants in the AFFF Claims seek to hold KFI liable for bodily injury, personal injury, and/or property damage allegedly sustained as a result of exposure to or use of AFFF. KFI disputes liability for the AFFF Claims, which are alleged to arise from the historic manufacture of AFFF products in Pennsylvania by the National Foam Business,which KFI owned and operated from 2007 to 2013. Given KFI's financial situation and the potential for liability associated with the AFFF Claims that could exhaust KFI's ability to pay, on May 14, 2023, KFI filed in this Court a voluntary petition for relief under chapter 11 of title 11 of the United States Code. KFI is an indirect, wholly owned subsidiary of Carrier Fire & Security Americas Corporation (f/k/a UTC Fire & Security Americas Corporation), which is in turn indirectly wholly owned by Carrier Global Corporation. KFI possesses rights under all insurance coverage provided by the primary, umbrella, and excess liability insurance policies issued to or covering the National Foam Business from its inception through 2013, when the National Foam Business was sold to a third party. Defendants ACE American Insurance Company; Admiral Insurance Company; Aetna Casualty & Surety Company; American Guarantee & Liability Insurance Company; Arch Insurance Company; Arch Reinsurance Ltd.; Arch Specialty Insurance Company; Atlanta International Insurance Company; California Union Insurance Company; Certain Underwriters at Lloyd's, London Subscribing to Policy No. UL73935; Chartis Insurance Company of Canada; Columbia Casualty Company; Continental Insurance Company; Employers Mutual Casualty Company; Endurance American Specialty Insurance Company; Evanston Insurance Company; Federal Insurance Company; First State Insurance Company; GEICO (Government Employees Insurance Company); Gibraltar Casualty Company; Great American Assurance Company; Great American Insurance Company of New York; Harbor Insurance Company; Hartford Financial Services Group, Inc.; Insurance Company of North America; Landmark American Insurance Company; Lexington Insurance Company; London Guarantee and Accident Company of New York; National Union Fire Insurance Company of Pittsburgh, Pa; Northbrook Excess and Surplus Insurance Company; Northbrook Insurance Company; Pacific Employers Insurance Company; Puritan Insurance Company; RSA Insurance Group Limited; Twin City Fire Insurance Company; United National Insurance Company; Zurich American Insurance Company; and ABC Insurance Companies 1–20 (collectively, "Insurers"), or their respective predecessors-in-interest, issued or subscribed to liability insurance policies issued to the National Foam Business and/or its corporate parents from the 1960s to 2013 (the "Policies"). Aetna Casualty & Surety Company, Hartford Financial Services Group, Inc., Insurance Company of North America, RSA Insurance Group Limited, and Zurich American Insurance Company issued or are the successors to insurance companies that issued primary insurance policies (the "Primary Policies") promising to defend and indemnify insured entities, including the National Foam Business, against potentially covered claims, including the AFFF Claims. Upon information and belief, other Insurers may also have issued primary insurance policies with a duty to defend. Plaintiff seeks declaratory relief against all Insurers and damages from the Primary Insurers arising out of the Insurers' failure to acknowledge or perform their contractual obligations to defend, pay, reimburse, and indemnify Plaintiff in connection with the AFFF Claims under the Policies. About Kidde-Fenwal Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures fire protection systems. It offers products such as fire control systems, explosion aircraft protection, laser-based smoke detection devices, electronic gas ignitions, and fire suppressions. Kidde-Fenwal markets its products to mining, manufacturing, education, and commercial sectors. Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the petition filed by its chief transformation officer, James Mesterharm, the Debtor reported assets between $100 million and $500 million and estimated liabilities between $1 billion and $10 billion. The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht & Tunnell, LLP as bankruptcy counsels; Covington & Burling, LLP as special insurance counsel; and Guggenheim Securities, LLC as investment banker. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the Debtor's Chapter 11 case tapped Brown Rudnick, LLP and Stutzman, Bromberg, Esserman & Plifka, A Professional Corporation as bankruptcy counsels; Gilbert, LLP and KTBS Law, LLP as special counsels; Province, LLC as financial advisor; and Houlihan Lokey Capital, Inc., as investment banker. KLX ENERGY: Reports Third Quarter 2023 Results ---------------------------------------------- KLX Energy Services Holdings, Inc. has released its financial results for the third quarter ended September 30, 2023. The financial and operational highlights for the quarter include: * Revenue of $221 million; * Net income of $8 million, net income margin of 3%, diluted earnings per share of $0.47; * Adjusted net income of $8 million and adjusted diluted earnings per share of $0.51; * Adjusted EBITDA of $37 million; * Adjusted EBITDA margin of 17%; * Cash balance of $90 million, increased $8 million sequentially and $49 million compared to Q3 2022; * Ended the quarter with $155 million of liquidity, consisting of $90 million of cash and $65 million of available borrowing capacity under the September 2023 asset-based revolving credit facility borrowing base certificate; * Ended the quarter with a total debt balance of $284 million and reduced net debt 4% sequentially, ending the quarter with a net debt balance of $194 million and a Last Twelve Months Net Leverage Ratio of 1.3x; * Successfully integrated Greene's and fully implemented $3 million in annual cost synergies; * Executed 12-month frac contract with leading operator base loading 2024 activity; and * Launched and commercialized latest generation downhole tools and products Total debt outstanding as of September 30, 2023 was $284.1 million. As of September 30, 2023, cash and cash equivalents totaled $90.4 million. Liquidity as of September 30, 2023 was $154.8 million, including availability of $64.4 million on the September 2023 ABL Facility borrowing base certificate. The senior secured notes bear interest at an annual rate of 11.5%, payable semi-annually in arrears on May 1st and November 1st. Accrued interest as of September 30, 2023 was $11.4 million for the senior secured notes and $0.1 million related to the ABL Facility. Net working capital as of September 30, 2023 was $85.4 million. Capital expenditures were $17.8 million during the third quarter of 2023. Capital spending during the third quarter was driven primarily by maintenance capital expenditures across our segments. As of September 30, 2023, the Company had $2.3 million of assets held for sale related to real property and equipment in the Rocky Mountains and Southwest segments. Full year capital expenditures guidance remains unchanged at $45 million to $55 million. Commenting on the results, Chris Baker, KLX President and Chief Executive Officer, stated, "We are very pleased with our third quarter results. Our teams did an exceptional job of managing costs, maintaining price and maximizing utilization as we managed forces outside of our control, specifically a volatile macro environment driven by continued commodity price volatility and rig count declines." "KLX operates in every major basin in the U.S., and we touch every part of the well cycle: drilling, completion and production services," added Baker. "Regionally, we delivered our strongest results in the Rockies during the third quarter, as we have a market-leading franchise in that basin. Additionally, our consolidated third quarter revenue outperformed the underlying 10% decline in rig count and our adjusted EBITDA margin exceeded our prior guidance range. We achieved these strong results by focusing on pricing discipline and cost controls to maximize margins, which ultimately translated into strong free cash flow generation." Baker continued, "Commodity prices remain highly supportive of underlying activity and are at levels which should drive incremental year-over-year activity as operators begin finalizing their drilling and completion programs for 2024. Moreover, we launched and commercialized numerous new proprietary products during the third quarter, including the PhantM Dissolvable Frac Plug and our patent-pending extended reach tool, Oracle SRT (Smart Reach Technology), which are rapidly gaining market acceptance. We believe these new products and our continued dedication to developing leading edge technology will be material differentiators for KLX in 2024 and beyond." "Looking ahead, we anticipate fourth quarter margins will hold up well despite weaker seasonal activity and operator budget exhaustion typical of the fourth quarter. As a result, we expect strong full year 2023 adjusted EBITDA between $140 million to $150 million. In summary, we are encouraged by our growth prospects and the market fundamentals for the U.S. onshore drilling, completion and production markets expected in 2024 and beyond," concluded Baker. A full-text copy of the Company's report, filed on Form 8-K with the Securities and Exchange Commission, is available at https://tinyurl.com/muzwejmn About KLX Energy KLX Energy Services Holdings, Inc. -- https://www.klxenergy.com/ -- is a provider of diversified oilfield services to leading onshore oil and natural gas exploration and production companies operating in both conventional and unconventional plays in all of the active major basins throughout the United States. The Company delivers mission critical oilfield services focused on drilling, completion, production, and intervention activities for technically demanding wells from over 60 service and support facilities located throughout the United States. KLX's complementary suite of proprietary products and specialized services is supported by technically skilled personnel and a broad portfolio of innovative in-house manufacturing, repair and maintenance capabilities. As of September 30, 2023, KLX had $524.3 million in total assets against $476.5 million in total liabilities. * * * As reported by the TCR on March 30, 2023, S&P Global Ratings revised its outlook to positive from stable and affirmed its 'CCC+' issuer credit rating on KLX Energy Services Holdings LLC. The positive outlook reflects S&P's view that KLXE's credit measures will continue to improve over the next 12 months, based on higher demand and improved pricing for its products and services. LAURA CHRISTY: Case Summary & Three Unsecured Creditors ------------------------------------------------------- Debtor: Laura Christy Midtown LLC DBA Valbella Midtown 1133 Warburton Avenue, 505N Yonkers, NY 10701 Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court Southern District of New York Case No.: 23-22845 Judge: Hon. Sean H. Lane Debtor's Counsel: Anne Penachio, Esq. PENACHIO MALARA, LLP 245 Main Street, Suite 450 White Plains, NY 10601 Tel: 914-946-2889 Email: frank@pmlawllp.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by David Ghatanfard as president. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Z6QX6XI/Laura_Christy_Midtown_LLC__nysbke-23-22845__0001.0.pdf?mcid=tGE4TAMA LIGHTHOUSE IMMERSIVE: Gets U.S. Recognition for $4-Mil. Asset Bid ----------------------------------------------------------------- Rick Archer of Law360 reports that a Delaware bankruptcy judge Friday gave U.S. recognition to light show producer Lighthouse Immersive Inc.'s Canadian asset auction, which will start with a $4 million credit bid by its bankruptcy lender. About Lighthouse Immersive Lighthouse Immersive Inc. is a Canadian company behind the Immersive Van Gogh exhibition. Lighthouse's website says it operates in 21 cities in North America and has sold more than 7 million tickets to its exhibitions. With Lighthouse Immersive USA Inc. facing a confession of judgment in the amount of US$16.6 million, Lighthouse Immersive Inc. and its affiliates convened proceedings before the Superior Court of Justice (Commercial List) in Ontario, Canada in the proceeding captioned under Court File No. CV-23-00703509-00CL under Canada's Companies' Creditors Arrangement Act, R.S.C. 1985, c. C-36, as amended (the "CCAA"). An initial order was entered on July 27, 2023. Lighthouse Immersive Inc. sought relief under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11021) on July 28, 2023. Honorable Bankruptcy Judge Laurie Selber Silverstein handles the case. The Debtor is represented by: Derek C. Abbott, Esq. Morris, Nichols, Arsht & Tunnell Tel: 302-658-9200 E-mail: dabbott@mnat.com LOGIX HOLDING: $250MM Bank Debt Trades at 20% Discount ------------------------------------------------------ Participations in a syndicated loan under which Logix Holding Co LLC is a borrower were trading in the secondary market around 79.8 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $250 million facility is a Term loan that is scheduled to mature on December 22, 2024. The amount is fully drawn and outstanding. Logix Holding Company, LLC operates as a holding company. The Company, through its subsidiaries, provides wireline telecom services. Logix Holding serves customers in the United States. LONE WOLF: Unsecureds to Get $414 per Month for 60 Months --------------------------------------------------------- Lone Wolf Equipment Rental Inc., et al., filed with the U.S. Bankruptcy Court for the Southern District of Texas a Joint Plan of Reorganization dated November 6, 2023. The Debtors are commercial excavating equipment rental companies that lease excavation equipment to businesses in the Houston, Texas area. The Debtors originally began their operations in Utah under the entities Auto Bot Detail LLC and Machete Equipment Rentals, Inc. and relocated to Houston, Texas in 2023 operating under Debtors Lone Wolf Equipment Rental, Inc. and Blacklight Detail LLC. The Debtors are managed by Chrasaun D. Johnson. Due to unanticipated repair costs of the Debtors' equipment and attempts at stabilizing the Debtors' business in a new market, the Debtors sought bankruptcy relief in the United States Bankruptcy Court for the Southern District of Texas, Houston Division. Class 2 shall consist of Allowed Unsecured Priority Claims held by the Texas Comptroller of Public Accounts. In full satisfaction, commencing the first day of the calendar month following the Effective Day, the Reorganized Debtors shall pay 60 consecutive monthly payments in Cash of $206.73 to the Texas Comptroller of Public Accounts. Class 2 is impaired and entitled to vote on the Plan. In the event of any failure of the Reorganized Debtor(s) to timely make their required plan payments to Holders of General Unsecured Claims, which shall constitute an event of default under the plan as to these Claimants, the Claimants shall send a Notice of Default to the Reorganized Debtor(s). If Default is not cured within 30 days of the date of such notice, Holders of General Unsecured Claims may proceed to collect all amounts owed pursuant to state law without further recourse to the Bankruptcy Court. The Claimants are only required to send 2 Notices of Default, and upon the third event of default, the Claimants may proceed to collect all amounts owed under state law without further notice. Class 3 is impaired and entitled to vote on the Plan. The equity interest holders of this Plan shall retain their respective equity interests. The payments contemplated in this Plan shall be funded from income generated from continued operations of the Debtors. A full-text copy of the Joint Plan dated November 6, 2023 is available at https://urlcurt.com/u?l=e4eIi9 from PacerMonitor.com at no charge. Attorneys for Debtors: Susan Tran, Esq. Brendon Singh, Esq. TRAN SINGH LLP 2502 La Branch Street Houston, TX 77004 Tel: (832) 975-7300 Fax: (832) 975-7301 Email: bsingh@ts-llp.com About Lone Wolf Equipment Rental Lone Wolf Equipment Rental Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-33015) on August 7, 2023. In the petition signed by Chrasaun D Johnson, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Jeffrey P. Norman oversees the case. Susan Tran Adams, Esq., at TRAN SINGH, LLP, is the Debtor's legal counsel. LONG ISLAND CITY: Taps Berger Fischoff as Special Counsel --------------------------------------------------------- Long Island City Developers Group, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Berger, Fischoff, Shumer, Wexler & Goodman, LLP as its special real estate counsel. The firm will be advising the Debtor with respect to real estate issues that are likely to arise during this case, and will be drafting and/or reviewing any necessary transactional documents. The firm will be paid the the rates: Partners $550 per hour Associates $400 per hour Paraprofessionals $185 per hour As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew S. Nachamie, Esq. Berger, Fischoff, Shumer, Wexler & Goodman, LLP 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Telephone: (516) 747-1136 Facsimile: (516) 747-0382 Email: anachamie@bfslawfirm.com About Long Island City Developers Group Long Island City Developers Group, LLC is a New York-based company primarily engaged in renting and leasing real estate properties. It owns a 10,000-square-foot commercial building located at 38-24 32nd St., Long Island City, N.Y. Long Island City Developers Group filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-41272) on May 10, 2021, listing as much as $10 million in both assets and liabilities. Joseph Torres, manager, signed the petition. Judge Jil Mazer-Marino oversees the case. Morrison Tenenbaum, PLLC serves as the Debtor's legal counsel. LORDSTOWN MOTORS: Seeks to Tap Womble Bond Dickinson as Co-Counsel ------------------------------------------------------------------ Lordstown Motors Corp. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Womble Bond Dickinson (US) LLP as their co-counsel. The firm's services include: a. advising the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and properties; b. attending meetings and negotiating with representatives of creditors, interest holders, and other parties in interest; c. analyzing proofs of claim filed against the Debtors and potential objections to such claims; d. analyzing executory contracts and unexpired leases and potential assumptions, assignments, or rejections of such contracts and leases; e. taking all necessary action to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the estates; f. preparing motions, applications, answers, orders, reports, and papers necessary to the administration of the Debtors' estates; g. taking necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a plan of reorganization; h. advising the Debtors in connection with any potential sale of assets or stock and taking necessary action to guide the Debtors through such potential sale; i. appearing before this Court or any Appellate Courts and protecting the interests of the Debtors' estates before those Courts and the United States Trustee for the District of Delaware; j. advising on corporate, litigation, environmental, finance, tax, employee benefits, and other legal matters; and k. performing all other necessary legal services for the Debtors in connection with the Chapter 11 Cases. The firm will be paid at these rates: Partner $325 to $1,460 per hour Of Counsel $430 to $930 per hour Associate $325 to $705 per hour Senior Counsel $125 to $895 per hour Counsel $125 to $835 per hour Paralegal $105 to $565 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. Donald Detweiler, Esq., a partner at Womble Bond Dickinson (US), disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Donald J. Detweiler, Esq. Morgan L. Patterson, Esq. WOMBLE BOND DICKINSON (US) LLP 1313 North Market Street, Suite 1200 Wilmington, DE 19801 Tel: (302) 252-4320 Fax: (302) 252-4330 Email: don.detweiler@wbd-us.com morgan.patterson@wbd-us.com About Lordstown Motors Corp. Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an electric vehicle OEM developing innovative light duty commercial fleet vehicles, with the Endurance all electric pickup truck as its first vehicle. It has engineering, research and development facilities in Farmington Hills, Mich. and Irvine, Calif. On June 27, 2023, Lordstown Motors Corp. and two affiliated debtors filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The cases are pending before Judge Mary F. Walrath. The Debtors tapped White & Case, LLP and Richards, Layton & Finger, P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special counsel; Jefferies, LLC as investment banker; KPMG, LLP as auditor; and Silverman Consulting as restructuring advisor. Kurtzman Carson Consultants, LLC is the Debtors' claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Troutman Pepper Hamilton Sanders, LLP, as legal counsel, Morris James LLP as Delaware counsel, and Huron Consulting Group Inc. as financial advisor. LOUISIANA-PACIFIC: S&P Alters Outlook to Pos., Affirms 'BB+' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on Nashville, Tenn.-based Louisiana-Pacific Corp. (LPX) to positive from stable and affirmed our 'BB+' issuer credit rating. S&P said, "At the same time, we affirmed our 'BB+' issue-level rating on the company's $350 million unsecured notes due in 2029. The recovery rating is '3'. "The positive outlook reflects the possibility of an upgrade over the next 12-24 months if we believe the company will sustain S&P Global Ratings-adjusted leverage beneath 3x, with free operating cash flow (FOCF) to debt above 5%. "We expect leverage to remain below 1x in 2023 and 2024 despite significant declines in EBITDA. We expect weak macroeconomic conditions for the company's primary end market of new residential construction and lower oriented strand board (OSB) prices to persist through 2024. As a result, we expect EBITDA to decline about 70% in 2023 from $1.397 billion in 2022. In 2024, we expect EBITDA to increase modestly about 3%-5% from 2023 but remain materially weaker than in 2021 and 2022. However, we expect leverage will remain below 1x as the company continues to maintain low debt balances and has ample liquidity to meet its near-term needs. "Louisiana-Pacific's conservative financial policy supports low leverage even during weaker macroeconomic performance and earnings volatility. For example, in 2019 the company's EBITDA declined as low as $215 million, a 68% decline from the year prior. Despite that, leverage only increased to 1.4x, well below our downside trigger of above 4x. In addition, for the trailing 12 months ended Sept. 30, 2023, leverage was 0.9x despite a 43% decline in revenues and an almost 76% decline in EBITDA for the same prior-year period. We believe these periods of weakness and the modest change in leverage demonstrate a financial policy that could support a higher rating. "Our assessment of LPX's competitive position is based on its large market share in OSB, large geographic footprint, expansion of its stable siding business, and somewhat lower-volatility structural products business, which somewhat offsets the wide swings in pricing and volatility inherent in OSB. Despite recent OSB capacity reductions, LPX is the No. 2 producer in North America by capacity. It benefits from its size and geographic location (close to its wood suppliers). Its products primarily serve the cyclical new residential construction end markets with some exposure to repair and remodeling spending through its siding business. Our view of LPX's competitive position considers these factors as well as the company's ongoing efforts to reduce earnings volatility by shrinking the commodity OSB share of its total business by expanding its siding and structural products businesses." The company recently completed the conversions of two OSB mills, which added approximately 520 million feet of siding capacity and removed approximately 670 million feet of OSB capacity. However, OSB still remains a significant generator of EBITDA and contributed about 45% of EBITDA versus 55% from siding (excluding South America and other) in the nine months ended in September 2023. OSB's wide price and volume swings results in corresponding movements in profitability. The company has a favorable cost profile, which has historically resulted in strong profit margins (over 25% EBITDA margins) during strong construction markets and tight industry OSB capacity. However, EBITDA margins are volatile with 2019 EBITDA margins of a little over 9% compared with about 28% in 2020, 43% in 2021, and 36% in 2023. This compares to our 16%-17% expectation for 2023. The positive outlook reflects the possibility of an upgrade over the next 12 months to 24 months if S&P believes Louisiana-Pacific will maintain conservative financial policies by committing to an investment-grade credit profile and sustain S&P Global Ratings-adjusted leverage beneath 3x, with FOCF to debt above 5%. Environmental factors are a moderately negative consideration in S&P's credit analysis of Louisiana-Pacific. Its business is subject to many environmental laws and regulations, particularly with respect to discharges of pollutants and other emissions on or into the land, water, and air; waste management of hazardous substances; and site remediation. LUMEN TECH: Secured Creditors Prep Up for Confidential Debt Talks ----------------------------------------------------------------- Reshmi Basu of Bloomberg News reports that some holders of Lumen Technologies Inc.'s secured debt have signed non-disclosure agreements to look at a restructuring proposal negotiated by creditors to the company's Level 3 Communications unit, according to people familiar with the matter. The Level 3 creditors -- advised by Davis Polk & Wardwell and Houlihan Lokey Inc. -- have been holding confidential talks with the company about a deal to provide fresh capital and debt maturity extensions. About Lumen Technologies 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: $5BB Bank Debt Trades at 32% Discount --------------------------------------------------------- Participations in a syndicated loan under which Lumen Technologies Inc is a borrower were trading in the secondary market around 67.9 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $5 billion facility is a Term loan that is scheduled to mature on March 15, 2027. About $3.90 billion of the loan is withdrawn and outstanding. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. M AND J HOME: Steven Weiss Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 1 appointed Steven Weiss, Esq., at Shatz, Schwartz and Fentin, P.C., as Subchapter V trustee for M AND J Home Improvement, Inc. Mr. Weiss will be paid an hourly fee of $515 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Weiss declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Steven Weiss, Esq. Shatz, Schwartz and Fentin, P.C. 1441 Main Street, Suite 1100 Springfield, MA 01103 Phone: (413) 737-1131 Email: sweiss@ssfpc.com About M AND J Home M AND J Home Improvement, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 23-40874) on Oct. 20, 2023, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. David Madoff, Esq., a partner at Madoff & Khoury, LLP, has been appointed as Subchapter V trustee. Judge Elizabeth D. Katz oversees the case. Christopher L. Murray, Esq., at Murray Law Firm, P.C. represents the Debtor as bankruptcy counsel. MDMH PARTNERS: Unsecured Creditors to be Paid in Full ----------------------------------------------------- MDMH Partners, LLC, submitted a Plan and a Disclosure Statement, dated Oct. 25, 2023. General unsecured creditors are classified in Class 2 and will receive a 100% dividend of their allowed claims together with post-confirmation interest to be paid on the latter of the Effective Date or concurrent with the sale of the Property. This is a single asset real estate case commenced on July 27, 2023. The Debtor is the owner of 103, 104, 109 and 110 Sporleder Court, Los Gatos, CA (formerly identified as 105 Newell Avenue, Los Gatos, CA 95032 ("Property" hereinafter). Debtor purchased the Property from Tango Papa Development on March 3, 2022. Tango Papa Development Company carried back a loan in the original amount of $3,900,000. In Jan. 2023 the parties negotiated an extension of the note with a $926,000 principal reduction. However, Tango Papa Development backed out of the extension deal and proceeded with its non‐judicial foreclosure process. The bankruptcy was filed to stay the sale. Pre‐petition ZME Investors Two (Buyer) and Debtor executed a contract ("ZME Agreement") wherein ZME Investors would purchase the Property for $6,000,000. The Buyer made a $3,000,000 pass through as good faith deposit upon execution of an Amendment to the contract. The Closing date is 45 days after the Buyer delivers the Approval Notice (approval of due diligence) to the Seller. Under the Plan, Class 2 consists of General unsecured class. Creditor will be paid in full together with interest at 5.45% per annum, the latter of the Effective Date or on close of escrow of the sale of the Property. Class 2 is impaired. Payments and distributions under the Plan will be funded by sale of the Property to ZME within 45 days from the removal of the due diligence contingency (as set forth above, the due diligence contingency is to be removed within 15 days of the latter of Town of Los Gatos Public Works approval and issuance of permits for the onsite and offsite improvements or the Town of Los Gatos approval of four separate working drawings for the construction of the single family homes on the Property. The hearing at which the Court will determine whether to approve this Disclosure Statement will take place on Nov. 30. 2023 at 10:00 AM in Courtroom 11, at the United States Bankruptcy Court, Northern District of California, San Jose Division at 280 So. First St., San Jose, CA 95113. Objections to this Disclosure Statement must be filed with the Court and served upon the Debtor, the Debtor's counsel, the Office of the United States Trustee, and all parties requesting special notice by Nov. 23, 2023. A copy of the Disclosure Statement dated October 25, 2023, is available at https://tinyurl.ph/wBqiF from PacerMonitor.com. About MDMH Partners MDMH Partners is a Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the owner of real property located at 105 Newell Ave, Los Gatos, CA valued at $6.95 million. MDMH Partners, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-50817) on July 27, 2023. The petition was signed by Dan Shaw as manager. At the time of filing, the Debtor estimated $6,950,287 in assets and $4,668,912 in liabilities. Judge M. Elaine Hammond oversees the case. Lars Fuller, Esq., at The Fuller Law Firm, P.C., is the Debtor's counsel. MERIDIAN RESTAURANTS: Gets OK to Sell Restaurants for $125,000 -------------------------------------------------------------- Meridian Restaurants Unlimited, L.C. and NDM Restaurants, L.C. received approval from the U.S. Bankruptcy Court for the District of Utah to sell three of their remaining restaurants. The companies are selling their restaurants identified in court filings as restaurant numbers 4167, 8196, and 10203 to Michael Knoop for $125,000. The restaurants are being sold "free and clear" of liens, claims, rights, encumbrances, and other interests. As part of the sale, the companies will assume contracts related to the operation of the restaurants and assign them to the buyer who agreed to assume certain liabilities of the companies, including 2023 real estate taxes. As of Oct. 16, the companies have 21 remaining restaurants, including the three restaurants Mr. Knoop is acquiring. About Meridian Restaurants Unlimited Meridian Restaurants Unlimited, LC, owner and operator of restaurants in Utah, and its affiliates filed Chapter 11 petitions (Bankr. D. Utah Lead Case No. 23-20731) on March 2, 2023. At the time of the filing, Meridian Restaurants Unlimited reported $10 million to $50 million in both assets and liabilities. Judge Kevin R. Anderson oversees the cases. The Debtors tapped Markus Williams Young & Hunsicker, LLC, as bankruptcy counsel; Ray Quinney & Nebeker P.C. as local and litigation counsel; Peak Franchise Capital, LLC as financial advisor; Hilco Corporate Finance, LLC as investment banker; and Keen-Summit Capital Partners, LLC as real estate advisor. BMC Group, Inc. is the noticing agent. The U.S. Trustee for Region 19 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Foley & Lardner, LLP. METROPOLITAN BREWING: Hires Goldstein & McClintock as Attorney -------------------------------------------------------------- Metropolitan Brewing, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ Goldstein & McClintock, LLLP as its attorneys. The Debtor requires legal counsel to: (a) give advice with respect to the powers and duties of the Debtor in the continued management and operation of its business; (b) attend meetings and negotiate with representatives of creditors and other parties involved in the Debtor's Chapter 11 case; (c) take all necessary action to protect and preserve the Debtor's estate; (d) prepare legal papers; (e) take any necessary action on behalf of the Debtor to obtain approval of a disclosure statement and confirmation of the Debtor's plan of reorganization; (f) represent the Debtor in connection with obtaining use of cash collateral and post-petition financing (to the extent necessary); (g) advise the Debtor in connection with any potential sale of assets; (h) appear before the bankruptcy court, any appellate courts, and the U.S. trustee; and (i) perform all other necessary legal services to the Debtor in connection with the Chapter 11 case. The hourly rates of the firm's attorneys and staff are as follows: Matthew E. McClintock, Partner $575 Jeffrey C. Dan, Partner $575 Senior Partners $365 - $865 Legal Assistants and Law Clerks $170 - $235 In addition, the firm will seek reimbursement for expenses incurred. Matthew McClintock, Esq., a partner at Goldstein & McClintock, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew E. McClintock, Esq. Jeffrey C. Dan, Esq. GOLDSTEIN & MCCLINTOCK LLLP 111 W. Washington Street, Suite 1221 Chicago, IL 60602 Telephone: (312) 337-7700 Facsimile: (312) 277-2310 Email: mattm@goldmclaw.com jeffd@goldmclaw.com About Metropolitan Brewing, LLC Metropolitan Brewing, LLC is a manufacturer of German-style beers in Chicago, Illinois. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-13209) on October 3, 2023. In the petition signed by Tracy Hurst, authorized representative, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Deborah L. Thorne oversees the case. Matthew E. McClintock, Esq., at Goldstein & McClintock LLP, represents the Debtor as legal counsel. MICROVISION INC: Incurs $23.5 Million Net Loss in Third Quarter --------------------------------------------------------------- MicroVision, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $23.47 million on $1.05 million of revenue for the three months ended Sept. 30, 2023, compared to a net loss of $12.85 million on $0 of revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $63.10 million on $2.16 million of revenue compared to a net loss of $39.62 million on $664,000 of revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $135.95 million in total assets, $37.69 million in total liabilities, and $98.26 million in total shareholders' equity. MicroVision stated, "The likelihood of our success must be considered in light of the expenses, difficulties and delays frequently encountered by companies formed to develop and commercialize new technologies. In particular, our operations to date have focused primarily on research and development of our LBS technology system, including products built around that technology such as our automotive lidar sensor, and development of demonstration units. We are unable to accurately estimate future revenues and operating expenses based upon historical performance. "We cannot be certain that we will succeed in obtaining additional development revenue or commercializing our technology or products. In light of these factors, we expect to continue to incur significant losses and negative cash flow at least through 2023 and likely thereafter. There is significant risk that we will not achieve positive cash flow at any time in the future." Management Commentary "We closed the third quarter having made further significant progress toward our 2023 milestones, in particular our automotive design win goal, with a focus on programs involving high-volume passenger vehicles and commercial vehicles. Our advanced negotiations with multiple potential customers, centered on RFIs and RFQs for North American and EU markets, have been accelerated due to our product maturity and existing manufacturing capabilities," said Sumit Sharma, MicroVision's chief executive officer. "Also, supporting our diversified lidar and software product portfolio, during the third quarter we secured a path to add to our existing inventory of MOVIA sensors to promote the expansion of our direct sales pipeline." "We are adjusting our 2023 revenue guidance to a range of $6.5 - 8.0 million as some customers have pushed out their demand due to the challenging macroeconomic environment and other headwinds. As demonstrated in the third quarter, our MOSAIK software suite has delivered excellent margins, but demand for this product has moved into next year," continued Sharma. "We've made tremendous progress this year toward securing customer wins in the near term and we remain enthusiastic about MicroVision's future." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/65770/000149315223040075/form10-q.htm About Microvision Microvision, Inc. -- @ www.microvision.com -- is a global developer of lidar hardware and software solutions focused primarily on automotive lidar and advanced driver-assistance systems (ADAS) markets where the Company can deliver safe mobility at the speed of life. The Company develops a suite of light detection and ranging, or lidar, sensors and perception and validation software to the automotive market for ADAS and autonomous vehicle (AV) applications, as well as to complementary markets for non-automotive applications including industrial, robotics and smart infrastructure. MicroVision reported a net loss of $53.09 million in 2022, a net loss of $43.20 million in 2021, a net loss of $13.63 million in 2020, a net loss of $26.48 million in 2019, and a net loss of $27.25 million in 2018. MINIM INC: Incurs $4.1 Million Net Loss in First Quarter -------------------------------------------------------- Minim, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.07 million on $10.75 million of net sales for the three months ended March 31, 2023, compared to a net loss of $2.54 million on $13.30 million of net sales for the three months ended March 31, 2022. As of March 31, 2023, the Company had $28.95 million in total assets, $16.55 million in total liabilities, and $12.40 million in total stockholders' equity. Minim said, "The Company's operations have historically been financed through the issuance of common stock and borrowings. Since inception, the Company has incurred significant losses and negative cash flows from operations. During the three months ended March 31, 2023, the Company incurred a net loss of $4.0 million and had positive cash flows from operating activities of $1.3 million. As of March 31, 2023, the Company had an accumulated deficit of $78.9 million and cash and cash equivalents of $0.8 million. The Company implemented cost reduction plans to align its cost structure to its sales and increase its liquidity. The Company will continue to monitor its cost in relation to its sales and adjust its cost structure accordingly. The Company's financial position and operating results raise substantial doubt about the Company's ability to continue as a going concern. The Company believes it does not have sufficient resources through its cash and cash equivalents, other working capital and borrowings under its SVB line-of-credit, to continue as a going concern through at least one year from the issuance of these financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001467761/000149315223040237/form10-q.htm About Minim Inc. Minim was founded in 1977 as a networking company and now delivers intelligent software to protect and improve the WiFi connections. Headquartered in Manchester, New Hampshire, Minim holds the exclusive global license to design, manufacture, and sell consumer networking products under the Motorola brand. The Company designs and manufactures products including cable modems, cable modem/routers, mobile broadband modems, wireless routers, Multimedia over Coax adapters and mesh home networking devices. On Aug. 17, 2023, Minim received a letter from The Nasdaq Stock Market LLC stating that, because the Company has not filed its Form 10-Q for the period ended June 30, 2023 with the Securities and Exchange Commission, the Company is not in compliance with Nasdaq's rules for continued listing under Nasdaq Listing Rule 5250. Rule 5250 requires, in part, that listed companies timely file all required periodic financial reports with the Commission. The non-compliance resulted from the Company's inability to timely appoint an audit committee to review the financial statements required to be included in its Form 10-Q for the period ended June 30, 2023 and the Company's Form 10-Q for the period ended March 31, 2023. Minim reported a net loss of $15.55 million in 2022 following a net loss of $2.20 million in 2021. Boston, Massachusetts-based RSM US LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 31, 2023, citing that Company has suffered recurring losses and negative cash flows from operations and will need additional funding within the next twelve months. This raises substantial doubt about the Company's ability to continue as a going concern. NATIONAL PAVER: Gina Klump Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 17 appointed Gina Klump, Esq., at the Law Office of Gina R. Klump, as Subchapter V trustee for National Paver Systems, Inc. Ms. Klump will be paid an hourly fee of $480 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Klump declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gina Klump, Esq. Law Office of Gina R. Klump 11 5th Street, Suite 102 Petaluma, CA 94952 Phone: (707) 778-0111 Email: gklump@klumplaw.net About National Paver Systems National Paver Systems, Inc. filed Chapter 11 petition (Bankr. N.D. Calif. Case No. 23-41339) on Oct. 16, 2023, with $500,001 to $1 million in both assets and liabilities. Judge Charles Novack oversees the case. Lars T. Fuller, Esq., at The Fuller Law Firm represents the Debtor as bankruptcy counsel. NATIONAL REALTY: Trustee Wants to Clawback $36M from Media Exec --------------------------------------------------------------- Alex Wittenberg of Law360 reports that the liquidation trustee for National Realty Investment Advisors is seeking to recoup $36.5 million that the real estate investment fund allegedly paid a "one-man" marketing firm starting in 2016, telling a New Jersey bankruptcy court the disbursals were made at the height of the debtor's purported Ponzi scheme. About National Realty Investment National Realty Investment Advisors, LLC, is a luxury-homes developer based in Secaucus, N.J. National Realty Investment Advisors and 102 affiliates, including NRIA Partners Portfolio Fund I, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 22-14539) on June 7, 2022. In the petition filed by its independent manager, Brian Casey, National Realty Investment Advisors listed up to $50,000 in both assets and debt. NRI Partners Portfolio listed assets between $50 million and $100 million and liabilities between $500 million and $1 billion. Judge John K. Sherwood oversees the cases. S. Jason Teele, Esq., at Sills Cummis & Gross P.C., is the Debtors' counsel. Omni Agent Solutions is the claims and noticing agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors on June 30, 2022. The committee is represented by Ice Miller, LLP. NEUBASE THERAPEUTICS: Incurs $1.8 Million Net Loss in Third Quarter ------------------------------------------------------------------- Neubase Therapeutics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.82 million for the three months ended Sept. 30, 2023, compared to a net loss of $7.63 million for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $9.36 million compared to a net loss of $26.05 million for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $18.62 million in total assets, $9.48 million in total liabilities, and $9.14 million in total stockholders' equity. The Company has had no revenues from product sales and has incurred operating losses since inception. As of Sept. 30, 2023, the Company had $12.6 million in cash and cash equivalents, and during the nine months ended Sept. 30, 2023, incurred a loss from operations of $10.7 million and used $9.1 million of cash in operating activities. Neubase said, "The Company expects to continue to incur substantial operating losses and negative cash flows from operations for the foreseeable future and may never become profitable. Accordingly, there are material risks and uncertainties that raised substantial doubt about the Company's ability to continue as a going concern. In August 2023...the Board approved a plan to halt further development of the Company's programs and to conduct a comprehensive exploration of strategic alternatives focused on maximizing shareholder value. This restructuring plan is expected to reduce operating expenses and extend the Company's cash runway into the fourth quarter of calendar year 2025 based on current operating plans and estimates. Management believes it is probable that the restructuring plan will be effectively implemented within the next twelve months and that the restructuring plan, when implemented, will mitigate the conditions that gave rise to substantial doubt about the Company's ability to continue as a going concern. Because the Company has sufficient resources on hand to fund operations through at least the next twelve months from the date these consolidated financial statements were available to be issued, the substantial doubt has been alleviated. There can be no assurance that the Company will be successful in acquiring additional funding, that the Company's projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1173281/000155837023018577/nbse-20230930x10q.htm About NeuBase Therapeutics NeuBase Therapeutics, Inc. -- www.neubasetherapeutics.com -- is a biotechnology company focused on significantly reducing the burden of untreatable morbidity and mortality across the globe caused by rare and common diseases. To achieve this goal, the Company has designed, built, and validated a new precision genetic medicines platform technology able to uniquely drug the double-stranded human genome and address disease at the root of causality without many of the limitations of early precision genetic medicine technologies. NeuBase reported a net loss of $33.78 million for the year ended Sept. 30, 2022, a net loss of $25.41 million for the year ended Sept. 30, 2021, a net loss of $17.38 million for the year ended Sept. 30, 2020, and a net loss of $26.13 million for the year ended Sept. 30, 2019. As of Sept. 30, 2021, the Company had $64.17 million in total assets, $10.10 million in total liabilities, and $54.07 million in total stockholders' equity. * * * This concludes the Troubled Company Reporter's coverage of NeuBase Therapeutics until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. NICNAT LLC: Case Summary & Three Unsecured Creditors ---------------------------------------------------- Debtor: Nicnat LLC 901 N. Raddant Rd. Batavia, IL 60510 Business Description: Nicnat is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: November 15, 2023 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 23-15379 Judge: Hon. Deborah L Thorne Debtor's Counsel: John F. Hiltz, Esq. HILTZ ZANZIG & HEILIGMAN LLC 53 West Jackson Suite 1301 Chicago, IL 60604 Email: jhiltz@hzhlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Pasquale Roppo as member. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/33BN7IY/Nicnat_LLC__ilnbke-23-15379__0001.0.pdf?mcid=tGE4TAMA NORRIS VENTURES: Unsecureds Owed $44K Unimpaired in Plan -------------------------------------------------------- Norris Ventures, LLC, submitted a Plan and a Disclosure Statement. The Debtor is the owner of real estate located at 173 Old Beaver Grade Road, Coraopolis, PA 15108. The Plan is to be implemented by the reorganized Debtor through future rental income of the Debtor from three tenants. Under the Plan, Class 5 General Unsecured Claims total $44,538. The Plan does not contemplate payment to general unsecured creditors as the only claim filed that could meet that criteria is the claim of Huntington Bank at POC number 6. The claim is however for a PPP loan made to a L&N Automotive and the loan documents do not clearly indicate that the Debtor is a guarantor of this particular loan. Class 5 is unimpaired. Counsel for the Debtor: Brian C. Thompson, Esq. THOMPSON LAW GROUP, P.C. 125 Warrendale-Bayne Road, Suite 200 Warrendale, Pennsylvania 15086 Telephone: (724) 799-8404 Facsimile: (724) 799-8409 E-mail: bthompson@thompsonattorney.com A copy of the Disclosure Statement dated October 25, 2023, is available at https://tinyurl.ph/UXIPi from PacerMonitor.com. About Norris Ventures Norris Ventures, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-20939) on April 28, 2023. The petition was signed by Patrick M. Norris, as owner and operator. At the time of filing, the Debtor estimated up to $50,000 in assets and $500,001 to $1 million in liabilities. Brian C. Thompson, Esq. at Thompson Law Group, P.C., is the Debtor's counsel. OILFIELD EQUIPMENT: Hires Cherry Peterson as Special Counsel ------------------------------------------------------------ Oilfield Equipment Rental, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Cherry, Peterson, Albert, LLC as special counsel. The Debtor needs the firm's legal assistance in connection with the lawsuit styled Permian International Energy Services, LLC v. Oilfield Equipment Rental, LLC, Completion Resources, LLC and Nancy Fuller, Case No. CV58714, pending in the 142nd Judicial District of Midland County, Texas. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm received from the Debtor a retainer of $26,752.86. Craig A. Albert, a partner at Cherry, Peterson, Albert, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Craig A. Albert, Esq. Cherry, Peterson, Albert, LLC 8333 Douglas Ave, Suite 700 Dallas, TX 75225 Tel: (214) 265-7007 About Oilfield Equipment Rental, LLC Oilfield Equipment Rental, LLC conducts business under the name Rapid Flow Testing. The company is based in Midland, Texas. Oilfield Equipment Rental filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Texas Case No. 23-41325) on July 25, 2023, with $3,621,705 in assets and $2,081,715 in liabilities. Mark Weisbart, Esq., at Hayward, PLLC serves as Subchapter V trustee. Howard Marc Spector, Esq., at Spector & Cox, PLLC represents the Debtor as legal counsel. ORCHID MERGER: $400MM Bank Debt Trades at 35% Discount ------------------------------------------------------ Participations in a syndicated loan under which Orchid Merger Sub II LLC is a borrower were trading in the secondary market around 65.3 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $400 million facility is a Term loan that is scheduled to mature on July 27, 2027. About $352.8 million of the loan is withdrawn and outstanding. Orchid Merger Sub II LLC provides Technology services (IT services). OUTPUT SERVICES: $369MM Bank Debt Trades at 87% Discount -------------------------------------------------------- Participations in a syndicated loan under which Output Services Group Inc is a borrower were trading in the secondary market around 12.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $369 million facility is a Term loan that is scheduled to mature on June 27, 2026. The amount is fully drawn and outstanding. Output Services Group, Inc. offers printing services. PHILLIP HIMMELFARB: Seeks to Hire Leslie Cohen Law as Counsel ------------------------------------------------------------- Phillip Himmelfarb Testamentary Trust FBO J Bauer seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Leslie Cohen Law, PC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its rights and responsibilities under the U.S. Bankruptcy Code, the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules, and how the application of such provisions relates to the administration of the Debtor's estate; b. assisting the Debtor in the preparation of documents to be filed with the bankruptcy court or the Office of the U.S. Trustee; c. representing the Debtor, with respect to bankruptcy issues, in the context of its pending Chapter 11 case and representing the Debtor in contested matters; d. assisting in the negotiation, formulation and confirmation of a plan of reorganization; and e. rendering services for the purpose of pursuing, litigating or settling litigation. The firm's hourly rates are as follows: Leslie Cohen, Esq. $625 per hour J'aime Williams, Esq. $440 per hour Senior Contract Attorneys $350 per hour Paralegals $175 per hour Paraprofessionals $110 per hour Leslie Cohen Law received a total of $25,000 in pre-petition retainer funds, which was reduced pre-petition to $21,227. Leslie Cohen, Esq., president and sole shareholder of the firm, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Leslie A. Cohen, Esq. J'aime K. Williams Esq. Leslie Cohen Law, PC 506 Santa Monica Blvd., Suite 200 Santa Monica, CA 90401 Tel.: (310) 394-5900 Fax: (310) 394-9280 Email: leslie@lesliecohenlaw.com jaime@lesliecohenlaw.com About Phillip Himmelfarb Testamentary Trust FBO J Bauer Phillip Himmelfarb Testamentary Trust FBO J Bauer is Single Asset Real Estate (as defined in 11 U.S.C. Section 101(51B)). Phillip Himmelfarb Testamentary Trust FBO J Bauer filed its voluntary petition for relief under Chapter 11 of the Bankrutpcy Code (Bankr. C.D. Cal. Case No. 23-17022) on October 25, 2023. The petition was signed by Robert Bauer as trustee. At the time of filing, the Debtor estimated $1 million to $10 million and $10 million to $50 million in liabilities. Leslie A Cohen, Esq. at Leslie Cohen Law PC represents the Debtor as counsel. POLARIS OPERATING: Court OKs $3MM DIP Loan from Mesa Vista ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Polaris Operating, LLC and affiliates to obtain post-petition financing on an interim basis. The Debtors obtained postpetition financing on a superpriority basis consisting of a $3 million term loan facility from Mesa Vista Operating, LLC to be used to fund the working capital and liquidity needs of the Debtors and other uses as provided for in the DIP Credit Agreement. The DIP facility is due and payable through the earliest to occur of: (a) January 15, 2024 (provided that such date may be extended in writing by three months at the sole and absolute discretion of the DIP Lender), (b) The effective date of a plan of reorganization, (c) The date on which the DIP Obligations become due and payable pursuant to the DIP Loan Documents, whether by acceleration or otherwise, (e) The date of consummation of a sale of all or substantially all of the Debtors' assets under 11 U.S.C. section 363, (f) The date of conversion of any of the Chapter 11 Cases to a case under Chapter 7 of the Bankruptcy Code unless otherwise consented to in writing by the DIP Lender and (h) The date of dismissal or closing of any of the Chapter 11 Cases. The Debtors are required to comply with these milestones: 1. Obtain approval of Mesa Vista Operating, LLC as a Stalking Horse Bidder on November 21, 2023; 2. Obtain approval of bid protections and procedures in form and substance acceptable to the DIP Lender on November 21, 2023; 3. Submit bids on December 8, 2023; 4. Hold Auction on December 13, 2023; 5. Obtain entry of order approving sale of the Mesa Vista assets under 11 U.S.C. section 363 in form and substance acceptable to the DIP Lender on December 20, 2023; and 6. Close sale of the Mesa Vista assets and pay off all outstanding amounts under the DIP Facility in full in cash on January 15, 2023. On September 2, 2020, CCCB Energy Partners, LLC entered into a Loan Agreement with Vista Bank. Vista Bank agreed to lend CCCB up to $29 million pursuant to the Main Street Lending Program. As part of the Main Street Lending Program, Vista Bank's funding was contingent on its receipt of a Commitment Letter from the Federal Reserve Bank of Boston in which the Federal Reserve would purchase a participation interest in the principal amount of Vista Bank's loan in an amount equal to 95%. CCCB's obligations arc guaranteed by each of CCCB's direct and indirect subsidiaries that arc Debtors in addition to Michael L. Chistc and Christopher T. Czuppon. The Loan Agreement provides for a senior secured loan secured by a blanket all-asset lien. As of the Petition Date, CCCB and the Guarantors were indebted to the Prepetition Lender in the amount of not less than $30.2 million. As adequate protection, the Secured Lenders are granted valid, automatically perfected and enforceable additional adequate protection replacement liens in accordance with the priority of the applicable Secured Lenders' prepetition security interests and liens and subject to the Carve-Out and only in collateral of the same type as such Secured Lender has a valid prepetition lien. To the extent of any Diminution in Value, each Secured Lender, is granted valid, automatically perfected and enforceable additional adequate protection replacement liens, in accordance with the priority of the applicable Secured Lender's prepetition security interests and liens and subject to the Carve-Out and only in collateral of the same type as such Secured Lender has a valid prepetition lien. Subject to the Carve-Out, and to the extent of any Diminution in Value, the Secured Lenders are further granted an allowed superpriority administrative expense claim as provided and to the full extent allowed by 11 U.S.C. Sections 503(b) and 507(b), with priority over all administrative expense claims and unsecured claims against the Debtor and its estate, now existing or hereafter arising, of any kind or nature whatsoever. The events that constitute an "Event of Default" includes: (a) Failure to perform, in any respect, any of the terms, provisions, conditions, covenants, or obligations under the DIP Order or should anything described in the DIP Order as an "Event of Default" occur; (b) Failure to timely pay any DIP Lender expense or other DIP Obligation; (c) Granting or permitting to exist any lien on any DIP Collateral, other than the DIP Liens, Prepetition Liens, Adequate Protection Liens and Permitted Prior Senior Liens; (d) Failure to satisfy any of the milestones within two business days of its stated deadline. A copy of the order and the Debtor's budget is available at https://urlcurt.com/u?l=zm4jvU from PacerMonitor.com. The Debtor projects total expenses, on a weekly basis, as follows: $614,019 for the week ending January 5, 2024; $710,616 for the week ending January 12, 2024; $182,890 for the week ending January 19, 2024; and $513,602 for the week ending January 26, 2024, About Polaris Operating, LLC Polaris Operating, LLC and affiliates are privately held independent oil and gas companies focused on acquiring, optimizing and developing conventional oil and gas properties with re-development and new development opportunities. Their core area of operations is in the Texas Panhandle, specifically in Moore, Potter and Roberts counties, where they own and operate hundreds of shallow oil and gas wells with a significant amount infrastructure including gathering systems, power lines, disposal wells, workover rigs and water trucks. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-32810) on July 28, 2023. In the petition signed by Christopher Czuppon, chief executive officer, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. OKIN ADAMS BARTLETT CURRY LLP represents the Debtor as counsel. DONLIN, RECANO & COMPANY, INC. is the notice, claims and balloting agent. PREMIER MEDICAL: Hires Riverbend Special Situations as Evaluator ---------------------------------------------------------------- Premier Medical, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Brad Walker, LLC, d/b/a Riverbend Special Situations Group, as an independent evaluator of the sale of the acquired assets. The firm will render these services: (a) evaluate the Auction of the Acquired Assets to ensure it is fair and equitable; (b) evaluate and consider all bids received by Premier for the Acquired Assets to determine the highest and best offer received for the Acquired Assets; (c) ensure that the Prevailing Bidder selected by Premier at the Auction is the highest and best offer for the Acquired Assets; (d) provide testimony at the Sale Hearing to provide evidentiary support for the foregoing; and (e) conduct any other services may be appropriate and necessary in connection with the foregoing. The firm will be paid a flat fee in the amount of $12,000. As disclosed in the court filings. Brad Walker, LLC is a disinterested person as that term is defined in section 101(14) of the Bankruptcy Code, and does not hold any interest adverse to the Debtors or their estates. The firm can be reached through: Brad Walker Brad Walker, LLC d/b/a Riverbend Special Situations Group 12400 Coit Rd #900, Dallas, TX 75251, USA About Firstox and Premier Medical Firstox Laboratories, LLC and Premier Medical, Inc. filed Chapter 11 petitions (Bankr. N.D. Texas Lead Case No. 23-42095) on July 20, 2023. At the time of the filing, Firstox reported $50,000 to $100,000 in assets and $1 million to $10 million in liabilities while Premier Medical reported $10 million to $50 million in both assets and liabilities. Judge Edward L. Morris oversees the cases. The Debtors tapped Bonds Ellis Eppich Schafer Jones, LLP as legal counsel. PROPERTY MASTERSHIP: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Property Mastership Excel, LLC 5441 Country Club Parkway San Jose, CA 95138 Chapter 11 Petition Date: November 15, 2023 Court: United States Bankruptcy Court Northern District of California Case No.: 23-51330 Debtor's Counsel: Arasto Farsad, Esq. FARSAD LAW OFFICE, P.C. 1625 The Alameda, Suite 525 San Jose, CA 95126 Tel: 408-641-9966 Email: Farsadlaw1@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Michael Luu as managing member. 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/5YND3XA/Property_Mastership_Excel_LLC__canbke-23-51330__0001.0.pdf?mcid=tGE4TAMA PRUDENT AMERICAN: Hires Spector & Cox as Bankruptcy Counsel ----------------------------------------------------------- Prudent American Technologies, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Spector & Cox, PLLC as its counsel. The firm's services include: a. providing the Debtors with legal advice with respect to their powers and duties; b. preparing and pursuing confirmation of a Chapter 11 plan; c. preparing legal papers; d. appearing in court and protecting the interests of the Debtors; and e. performing all other legal services for the Debtors which may be necessary and proper in these Chapter 11 proceedings. The hourly rates charged by the firm's attorneys range from $350 to $395. Paralegals charge $115 per hour for their services. In addition, the firm will seek reimbursement for out-of-pocket expenses incurred. The firm holds $45,000 as a retainer. Howard Marc Spector, Esq., a partner at Spector & Cox, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Howard Marc Spector, Esq. Spector & Cox, PLLC 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (214) 365-5377 Fax: (214) 237-3380 Email: hspector@spectorcox.com About Prudent American Technologies Prudent American Technologies, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 23-41959) on Oct. 17, 2023. The petition was signed by Jay Rigby as interim president & CEO. At the time of filing, the Debtor estimated up to $50,000 in assets and $10 million to $50 million in liabilities. Howard Marc Spector, Esq. at Spector & Cox, PLLC represents the Debtor as counsel. QUEST SOFTWARE: $765MM Bank Debt Trades at 34% Discount ------------------------------------------------------- Participations in a syndicated loan under which Quest Software Inc is a borrower were trading in the secondary market around 66.2 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $765 million facility is a Term loan that is scheduled to mature on February 1, 2030. The amount is fully drawn and outstanding. Quest Software provides software solutions. The Company offers enterprise software that identities, users and data, streamlines IT operations, and hardens cyber security from the inside out. Quest Software serves customers in the United States. QUORUM HEALTH: $732MM Bank Debt Trades at 38% Discount ------------------------------------------------------ Participations in a syndicated loan under which Quorum Health Corp is a borrower were trading in the secondary market around 62.2 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $732.2 million facility is a Term loan that is scheduled to mature on April 29, 2025. About $616.5 million of the loan is withdrawn and outstanding. Quorum Health Corporation is an operator and manager of hospitals and outpatient services in non urban areas of the US. RADIOLOGY PARTNERS: $1.64BB Bank Debt Trades at 28% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Radiology Partners Inc is a borrower were trading in the secondary market around 71.9 cents-on-the-dollar during the week ended Friday, November 10, 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. REDEEMED CHRISTIAN: Plan Filing Deadline Extended to Jan. 31 ------------------------------------------------------------ Judge Lori S. Simpson has entered an order that the time for filing a Plan of Reorganization and Disclosure Statement of debtor Redeemed Christian Church River of Life is extended and fixed at no later than January 31, 2024. About Redeemed Christian Church of God The Redeemed Christian Church of God, River of Life, is a tax-exempt religious organization in Riverdale, Md. The Debtor filed its voluntary petition for Chapter 11 protection (Bankr. D. Md. Case No. 21-14554) on July 9, 2021, listing as much as $10 million in both assets and liabilities. This case has been consolidated with an older Chapter 11 case (Bankr. D. Md. Case No. 20-11902) filed by the Debtor on Feb. 13, 2020. Judge Thomas J. Catliota oversees the Debtor's bankruptcy case. John D. Burns, Esq., at The Burns Law Firm, LLC, serves as the Debtor's legal counsel. RESERVE TECH: Disposable Income to Fund Plan Payments ----------------------------------------------------- Reserve Tech Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Subchapter V Plan of Reorganization dated November 6, 2023. The Debtor is a digital marketing and lead generation business. Debtor was founded by two individuals, Wesley Eads and Thomas Cutting. Following Cutting's departure, the Debtor learned that Cutting had saddled the company with major debt obligations that were largely unnecessary. Moreover, Cutting began competing against the Debtor after his departure, resulting in significant reduction in revenue. Cutting filed a lawsuit against the Debtor in Orange County Superior Court, seeking damages of $1.68 million, for (i) breach of written contract; (ii) declaratory relief; and (iii) unfair business practices. IDI Interactive Data, LLC, a vendor, also filed suit against the Debtor seeking damages of $537,333.45. Former employees, Mattin Azad and Anoud Haddad, also threatened the Debtor with litigation regarding alleged unpaid commissions and employment law claims. Debtor does not have the financial resources to defend against these actions, and wishes to reorganize its debts in an orderly fashion through a subchapter V plan. The Projections show that the Debtor reasonably expects that over the next 60 months, beginning on the date that the first payment is due under the Plan, the Debtor will have Projected Disposable Income of approximately $678,000. The Projections also show that the Projected Disposable Income is not reasonably necessary for the payment of expenditures necessary for the continuation, preservation, or operation of the business of the Debtor. The Plan provides for quarterly payments to Creditors from Projected Disposable Income generated from the Debtor's business operations. Commencing on May 1, 2024 (three months after the Effective Date), a total of $56,500 will be paid as follows: $27,292 will be paid into the Class 1a Disputed Claims Reserve; $15,701 will be paid into the Class 1b Disputed Claims Reserve; and Class 1c will receive $13,508. These payments will be made every quarter for the next 11 quarters. Class 1a consists of Disputed General Unsecured Claim of Thomas Cutting. Cutting filed Claim No. 7 on October 17, 2023 in the amount of $1,875,000.00. Debtor disputes the amount of the Cutting Claim, and believes that the Cutting Claim is subject to subordination pursuant to Section 510(b) of the Bankruptcy Code, and thus, will be disallowed as a General Unsecured Claim in its entirety. Debtor disputes, and intends to file an objection to, the Cutting Claim. For purposes of Plan voting only, however, the Cutting Claim will be estimated at $1,740,000. Class 1b consists of Disputed General Unsecured Claims of Mattin Izad and Anoud Haddad. Mattin Izad and Anoud Haddad ("Employee Claimants") are husband and wife, and former employees of the Debtor. Izad filed Claim No. 1 on August 21, 2023 in the amount of $669,904.79. Haddad filed Claim No. 5 on September 25, 2023 in the amount of $331,104.42. Employee Claimants allege unpaid commissions and various violations of the California Labor Code. Debtor disputes, and intends to file objections to, the Employee Claims. For purposes of Plan voting only, however, the Employee Claims will be estimated at their filed amount of $669,904.79 and $331,104.42, respectively. Class 1c consists of Other General Unsecured Claims. Class 1c consists of all General Unsecured Claims filed on the claims docket for this Case as of the date of the filing of this Plan, other than the Cutting Claim and the Employee Claims. Beginning on the Payment Commencement Date and continuing thereafter on each Required Payment Date, the Debtor will pay to each Class 1c Holder of a General Unsecured Claim its pro rata share of the Projected Disposable Income. The Projected Disposable Income to be paid monthly is supported by the Debtor's Projections. Debtor does not dispute the Class 1c General Unsecured Claims and estimates that the Allowed Class 1c General Unsecured Claims will total approximately $861,198.58. Holders of Allowed Equity Securities is comprised of the individual shareholder, Wesley Eads, and the subordinated Cutting Claim. Except as expressly provided in the Plan and any Plan Supplement documents, the rights of the Holders of Equity Security Interests shall not be impaired. Until all Creditor Obligations have been funded, no dividends or distributions may be made to the Holders of Equity Security Interests. The Debtor shall make the Plan Payments and all other payments contemplated under the Plan. It is estimated that under the Plan, the Debtor will be required to pay approximately $75,891 on the Effective Date. Based on the Projections, the Debtor expects that it will have Cash sufficient to make the Plan Payments required to be made on the Effective Date. If the Court confirms the Plan pursuant to section 1191(b), Administrative Expense Claims shall be paid through the Plan from projected Disposable Income in accordance with section 1191(e). Administrative Expense Claims shall be paid in full before payment to any Class 1 claims. Since its formation, the Debtor has demonstrated the ability to generate positive cash flow and Disposable Income. Although Debtor's Monthly Operating Reports filed in this case reflect net negative cash flow, the Debtor is holding approximately $255,000 in cash on hand as of the filing of this Plan. As part of the Plan, the Debtor will retain all or substantially all of the Property of the Estate, continue to operate its business and generate Disposable Income. Over the Plan Term, the Debtor will use the Disposable Income to fund the Plan Payments. A full-text copy of the Subchapter V Plan dated November 6, 2023 is available at https://urlcurt.com/u?l=LLTLqa from PacerMonitor.com at no charge. Attorneys for the Debtor: Caroline R. Djang, Esq. BUCHALTER, A PROFESSIONAL CORPORATION 18400 Von Karman Avenue, Suite 800 Irvine, CA 92612-0514 Tel: (949) 760-1121 Email: cdjang@buchalter.com About Reserve Tech Reserve Tech Inc., doing business as AcquireCrowd, provides advertising, public relations, and related services. It is based in Newport Beach, Calif. Reserve Tech filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11603) on Aug. 7, 2023, with $1,280,293 in assets and $2,688,692 in liabilities. Wesley Eads, chief executive officer, signed the petition. Judge Scott C. Clarkson oversees the case. Caroline R. Djang, Esq., at Buchalter, is the Debtor's legal counsel. RESHAPE LIFESCIENCES: Incurs $3.5 Million Net Loss in Third Quarter ------------------------------------------------------------------- Reshape Lifesciences Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.53 million on $2.16 million of revenue for the three months ended Sept. 30, 2023, compared to a net loss of $12.19 million on $2.80 million of revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $9.69 million on $6.70 million of revenue compared to a net loss of $29.75 million on $8.13 million of revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $7.83 million in total assets, $4.74 million in total liabilities, and $3.08 million in total stockholders' equity. ReShape said, "The Company currently does not generate revenue sufficient to offset operating costs and anticipates such shortfalls to continue as the Company has modified its strategy to a metrics-driven approach through a sustainable and scalable business model, via a digital lead generation and re-engagement strategy. As of September 30, 2023, the Company had net working capital of approximately $2.9 million, primarily due to cash and cash equivalents and restricted cash of $1.5 million, and $2.2 million of accounts receivable. The Company has raised gross proceeds of $13.7 million between the public offerings that occurred on February 8, 2023, April 24, 2023 and October 3, 2023. Based on its available cash resources, the Company may not have sufficient cash on hand to fund its current operations for more than twelve months from the date of filing this Quarterly Report on Form 10-Q. This condition raises substantial doubt about the Company's ability to continue as a going concern." Management Commentary "While the growing popularity of GLP-1 prescriptions for weight loss treatment has put pressure on several markets, including bariatrics, we believe that GLP-1 adoption is expanding the medical weight loss market by vastly reducing the stigma that often occurs around obesity and medical intervention. This has helped increase the number of people seeking medical attention for this disease, especially by those who have avoided surgery in the past," stated Paul F. Hickey, president and chief executive officer of ReShape Lifesciences. "Given the growing body of evidence pointing to the fact Graphic that weight loss due to GLP-1 usage has limitations related to weight loss, co-morbidities, and accessibility, we believe that the market opportunity for the Lap-Band will increase. From a continuum of care perspective, individuals with obesity are likely potential candidates for bariatric surgery as the next viable anatomy preserving weight loss treatment. To help secure our positioning and considering the sales headwinds from GLP-1 drugs, we have taken bold measures to revamp the organization and achieve cost cuts totaling approximately $8.0 million, representing over 40% reduction in operating expenses for 2024, alone. The changes are bold, necessary, and indicative of our commitment to our first growth pillar, which were established in late 2022. In point of fact, with these 2024 reductions, the company's core operating expense reductions between 2022 and 2024 are estimated at $22 million, or 70%. These reductions will allow us to invest in our growth drivers and extend our cash runway. To that end, our lead generation program supported by AI marketing automation software is now proving to be cost effective for marketing outreach in markets with our Lap-Band surgeon advocates." Mr. Hickey continued, "There is much to look forward to as we move towards 2024 and we remain optimistic about the growth potential for the company. With that in mind, we are working to identify strategic merger and acquisition partnership alternatives to continue to scale ReShape. At the same time, we believe we are well positioned with our current U.S. Food and Drug Administration (FDA) approved Lap-Band system, which provides a minimally invasive, long-term treatment for obesity and is a safer surgical alternative to more invasive and extreme surgical procedures. Importantly, we filed a Premarket Approval (PMA) supplement application with the FDA in June for the next-generation Lap-Band 2.0 Flex and expect to receive approval from the FDA by year-end or early in 2024. We believe, based on surgeon feedback, that our Lap-Band 2.0 Flex will be a growth catalyst for the company's Lap-Band franchise, once approved. Also of note, in September we signed an exclusive agreement with Biorad to manufacture, commercialize and distribute the Obalon Gastric Balloon System in the Indian subcontinent. This royalty-bearing agreement represents the first step towards reintroducing our patent protected, non-surgical, minimally invasive, Obalon System to the global marketplace." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1427570/000155837023018344/rsls-20230930x10q.htm About ReShape Lifesciences ReShape Lifesciences Inc. (Obalon Therapeurtics, Inc.) is a weight loss and metabolic health-solutions company, offering an integrated portfolio of proven products and services that manage and treat obesity and metabolic disease. Reshape Lifesciences reported a net loss of $46.21 million for the year ended Dec. 31, 2022, compared to a net loss of $63.15 million for the year ended Dec. 31, 2021. As of March 31, 2023, the Company had $16.35 million in total assets, $8.59 million in total liabilities, and $7.76 million in total stockholders' equity. Irvine, California-based RSM US LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 17, 2023, citing that the Company has suffered recurring losses and negative cash flows. The Company currently does not generate revenue sufficient to offset operating costs and anticipates such shortfalls to continue. This raises substantial doubt about the Company's ability to continue as a going concern. RISE DEVELOPMENT: Kicks Off Subchapter V Bankruptcy --------------------------------------------------- Rise Development Partners LLC filed for chapter 11 protection in the Eastern District of New York. According to court filing, the Debtor reports $6,302,176 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Rise Development Partners Rise Development Partners LLC is a full service construction company, offering a wide range of services, specializing in real estate development and commercial and residential renovations. Rise Development Partners LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Banrk. E.D.N.Y. Case No. 23-44119) on Nov. 10, 2023. In the petition filed Lawrence Rafalovich, as president, the total assets of $1,709,308 and total liabilities of $6,302,176. The Debtor is represented by: Adam P Wofse, Esq. Lamonica Herbst & Maniscalco LLP 444 Coney Island Avenue Brooklyn, NY 11218 SAM'S SERVICE: Asset Sale Proceeds to Fund Plan ----------------------------------------------- Sam's Service Co. filed with the U.S. Bankruptcy Court for the District of Colorado a Subchapter V Plan of Reorganization dated November 6, 2023. The Debtor was an autobody shop located at 1314 W. Oxford Avenue, Englewood, Colorado (the "Premises") under the name Sam's Automotive. The Debtor owns the Premises, which is comprised of 5.374 acres of land and the improvements thereon. As a result of COVID, there was a reduction in business and then exiting COVID a loss of employees from its peak at 65 employees to thirty-five employees. The Debtor ultimately decided to sell the land and its operations. The Debtor and Embrey Partners, LLC ("Buyer"), on June 22, 2021, entered into a Purchase and Sale Agreement for the purchase of the Premises for a purchase price of $13,500,000. The intent of the Buyer is to redevelop the Premises into a mix of residential multifamily housing and townhomes. In order to effectuate the Buyer's plans, the Premises has to be rezoned. Presently, the rezoning issue is mired in litigation. Accordingly, at least for the time being, the sale, and the consideration the Debtor is to receive thereunder, has been postponed. During the rezoning process, the employees of the Debtor learned of the pending sale, and all but 18 quit, making ongoing operations impossible. Prior to the Petition Date, the Debtor ceased all operations in November of 2022. The Debtor's secured creditor, 1314 W Oxford Ave LLC, stated it was commencing a foreclosure. As a result of the protracted litigation over the rezoning and the threat of foreclosure, the Debtor needs the breathing spell granted by the automatic stay in order to be provided with time to complete the sale of the Premises for the benefit of all creditors. The real estate located at 1314 Oxford Ave. is encumbered by liens totaling $3,264,505 pursuant to the Debtor's schedules. Thus, the property located at 1314 Oxford Ave. would have a value in a liquidation that would total $10,235,495, not considering the cost of sale. The Inn at Silver Creek has a value of approximately $115,000 not considering the cost of sale. In addition, accounts receivable are encumbered by an additional lien totaling $261,137.66. The Debtor scheduled a number of unsecured pre-petition debts. At least one of the unsecured creditors have filed Proofs of Claims. Exhibit A shows total general unsecured claims in the amount of $693,691.34 having been asserted against the estate, including deficiency claims. The Debtor scheduled non-priority unsecured Claims in the amount of $67,741.42. Class 9 consists of the general unsecured creditors of the Debtor who hold Allowed Claims. Holders of Class 9 Allowed Claims shall share on a Pro Rata basis monies deposited into the Unsecured Creditor Account or paid by the title company who closes the sale of the property located at 1314 W Oxford Ave. The Class 9 claimants shall be paid on a Pro Rata basis Net Sale Proceed after the satisfaction of Allowed Administrative Claims and Class 1-8 claimants holding allowed Claims. The Debtor is already party to the Purchase and Sale Agreement for the real property located at 1314 West Oxford Avenue, Englewood, Colorado 80110 with Embry Partners for a sale price of $13,500,000. It is believed that Embry Partners will successfully defeat the effort by certain citizens to undue the city's approval to rezone the property. The Debtor will also liquidate its personal property. The sale of the Debtor's assets if completed to Embry are more than sufficient to satisfy all creditors in full and make a distribution to equity. A full-text copy of the Subchapter V Plan dated November 6, 2023 is available at https://urlcurt.com/u?l=clPMD5 from PacerMonitor.com at no charge. Attorneys for the Debtor: Aaron A. Garber, Esq. WADSWORTH GARBER WARNER CONRARDY, P.C. 2580 West Main Street, Suite 200 Littleton, CO 80120 Tel: (303) 296-1999 Fax: (303) 296-7600 Email: agarber@wgwc-law.com About Sam's Service Co. Sam's Service Co. was an autobody shop located at 1314 W. Oxford Avenue, Englewood, Colorado (the "Premises") under the name Sam's Automotive. The Debtor filed its voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 23-13762) on August 23, 2023, listing $13,966,635 in assets and $3,937,691 in liabilities. Michael T. Chavez as president, signed the petition. Judge Joseph G Rosania Jr. oversees the case. Wadsworth Garber Warner Conrardy, P.C. serve as the Debtor's legal counsel. SAN JORGE: Hires Offload Business Solutions as Advisor ------------------------------------------------------ San Jorge Children's Hospital Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Offload Business Solutions as professional assistant. The firm will provide these services: a. evaluate Debtor's business' Employee Retention Credit ("ERC") eligibility according to the Significant Decline in Gross Receipts ("SDGR") Test and Full or Partial Suspension of Operations ("FPSO") Test; b. analyze Debtor's payroll data to determine "Eligible Wages" during the period in which the business qualifies as an "Eligible Employer." This includes the application of our "OBS PPP and ERC Optimization Strategy" used to maximize the ERC within one or more PPP-covered periods; c. provide the Debtor with "OBS Client Package," which documents and summarizes conclusions found via "OBS Eligibility Report," as well as an audit ready "OBS Employee Wage & Health Summary" File; d. coordinate preparation and submission of Form(s) 941-X with Paid Preparer signature; and e. provide reasonable IRS audit support, in connection with OBS Eligibility Report and ERC Calculator and Supporting Data File. The firm will be paid at these rates: a. Up-Front Payment: The firm fees are not to exceed 10 percent of the Debtor's total computed ERC. b. Installment Billing: The firm's fees will not exceed 12.5 percent of the Debtor's total computed ERC. Fees will be invoiced as follows: i. 50 percent after the delivery of the Debtor's Report and preparation of all required Form(s) 941-X. ii. 50 percent after Debtor's receipt of the ERC refund check(s) from the IRS, or the funds otherwise being applied to other federal taxes owed by the Client to the IRS. c. Deferred Billing: The firm's fees shall equal 15 percent of Client's ERC claim. Fees will be invoiced on submission of Form(s) 941-X; however, payment may be deferred and will be due upon Client's receipt of the ERC refund check(s) from the IRS, or the funds otherwise being applied to other federal taxes owed by the Client to the IRS. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Patrick B Christmas, a partner at Offload Business Solutions, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Patrick B Christmas Offload Business Solutions 127 West Fairbanks Winter Park, FL 32789 Tel: (434) 633-5623 About San Jorge Children's Hospital Inc. San Jorge Children's Hospital, Inc. operates a hospital in San Juan, P.R., which specializes in pediatrics. San Jorge Children's Hospital filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 22-02630) on Sept. 1, 2022, with between $10 million and $50 million in both assets and liabilities. Edward P. Smith, chief operating officer, signed the petition. Judge Maria De Los Angeles Gonzalez presides over the case. The Debtor tapped Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC as bankruptcy counsel and Galindez, LLC as external auditor. Cardona Jimenez Law Offices, P.S.C. represents the official committee of unsecured creditors appointed in the Debtor's case while RSM Puerto Rico serves as the committee's financial advisor. SANUWAVE HEALTH: Incurs $23.7 Million Net Loss in Third Quarter --------------------------------------------------------------- Sanuwave Health, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $23.7 million on $4.95 million of revenue for the three months ended Sept. 30, 2023, compared to a net loss of $1.14 million on $4.17 million of revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $44.04 million on $13.40 million of revenue compared to a net loss of $4.60 million on $11.24 million of revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $20.34 million in total assets, $86.30 million in total liabilities, and a total stockholders' deficit of $65.95 million. SANUWAVE said, "The recurring losses from operations, the events of default on the Company's notes payable, and dependency upon future issuances of equity or other financing to fund ongoing operations have raised substantial doubt as to our ability to continue as a going concern for a period of at least twelve months from the filing of this Form 10-Q. The Company expects to devote substantial resources for the commercialization of UltraMIST and PACE systems which will require additional capital resources to remain a going concern. "Management's plans are to obtain additional capital in 2023, or early 2024, primarily through closing the Merger...The Company could also obtain additional capital through the conversion of outstanding warrants, issuance of common or preferred stock, securities convertible into common stock, or secured or unsecured debt. These possibilities, to the extent available, may be on terms that result in significant dilution to the Company's existing stockholders. In addition, there can be no assurances that the Company's plans to obtain additional capital will be successful on the terms or timeline it expects, or at all. If these efforts are unsuccessful, the Company may be required to significantly curtail or discontinue operations or, if available, obtain funds through financing transactions with unfavorable terms." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1417663/000114036123052479/ef20012495_10q.htm About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is focused on the research, development, and commercialization of its patented, non-invasive and biological response-activating medical systems for the repair and regeneration of skin, musculoskeletal tissue, and vascular structures. SANUWAVE's end-to-end wound care portfolio of regenerative medicine products and product candidates help restore the body's normal healing processes. SANUWAVE applies and researches its patented energy transfer technologies in wound healing, orthopedic/spine, aesthetic/cosmetic, and cardiac/endovascular conditions. SANUWAVE reported a net loss of $10.29 million for the year ended Dec. 31, 2022, compared to a net loss of $27.26 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $19.87 million in total assets, $60.88 million in total liabilities, and a total stockholders' deficit of $41.01 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2023, citing that the Company has incurred recurring losses and needs to raise additional funds to meet its obligations and sustain its operations and the occurrence of the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SHIFT TECHNOLOGIES: Gets OK to Sell Assets by Public Auction ------------------------------------------------------------ Shift Technologies, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the Northern District of California to sell their assets by public auction. The assets up for sale include equipment and personal property from the companies' former vehicle storage facilities in Oakland and Pomona, Calif.; Beaverton, Ore.; and their headquarters in San Francisco, Calif. The assets will be sold "free and clear" of liens, claims, encumbrances and interests. Daniel Clar Auctioneer has been tapped to conduct the auction for the assets stored at the Oakland and San Francisco facilities. The firm is expected to hold an online auction over a two-to-three-day period. A separate auctioneer will be hired by the companies for their assets stored at the Pomona and Beaverton facilities. "The [companies] have determined that the sale of their assets by public auction conducted by the auctioneers will enable them to obtain the highest or otherwise best prices for these assets in the most efficient, cost-effective manner," Jane Kim, Esq., the companies' attorney, said in court filings. Ms. Kim said the companies will have sufficient cash from the liquidation of their assets to pay all priority and administrative claims, and provide for a small distribution to unsecured creditors after payment to Ally Bank. The companies owe $976,389.04 to Ally Bank, which holds a lien on substantially all of their assets. 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, California. Shift Technologies and its affiliates filed Chapter 11 petitions (Bankr. N.D. Calif. Lead Case No. 23-30687) on Oct. 9, 2023. In the petitions 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. The Debtors tapped Thomas B. Rupp, Esq., at Keller Benvenutti Kim LLP as legal counsel; AlixPartners, LLC as financial advisor; and Omni Agent Solutions, Inc. as claims and noticing agent. The U.S. Trustee for Region 17 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Michael Sweet, Esq., at Fox Rothschild, LLP. SIGNATURE DELIVERY: Douglas Adelsperger Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 10 appointed Douglas Adelsperger, Esq., as Subchapter V trustee for Signature Delivery & Moving, LLC. Mr. Adelsperger will be paid an hourly fee of $375 for his services as Subchapter V trustee and will be reimbursed for work related expenses incurred. Mr. Adelsperger 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 R. Adelsperger, Trustee 1251 N. Eddy St., Suite 200 South Bend, IN 46617 Tel: (260) 407-0909 Email: trustee@adelspergerlawoffices.com About Signature Delivery Signature Delivery & Moving, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ind. Case No. 23-40270) on Oct. 26, 2023, with up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Robert E. Grant oversees the case. Thomas B. O'Farrell, Esq., at Mcclure O'Farrell, LP represents the Debtor as legal counsel. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 25% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 75.3 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $750 million facility is a Term loan that is scheduled to mature on April 21, 2029. About $741.1 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SISSON ENGINEERING: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Sisson Engineering Corp. 450 West River Street Orange, MA 01364 Business Description: Sisson Engineering is a global supplier of complex machined parts. The Company manages a diverse product line, manufacturing close to tolerances and utilizing materials ranging from aluminum to specialty alloys. Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court District of Massachusetts Case No.: 23-30475 Judge: Hon. Elizabeth D. Katz Debtor's Counsel: David B. Madoff, Esq. MADOFF & KHOURY LLP 124 Washington Street, Suite 202 Foxborough, MA 02035 Tel: 508-543-0040 Fax: 508-543-0020 Email: alston@mandkllp.com Total Assets: $2,830,063 Total Liabilities: $11,211,249 The petition was signed by Cody F. Sisson as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5TBKW6Y/Sisson_Engineering_Corp__mabke-23-30475__0001.0.pdf?mcid=tGE4TAMA SLEEP GALLERIA: Tamara Miles Ogier Named Subchapter V Trustee ------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Tamara Miles Ogier, Esq., at Ogier, Rothschild & Rosenfeld, PC as Subchapter V trustee for Sleep Galleria, LLC. Ms. Ogier will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Ogier declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Tamara Miles Ogier, Esq. Ogier, Rothschild & Rosenfeld, PC P.O. Box 1547 Decatur, GA 30031 Phone: (404) 525-4000 Email: tmo@orratl.com About Sleep Galleria Sleep Galleria, LLC sells mattresses, massage chairs, recliners, furniture, and beddings. The company is based in Suwanee, Ga. Sleep Galleria filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-21211) on Oct. 27, 2023, with $1 million to $10 million in both assets and liabilities. Stephen Norris, a member of Sleep Galleria, signed the petition. Judge James R. Sacca presides over the case. G. Frank Nason, IV, Esq., at Lamberth, Cifelli, Ellis & Nason, P.A., represents the Debtor as legal counsel. SMART EARTH: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Smart Earth Technologies LLC (Lead Case) 23-11866 80 Liberty Ship Way Suite 6 Sausalito, CA 94965 Smart Water Services LLC 23-11865 Business Description: SET is a provider of utility management solutions for water utilities. SET's customers are primarily utility companies, many of which are owned and operated by municipalities or other governmental bodies. SET has customers in more than 30 states. SWS was formed for the purpose of providing continuation services for customers who elect to enter into an agreement to continue using the SETflow software after a discontinuation of services by SET following the Runoff Period. Chapter 11 Petition Date: November 14, 2023 Court: United States Bankruptcy Court District of Delaware Judge: Hon. Karen B. Owens Debtors' Local Bankruptcy Counsel: Gregory A. Taylor, Esq. ASHBY & GEDDES, P.A. 500 Delaware Avenue P.O. Box 1150 Wilmington, DE 19899 Tel: (302) 654-1888 Email: GTaylor@ashbygeddes.com Debtors' Bankruptcy Counsel: Matthew G. Bouslog, Esq. ALLEN MATKINS LEEK GAMBLE MALLORY & NATSIS LLP 2010 Main Street 8th Floor Irvine, CA 92614-7214 Tel: 949.553.1313 Debtors' Financial Advisor: G2 CAPITAL ADVISORS, LLC 420 Boylston St. Suite 302 Boston, MA 02116 Tel: 617.918.7928 Debtors' Accountant: VERDOLINO & LOWEY, P.C. Smart Earth's Estimated Assets: $1 million to $10 million Smart Earth's Estimated Liabilities: $10 million to $50 million The petitions were signed by Don Van der Wiel as chief restructuring officer. Full-text copies of the petition are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/NJQQNAA/Smart_Earth_Technologies_LLC__debke-23-11866__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/S4JANRY/Smart_Water_Services_LLC__debke-23-11865__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. WUM Utility Warranty $1,605,979 Attn: Ellis Kirby 621 Stephenson Ave Savannah, GA 31405 Ellis Kirby Email: ellis.kirby@waterga.com 2. Roswell NM Water Warranty $1,178,445 300 E Walnut St Roswell, NM 88203 Email: accountspayable@msps.com 3. City of Valdosta, Ga Warranty $1,017,482 Attn: Monica Nelson 216 E Central Ave Valdosta, GA 31601 Monica Nelson Email: mnelson@valdostacity.com 4. Econis Labs Manufacturing LLC Trade $502,277 4400 Highlands Pkwy SE Suite A Smyrna, GA 30082 Email: accounting@econis-labs.com 5. City of Colton Warranty $502,165 160 S. 10 Street Colton, CA 92324 Antonio Cabrera Email: antonio.cabrera@waterit.net 6. Walnut Creek Warranty $487,968 Attn: Steve Harris 1155 W Hwy 199 Springtown, TX 76082 Email: paula@walnutcreeksud.org 7. Southwest Water Authority Warranty $317,958 Attn: Jen Murray 4665 2nd Street SW Dickinson, ND 58601 Email: rrich@swwc.com 8. Diehl Metering, LLC Trade $303,400 Attn: Peter Zisterer 1813 N Mill Street Suite C Naperville, IL 60563 Email: mike.storm@diehl.com 9. City of Del City Warranty $262,704 Attn: AMI Project-Chris Duroy 4500 NE 4th Street Del City, OK 73117 AMI Project-Chris Duroy Email: ap@fortiline.com 10. City of Alice Warranty $228,256 801 E. Old Settlers Blvd, Suite 100 Round Rock, TX 78664 Olga Moreno Email: olga.moreno@cityofalice.org 11. College Mound SUD Warranty $209,049 Attn: Shirley Thompson 12731 FM429 Terrell, TX 75161 Email: cwilson@collegemoundwater.com 12. Louisville Water Company, KY Warranty $179,286 550 S 3rd St Louisville, KY 40202 Email: NAMAPInvoices@itron.com 13. AT&T Trade $169,295 PO Box 5085 Carol Stream, IL 60197 Scott Danner Email: msdanner@att.com 14. Suez - Utility Service Co., Inc. Trade $160,614 PO Box 1350 Perry, GA 31069 Nicholas Opencar Email: nicholas.opencar@suez.com 15. Maquoketa, IA Warranty $114,963 201 E Pleasant Street Maquoketa, IA 52060 Email: knoxvillewater@mchsi.com 16. White House Utility District Warranty $111,553 3303 Highway 31W White House, TN 37188 Kyle Stetson Email: kyle.stetson@fortiline.com 17. Tadiran Batteries Warranty $101,616 Saft America Inc PO Box 734150 Dallas, TX 75373 Louis Adams Email: louisadams@tadiranbat.com 18. City of Nowata Trade $98,122 114 S Maple St Nowata, OK 74048 D. Hardin Email: dhardin@iuswater.com 19. Ables Springs SUD Warranty $65,067 Attn: Paula Weber 30100 FM 249 Terrell, TX 75161 Email: pweber@ablesspringssud.com 20. Cache PWA Warranty $62,005 AMI Project Attn: Rhoda Thomas Cache, OK 73527 Email: ap@fortiline.com SORRENTO THERAPEUTICS: Director Tammy Reilly Steps Down ------------------------------------------------------- Sorrento Therapeutics, Inc., said that on Oct. 25, 2023, it was notified by director Tammy Reilly that she was resigning from the Board of Directors of the Company, effective immediately. Ms. Reilly informed the Company that her resignation was due to concerns regarding the Company's Chief Restructuring Officer's continued lack of communication with the Board on decisions made and the general operating of the Company and changes in the Company's directors' and officers' insurance policy without Board input. "I have become increasingly concerned at the CRO's continued lack of communication with the BOD on decisions made and general operating of the company thus, resulting in unilateral decision making by the CRO," Reilly wrote in her resignation letter. Meanwhile, Sorrento said that on Nov. 3, 2023, it completed a reduction in U.S. headcount from 123 to 90. In connection with the reduction, Sorrento terminated the employment of Elizabeth Czerepak as its Executive Vice President and Chief Financial Officer effective immediately, according to a Form 8-K disclosure by the company. About Sorrento Therapeutics Sorrento Therapeutics, Inc. -- http://www.sorrentotherapeutics.com/ -- is a clinical and commercial stage biopharmaceutical company developing new therapies to treat cancer, pain (non-opioid treatments), autoimmune disease and COVID-19. Sorrento's multimodal, multipronged approach to fighting cancer is made possible by its extensive immuno-oncology platforms, including key assets such as next-generation tyrosine kinase inhibitors ("TKIs"), fully human antibodies ("G-MAB(TM) library"), immuno-cellular therapies ("DAR-T(TM)"), antibody-drug conjugates ("ADCs"), and oncolytic virus ("Seprehvec(TM)"). Sorrento is also developing potential antiviral therapies and vaccines against coronaviruses, including STI-1558, COVISHIELD(TM) and COVIDROPS(TM), COVI-MSCTM; and diagnostic test solutions, including COVIMARK(TM). Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc., sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of $1 billion and liabilities of about $235 million as of Feb. 10, 2023. Judge David R. Jones oversees the cases. The Debtors tapped Latham & Watkins, LLP as bankruptcy counsel; Jackson Walker, LLP as local counsel; Tran Singh, LLP as conflicts counsel; and M3 Advisory Partners, LP as financial advisor. Mohsin Y. Meghji, managing partner at M3, serves as the Debtors' chief restructuring officer. Stretto Inc. is the claims, noticing and solicitation agent. Norton Rose Fulbright US, LLP and Milbank, LLP represent the official committee of unsecured creditors appointed in the Debtors' Chapter 11 cases. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. Glenn Agre Bergman & Fuentes, LLP and Greenberg Traurig, LLP serve as the equity committee's bankruptcy counsel. SPI ENERGY: Delays Filing of Quarterly Report --------------------------------------------- SPI Energy Co., Ltd. said via Form 12b-25 filed with the Securities and Exchange Commission that its Quarterly Report on Form 10-Q for the period ended Sept. 30, 2023, could not be filed within the prescribed time period due to the fact that the Company was unable to finalize its financial results without unreasonable expense or effort. As a result, the Company could not solicit and obtain the necessary review of the Form 10-Q in a timely fashion prior to the due date of the report. About SPI Energy Co. SPI Energy Co., Ltd. is a global renewable energy company and provider of solar storage and EV solutions that was founded in 2006 in Roseville, California and is now headquartered in McClellan Park, California. SPI Energy reported a net loss of $33.72 million for the year ended Dec. 31, 2022, compared to a net loss of $44.83 million for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had $231.09 million in total assets, $213.22 million in total liabilities, and $17.87 million in total equity. New York, New York-based Marcum Asia CPAs LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 14, 2023, citing that the Company has a significant working capital deficit, has incurred significant losses and needs to raise additional funds to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. ST. PAUL'S EVANGELICAL: Brian Hofmeister Named Subchapter V Trustee ------------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Brian Hofmeister, Esq., as Subchapter V trustee for St. Paul's Evangelical Lutheran Church. Mr. Hofmeister will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Hofmeister 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 W. Hofmeister, Esq. 3131 Princeton Pike Building 5, Suite 110 Lawrenceville, NJ 08648 Phone: (609) 890-1500 Email: bwh@hofmeisterfirm.com About St. Paul's Evangelical St. Paul's Evangelical Lutheran Church filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19463) on Oct. 26, 2023, as much as $50,000 in both assets and liabilities. Judge Ann M. Nevins oversees the case. E. Richard Dressel, Esq., at Lex Nova Law, LLC represents the Debtor as legal counsel. STEEL HUGGERS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Steel Huggers LLC 1460 Vista View Drive Longmont, CO 80504 Chapter 11 Petition Date: November 15, 2023 Court: United States Bankruptcy Court District of Colorado Case No.: 23-15295 Debtor's Counsel: Keri L. Riley, Esq. KUTNER BRINEN DICKEY RILEY PC 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Tel: 303-832-2400 Email: klr@kutnerlaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Nic Malwitz as manager. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/PLA24TQ/Steel_Huggers_LLC__cobke-23-15295__0004.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/43SDC7Y/Steel_Huggers_LLC__cobke-23-15295__0001.0.pdf?mcid=tGE4TAMA STRUDEL HOLDINGS: Unsecureds Owed $18M to Get Full Payment ---------------------------------------------------------- AVR AH, LLC, filed a Combined Plan of Liquidation and Disclosure Statement. The Debtor commenced its chapter 11 case to facilitate an orderly sale of certain assets in an effort to maximize the value of its real property. The Chapter 11 Case was necessitated by the bad faith and unreasonable actions of certain alleged secured creditors of the Debtor culminating in an imminent foreclosure of the Debtor's real property that was stayed by the filing of the Chapter 11 Case. The Debtor filed its schedules of assets and liabilities on August 10, 2023. Copies of the schedules are available upon request to Debtor's counsel. The Debtor owns three homes and a substantial amount of undeveloped acreage near Aspen, Colorado. Prior to the Petition Date, the Debtor ran a marketing process that resulted in the sale of three parcels for total consideration of $46.5 million. On August 10, 2023, the Court entered the Order (I) Approving the Bidding Procedures, (II) Scheduling Certain Dates with Respect Thereto, (III) Approving the Form and Manner of Notice Thereof, (IV) Approving Contract Assumption and Assignment Procedures, and (V) Granting Related Relief (the "Bid Procedures Order"). The Debtor conducted a robust marketing process overseen by their financial advisor and CRO. Stout shared teasers and other marketing materials with potential bidders. Stout contacted approximately 22 potential purchasers. 11 parties expressed interest in submitting a bid and executed a non-disclosure agreement to gain access to the virtual data room maintained by Stout (including the Lender Parties). On the Petition Date, the Debtor filed the Motion Seeking Entry of an Order Precluding Certain Alleged Secured Parties from Submitting Credit Bids Pursuant to Sections 105(a) and 363(k) of the Bankruptcy Code (the "Credit Bid Preclusion Motion"). The Credit Bid Preclusion Motion resulted in the Stipulation and Agreed Order Regarding Motion Seeking Entry of an Order Precluding Certain Alleged Secured Parties from Submitting Credit Bids Pursuant to Section 105(a) and 363(k) of the Bankruptcy Code (the "Credit Bid Stipulation"). Pursuant to the Credit Bid Stipulation, the Lender Parties agreed that they would not credit bid at the auction if there was a cash bid in excess of $40 million. The Debtor conducted an auction of its assets on October 4, 2023. Two parties participated at the auction: (i) the Lender Parties, and (ii) Fleeger Family First LP ("Fleeger"). At the conclusion of the Auction, the Debtor filed a notice declaring the Lender Parties' credit bid of $28.5 million as the Winning Bid and Fleeger's cash bid of $28 million as the Back-Up Bid. Following the conclusion of the auction, the parties engaged in further negotiations over the terms of the bids and the scope of the proposed order approving a sale. On October 24, 2023, the Debtor filed its Notice of Final Selection of Highest and Best Bid and Back-Up Bid. The Debtor has selected the Lender Parties' credit bid of $30.5 million as the Highest and Best Bid and the Fleeger cash bid of $30 million as the Back-Up Bid. The hearing to confirm the proposed sale is scheduled for October 27, 2023. If the Lender Parties are approved as the purchaser, closing shall occur no later than November 22, 2023. At closing, the Lender Parties will provide either a bond or cash collateral in the amount of $30.5 million (the "Sale Security"). The Debtor will be able to draw on the Sale Security in the event that its prevails in the Adversary Proceeding by obtaining a final judgment that disallows the Lender Parties' claims or allows them in an amount less than $30.5 million. In the event that the Lender Parties do not timely close, the Debtor will close a cash sale to Fleeger for $30 million. The cash sales proceeds will be held in a segregate account pending entry of a final judgment in the Adversary Proceeding. In that event, such escrowed proceeds are the "Sale Security" as discussed in this Plan. In the event that the Debtor and other plaintiffs in the Adversary Proceeding prevail in establishing that the Lenders Parties' claims should be disallowed, then the Sale Security shall be sufficient to pay all allowed claims in full and there would be a return to equity. However, if the Debtor and the other plaintiffs do not prevail in the Adversary Proceeding to disallow the Lender Parties' claims, there will be no recovery to other creditors and all sale consideration would be given to the Lender Parties. It is possible that a judgment could be entered allowing the Lender Parties' claims in an amount less than $30.5 million. In that event, the Debtor would receive the remainder of the Sale Security after netting the allowed amount of the Lender Parties' claim. For example, if a judgment allowed the Lender Parties' a secured claim in the amount of $20.5 million, the Debtor would receive $10 million from the Sale Security from which it could pay claims. Under the Plan, Class 3 General Unsecured Claims total $17,921,237.38. Each Allowed Class 3 Claim shall be paid in full, without interest, from the Debtor's receipt of proceeds from the Sale Security, if any. Class 3 is Impaired. Counsel for Debtors: Joshua W. Wolfshohl, Esq. Aaron J. Power, Esq. PORTER HEDGES LLP 1000 Main Street, 36th Floor Houston, Texas 77002 Telephone: (713) 226-6000 Facsimile: (713) 226-6248 A copy of the Combined Plan of Liquidation and Disclosure Statement dated October 25, 2023, is available at https://tinyurl.ph/RtrKw from PacerMonitor.com. About Strudel Holdings Strudel Holdings LLC and AVR AH LLC are engaged in activities related to real estate. Strudel Holdings LLC and AVR AH LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90757) on July 27, 2023. The petitions were signed by Douglas Brickley as chief restructuring officer. At the time of filing, Strudel Holdings estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. AVR AH estimated $100 million to $500 million in both assets and liabilities. Judge Christopher M. Lopez presides over the cases. The Debtors tapped Joshua W. Wolfshohl, Esq., at Porter Hedges LLP as bankruptcy counsel; Timothy S. McConn, Esq., at Yetter Coleman LLP as special counsel; and Stout Risius Ross, LLC as financial advisor. Douglas J. Brickley, managing director at Stout Risius Ross, serves as chief restructuring officer. SUNOPTA INC: Incurs $145.8 Million Net Loss in Third Quarter ------------------------------------------------------------ SunOpta Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $145.82 million on $152.54 million of revenues for the quarter ended Sept. 30, 2023, compared to a net loss of $11.93 million on $144.02 million of revenues for the quarter ended Oct. 1, 2022. For the three quarters ended Sept. 30, 2023, the Company reported a net loss of $163.28 million on $448.67 million of revenues compared to a net loss of $5.89 million on $431.60 million of revenues for the three quarters ended Oct. 1, 2022. As of Sept. 30, 2023, the Company had $746.65 million in total assets, $563.28 million in total liabilities, $14.38 million in series B-1 preferred stock, and $168.98 million in total shareholders' equity. SunOpta said, "We believe that our operating cash flows, including the selective use of supplier finance programs and the extended payables facility to improve payment terms, together with our revolving credit facility, and access to lease financing, will be adequate to meet our operating, investing, and financing needs for the foreseeable future, including the 12-month period following the fiscal period end of our financial statements included in this report. However, in order to finance significant investments in our existing businesses, or significant business acquisitions, if any, that may arise in the future, we may need additional sources of cash that we could attempt to obtain through a combination of additional bank or subordinated financing, a private or public offering of debt or equity securities, or the issuance of common stock. There can be no assurance that these types of financing would be available at all or, if so, on terms that are acceptable to us. In addition, we may explore the sale of selected operations or assets from time to time to improve our profitability, reduce our indebtedness, and/or improve our position to obtain additional financing." During the third quarter of 2023, cash used in operating activities of continuing operations was $25.9 million compared to cash provided of $9.3 million during the third quarter of 2022. The increase in cash used mainly reflected the impact of start-up costs related to our Midlothian, Texas, facility, and higher cash interest expense on borrowings to finance capital expenditures, together with increases in working capital mainly due to the timing of accounts receivable and payables. Investing activities of continuing operations consumed $4.7 million of cash during the third quarter of 2023 versus $37.3 million in the prior year. The year-over-year decrease reflected the completion of certain major capital projects, including the construction of the Company's new plant-based beverage facility in Midlothian, Texas. Divestiture of Frozen Fruit On Oct. 12, 2023, the Company entered into an Asset Purchase Agreement with Natures Touch Mexico, S. de R.L. de C.V. and Nature's Touch Frozen Fruits, LLC to sell certain assets and liabilities of Frozen Fruit for an aggregate purchase price of approximately $141 million, subject to closing working capital adjustments. The transaction closed on Oct. 12, 2023. The transaction represents the Company's exit from the processing, packaging and selling of individually quick frozen fruit for retail, foodservice and industrial applications. Frozen Fruit was previously identified as a reporting unit within the Company's former Fruit-Based Foods and Beverages operating and reportable segment. At the Closing Date, the estimated aggregate purchase price was comprised of cash consideration of $95.3 million; a short-term note receivable of $10.5 million; secured seller promissory notes due in three years with a stated principal amount of $20.0 million in the aggregate; and the assumption by the purchasers of $15.7 million of accounts payable and accrued liabilities of Frozen Fruit. At the Closing Date, $20.5 million of the cash consideration was used to make required repayments of certain bank loans and other liabilities of Frozen Fruit not assumed by the purchasers. The Company utilized the remaining cash consideration of $74.8 million to repay a portion of the outstanding borrowings under its revolving credit facilities. Management Commentary "We delivered strong volume-driven revenue growth in the third quarter from protein shakes, oat milk and snacks," said Joe Ennen, SunOpta chief executive officer. "In addition, the divestiture of our frozen fruit operations subsequent to the end of the quarter was a major strategic milestone that significantly optimizes our product portfolio for growth and profitability along with helping to reduce debt and strengthen our balance sheet, which creates opportunities for capital allocation beneficial to shareholders, including the potential adoption of a share repurchase program. Key growth initiatives continue to advance including market share gains with existing customers, new customers and total addressable market expansion. We are also in the process of replacing our existing asset-based lending arrangement, supplemented with third-party extended payable facilities and finance leases, with a term loan and revolver structure with limited finance leases, which we expect will be in place by the end of the year. With our strong foundation, leverageable platform and expanding capacity, we are confident in our direction and believe that we remain well positioned to deliver significant long-term sustainable growth and value for shareholders." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/351834/000106299323020429/form10q.htm About SunOpta Inc. SunOpta (Nasdaq:STKL) (TSX:SOY) -- www.sunopta.com -- is a U.S.-based, global pioneer fueling the future of sustainable, plant-based food and beverages. Founded nearly 50 years ago, SunOpta manufactures natural, organic and specialty products sold through retail and foodservice channels. SunOpta operates as a manufacturer for leading natural and private label brands, and also proudly produces its own brands, including SOWN, Dream, and West Life. SunOpta reported a net loss of $4.84 million for the year ended Dec. 31, 2022, compared to a net loss of $1.17 million for the year ended Jan. 1, 2022. * * * This concludes the Troubled Company Reporter's coverage of SunOpta until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. SUNWEST MANAGEMENT: Ex-CEO Harder Ordered to Pay $74M Restitution ----------------------------------------------------------------- Holly Barker of Bloomberg Law reports that the former President and CEO of Sunwest Management Inc. has to pay $74 million in restitution to 1,488 investors whose money he misused, after an order from an Oregon federal court. Jon Harder pleaded guilty to one count of wire fraud and one count of money laundering in 2015. At sentencing, the court said that the scope of his scheme exceeded the counts of conviction and found him responsible for actual losses exceeding $120 million. Some victims have already been compensated by the receiver handling Sunwest's bankruptcy proceedings. About Sunwest Management Founded in Oregon in 1991, Sunwest Management -- http://www.sunwestmanagement.com/-- remains one of the largest private senior living providers in the country and is a significant Oregon employer. In 2008, the company engaged Hamstreet & Associates and Alvarez & Marsal to serve as financial advisors. Clyde Hamstreet is founder and principal of Hamstreet & Associates, a Portland-based, nationally recognized turnaround firm that is leading the effort to provide quality care, preserve value, and help Sunwest meet its obligations to creditors and investors. Michael Grassmueck is the founder and principal of Grassmueck Group, a national firm that specializes in fiduciary and insolvency services, which is based in Portland, Ore. He has served as a trustee in bankruptcy and as fiduciary in the state and federal courts in thousands of cases for more than 25 years. In March 2009, U.S. District Judge Michael Hogan appointed Michael Grassmueck as receiver after the Securities and Exchange Commission filed suit against Sunwest and former CEO Jon Harder, alleging securities fraud. The Company engaged Clyde Hamstreet as chief restructuring officer in late November 2008 to serve as CRO, an appointment continued in March by the U.S. District Court after the SEC lawsuit was filed. Sunwest Management has put 10 assisted living centers -- two in Oregon -- into Chapter 11 bankruptcy. Briarwood Retirement and Assisted Living Community LLC, which owns a retirement center in Springfield, and Century Fields Retirement and Assisted Living Community LLC, which owns a center in Lebanon, filed for Chapter 11 on Aug. 19, 2008. On Aug. 17, 2008, eight Sunwest-affiliated LLCs filed for Chapter 11 bankruptcy protection from creditors in Tennessee. SUREFUNDING LLC: Court Confirms Chapter 11 Plan ----------------------------------------------- Judge Laurie Selber Silverstein has entered an order that the Disclosure Statement of Surefunding, LLC is approved on a final basis. The Plan is confirmed in its entirety pursuant to Section 1129 of the Bankruptcy Code. All objections that have not been withdrawn or resolved prior to the entry of this Confirmation Order, including any with respect to the Plan, are overruled in all respects for the reasons set forth in the record of the Confirmation Hearing, which record is incorporated herein, and all withdrawn objections, if any, are deemed withdrawn with prejudice. In compliance with the Solicitation Procedures Order, on August 8, 2023, the Debtor caused copies of the following documents to be served (i) the Confirmation Hearing Notice on the creditor matrix and all other parties required to receive such notice pursuant to the Solicitation Procedures Order, (ii) Solicitation Packages on all know Holders of Claims in Class 2 (General Unsecured Claims) and Class 4 (Noteholder Claims), and Class 5 (Equity Interest Holders) (iii) the Unimpaired Non-Voting Status Notice in lieu of a Solicitation Package on all known Holders of Unimpaired Claims in Class 1. A Certificate of Service evidencing the service of the foregoing was filed with the Court on August 28, 2023. Based on the foregoing, the Court finds that (i) all persons entitled to receive notice of the Plan, and the Confirmation Hearing have received proper, timely, and adequate notice in accordance with the Solicitation Procedures Order, the applicable provisions of the Bankruptcy Code and the Bankruptcy Rules, and have had an opportunity to appear and be heard with respect thereto; (ii) the Debtor is in compliance with Section 1128 of the Bankruptcy Code and Bankruptcy Rules 2002(b) and 3017(d)–(f); (iii) no other or further notice is required; and (iv) votes for acceptance and rejection of the Plan were solicited in good faith and in compliance with Sections 1125 and 1126 of the Bankruptcy Code, Bankruptcy Rules 3017 and 3018, the Solicitation Procedures Order, all applicable provisions of the Bankruptcy Code, and all other applicable rules, laws, and regulations. All procedures used to tabulate the Ballots were fair and conducted in accordance with the Solicitation Procedures Order, the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, and all other applicable rules, laws, and regulations. As evidenced by the Voting Declaration, Class 3 voted to accept the Plan. Specifically, (i) all of the Class 3 Ballots received by the Voting Agent voted to accept Plan; and (ii) Classes 2 and 4 Ballots were voted to reject the Plan. The Debtor has not engaged in any collusive or unfair conduct in connection with the Plan. The Plan is the product of extensive mediation and was negotiated at arms-length by the Debtor, certain Noteholders, and other creditors, certain Holders of Equity Interests, and other parties in interest, and without collusion with any person or entity. The Plan has been proposed in good faith and not by any means forbidden by law, thereby satisfying section 1129(a)(3) of the Bankruptcy Code. The overwhelming support for the Plan by holders of Noteholder Claims in Class 3 further demonstrates that the Plan was proposed in good faith. Class 3 voted to accept the Plan (90.9% in both numerosity and dollar amount), and Holders of Claims in Class 1 are unimpaired and deemed to accept. Holders of Claims in Classes 2 and 4 voted to reject the Plan, although all of the votes to reject the Plan in those Classes are by insiders, as defined in Section 101(31) of the Bankruptcy Code. Despite the rejection of Holders of Claims in Classes 2 and 4, the Plan is confirmable because it satisfies section 1129(b)(1) of the Bankruptcy Code with respect to such non-accepting Classes. The Plan does not "discriminate unfairly" with respect to Classes 2 or 4, which are the only Impaired Classes under the Plan that have not accepted the Plan. In addition, the Plan is "fair and equitable" under section 1129(b) of the Bankruptcy Code with respect to Classes 2 and 4 because no Holder of an Claim or Interest that is junior to the Equity Interests in Class 3 are receiving or retaining any property under the Plan on account of such interest. Thus, the Plan may be confirmed notwithstanding the deemed rejection of the Plan by Classes 2 and 4. Liquidating Plan Surefunding, LLC submitted a Combined Disclosure Statement and Chapter 11 Plan of Liquidation, dated August 4, 2023. As of July 31, 2023, the Debtor was in possession of $3,046,319, including $181,972 received by the Receiver to which the Abernathys have asserted that they are entitled. Further, some or all of the Cash currently in the Debtor's possession may be subject to a security interest by the Noteholders. The Cash in hand on the Effective Date shall be used to pay Allowed Administrative Expenses and Allowed Priority Claims. Section 1129(a)(11) of the Bankruptcy Code requires that confirmation of a plan not be likely to be followed by the liquidation, or the need for further financial reorganization, of the debtor or any successor to the debtor (unless such liquidation or reorganization is proposed in the Plan). Inasmuch as the Debtor's Assets have principally been liquidated and the Plan provides for the distribution of all of the Cash proceeds of the Debtor's Assets to Holders of Claims that are Allowed as of the Effective Date in accordance with the Plan, for purposes of this test, the Debtor has analyzed the ability of the Liquidating Trust to meet its respective obligations under the Plan. Based on the Debtor's analysis, the Liquidating Trustee will have sufficient assets to accomplish its tasks under the Plan. Therefore, the Debtor believes that the liquidation pursuant to the Plan will meet the feasibility requirements of the Bankruptcy Code. Under the Plan, Class 2 consists of General Unsecured Claims total $625K and will recover 100% of claims. Each Holder of an Allowed General Unsecured Claim shall receive a pro rata distribution from the Unsecured Distribution Assets. Additionally, and solely to the extent that the Unsecured Distribution Assets is insufficient to pay all Allowed General Unsecured Claims in full, including interest, and all Allowed Noteholder Claims are paid in full, including interest, Holders of Allowed General Unsecured Claims shall receive proceeds from the Net Collection Interest Proceeds on a pro rata basis until such Allowed General Unsecured Claims are paid in full. Class 2 General Unsecured Claims are impaired and entitled to vote. "Unsecured Distribution Assets" shall mean (i) proceeds of the estate's Causes of Action against the Abernathys and any Affiliates and against Goodwin Proctor, (ii) all other unencumbered assets; and (iii) any remaining Net Collection Interest Proceeds after payment of Allowed Class 3 Claims in full, including interest. On the Effective Date the Debtor will transfer all of its Assets to the Liquidation Trust for Distribution in accordance herewith. The Confirmation Order shall be deemed to, pursuant to sections 363 and 1123 of the Bankruptcy Code, authorize, among other things, all actions as may be necessary or appropriate to effect any transaction described in, approved by, contemplated by, or necessary to effectuate the Plan. Following the Effective Date, the Liquidation Trustee shall take all actions reasonably necessary to dissolve the Debtor under any applicable laws. Counsel to the Debtor: Carl N. Kunz, III, Esq. Jeffrey R. Waxman, Esq. Tara C. Pakrouh, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Email: ckunz@morrisjames.com jwaxman@morrisjames.com tpakrouh@morrisjames.com A copy of the Order dated October 25, 2023, is available at https://tinyurl.ph/xKnwZ from PacerMonitor.com. A copy of the Combined Disclosure Statement and Chapter 11 Plan of Liquidation dated October 25, 2023, is available at https://tinyurl.ph/lOcpp from PacerMonitor.com. About SureFunding LLC Las Vegas-based SureFunding, LLC, was founded by Jason and Justin Abernathy in 2014 as a private investment vehicle. It opened in 2015 to outside investors, many of which were family, friends and business acquaintances. Its investments are in short-term, high-yield assets. SureFunding sought Chapter 11 protection (Bankr. D. Del. Case No. 20-10953) on April 14, 2020, with $10 million to $50 million in both assets and liabilities. Judge Laurie Selber Silverstein oversees the case. The Debtor tapped Carl N. Kunz, III, Esq., and Jeffrey R. Waxman, Esq., at Morris James, LLP as bankruptcy attorneys; Carlyon Cica Chtd. as special litigation counsel; and Ted Gavin of Gavin/Solmonese, LLC as chief restructuring and liquidation officer. Bayard, P.A., represents the ad hoc committee of SureFunding noteholders. THRASIO LLC: $325MM Bank Debt Trades at 38% Discount ---------------------------------------------------- Participations in a syndicated loan under which Thrasio LLC is a borrower were trading in the secondary market around 62.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $325 million facility is a Delay-Draw Term loan that is scheduled to mature on December 18, 2026. Thrasio LLC -- https://www.thrasio.com -- specializes in buying Amazon third-party private label businesses. Its portfolio includes Angry Orange pet odor eliminators and stain removers, Wise Owl Outfitters camping and outdoor gear, and more than 200 other Amazon and ecommerce brands. Thrasio was co-founded in 2018 by Joshua Silberstein. TORRID LLC: $350MM Bank Debt Trades at 25% Discount --------------------------------------------------- Participations in a syndicated loan under which Torrid LLC is a borrower were trading in the secondary market around 74.9 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $350 million facility is a Term loan that is scheduled to mature on June 14, 2028. About $290.2 million of the loan is withdrawn and outstanding. Torrid is an American women's retail chain. The store offers plus-size clothing and accessories for women size 10-30. Torrid began operations in April 2001. TOTAL AUTO: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: Total Auto Financing LLC 14563 Crossfield Way Woodbridge, VA 22191 Chapter 11 Petition Date: November 15, 2023 Court: United States Bankruptcy Court Eastern District of Virginia Case No.: 23-11867 Debtor's Counsel: Martin C. Conway, Esq. CONWAY LAW GROUP, PC 1320 Central Park Blvd, Suite 200 Fredericksburg, VA 22401 Phone: (855) 848-3011 Email: martin@conwaylegal.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Elshan Bayramov as member-manager. The Debtor listed Express Capital Funding, Inc. as its sole unsecured creditor holding a claim of $450,000. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/E54BLSI/Total_Auto_Financing_LLC__vaebke-23-11867__0001.0.pdf?mcid=tGE4TAMA TRANS-LUX CORP: Incurs $854K Net Loss in Third Quarter ------------------------------------------------------ Trans-Lux Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $854,000 on $4.14 million of total revenues for the three months ended Sept. 30, 2023, compared to a net loss of $466,000 on $4.79 million of total revenues for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $2.59 million on $11.48 million of total revenues compared to net income of $557,000 on $15.76 million of total revenues for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $10.08 million in total assets, $22.93 million in total liabilities, and a total stockholders' deficit of $12.85 million. Trans-Lux said, "The Company has incurred recurring operating losses and continues to have a working capital deficiency including being in default of several debt obligations. The Company recorded a loss of $2.6 million in the nine months ended September 30, 2023, and had a working capital deficiency of $12.5 million as of September 30, 2023. In addition, the Company's obligations under the Loan Agreement mature on December 31, 2023. As of December 31, 2022, the Company had a working capital deficiency of $9.3 million. The Company is dependent on future operating performance in order to generate sufficient cash flows in order to continue to run its businesses. Future operating performance is dependent on general economic conditions, as well as financial, competitive and other factors beyond our control, including the impact of the current economic environment, the spread of major epidemics (including coronavirus), increases in interest rates and other related uncertainties such as government-imposed travel restrictions, interruptions to supply chains, extended shut down of businesses and the impact of inflation. In order to more effectively manage its cash resources, the Company has, from time to time, increased the timetable of its payment of some of its payables, which delayed certain product deliveries from our vendors, which in turn delayed certain deliveries to our customers. "If we are unable to (i) obtain additional liquidity for working capital, (ii) make the required minimum funding contributions to the defined benefit pension plan, (iii) make the required principal and interest payments on our outstanding 8 1/4% Limited convertible senior subordinated notes due 2012 (the "Notes") and 9 1/2% Subordinated debentures due 2012 (the "Debentures"), (iv) repay our obligations under our Loan Agreement (hereinafter defined) with Unilumin and/or (v) repay our obligations under our loan agreements with Carlisle, there would be a significant adverse impact on our financial position and operating results. The Company continually evaluates the need and availability of long-term capital in order to meet its cash requirements and fund potential new opportunities. Due to the above, there is substantial doubt as to whether we will have adequate liquidity, including access to the debt and equity capital markets, to continue as a going concern over the next 12 months from the date of issuance of this Form 10-Q." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/99106/000151316223000141/tnlx-20230930.htm About Trans-Lux Headquartered in New York, New York, Trans-Lux Corporation -- http://www.trans-lux.com-- designs and manufactures TL Vision digital video displays for the financial, sports and entertainment, gaming, education, government, and commercial markets. With a comprehensive offering of LED Large Screen Systems, LCD Flat Panel Displays, Data Walls and scoreboards (marketed under Fair-Play by Trans-Lux), Trans-Lux delivers comprehensive video display solutions for any size venue's indoor and outdoor display needs. New Haven, CT-based Marcum LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 31, 2023, citing that Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. TRANSDIGM INC: Moody's Rates New Secured First Lien Notes 'Ba3' --------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to TransDigm Inc.'s new backed senior secured first lien notes and a Ba3 rating to TransDigm's new backed senior secured first lien term loan. All other ratings, including the B1 Corporate Family Rating, B1-PD Probability of Default Rating, Ba3 backed senior secured ratings, and B3 backed senior subordinated ratings are unchanged. The outlook remains stable. Proceeds from the new notes will be used for general corporate purposes as well as to fund the $1.385 billion acquisition of the Electron Device Business of Communications & Power Industries ("CPI"), a portfolio company of TJC, L.P. TransDigm expects to close the CPI acquisition in the third fiscal quarter of 2024 (fiscal year ending September). Moody's believes that an immediate use of the proceeds and current cash reserves will be to fund a $2 billion dividend to be paid on November 27, 2023. As the new notes and term loan raises already-escalated debt levels by approximately 10% at a time when the company will undertake a large dividend to shareholders, Moody's views these transactions to be credit negative. Nonetheless, debt-funded dividends of this size are a typical undertaking in TransDigm's aggressive financial policy. This is currently factored into the B1 CFR. RATINGS RATIONALE The B1 CFR reflects TransDigm's aggressive financial policy whereby the company maintains very high funded debt balances, largely due to a history of recurring substantial distributions to shareholders. This results in persistently elevated financial leverage. Pro forma for the new debt, debt-to-EBITDA will be close to 7x as of September 30, 2023. Although financial leverage is unusually high for the B1 CFR, Moody's recognizes the uniqueness of TransDigm's business model that enables the company to report industry-leading margins and healthy cash generation. TransDigm maintains operating margins of close to 45%, largely due to its position as a sole source provider across a majority of its products as well as its proprietary designs reflected in its significant patent portfolio and other intellectual property. Moody's believes that demand in commercial aerospace markets will exhibit strong growth in the years ahead. The stable outlook reflects Moody's expectations of positive earnings growth, and a gradual strengthening of credit metrics as commercial aerospace markets continue to recover. The SGL-1 speculative grade liquidity rating denotes Moody's expectations of very good liquidity over the next 12 months. As of September 30, 2023, cash totaled $3.5 billion. Moody's expects TransDigm to generate around $1 billion in free cash flow during fiscal 2024, not including special dividends in the year. Moody's believes that TransDigm will maintain and generate sufficient cash through the fiscal year to fund the CPI acquisition. There are no significant debt maturities scheduled in fiscal 2024. External liquidity is provided by an undrawn $810 million revolving credit facility that expires in 2026. The Ba3 ratings for TransDigm's senior secured term loan and senior secured bonds are one notch above the CFR. This reflects their seniority and first lien security interest in substantially all assets of the company on an aggregate basis. The B3 rating for the company's senior subordinated notes is two notches below the CFR. This reflects the subordination of this debt compared to the aforementioned first lien debt. Both the bank credit facilities and the subordinated notes are guaranteed by all of TransDigm's existing and future domestic subsidiaries, as well as the company's holding company parent TransDigm Group Incorporated (TDG). FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to a ratings downgrade include weakening liquidity, free cash flow-to-debt sustained in the low single-digits or debt-funded dividend distributions, particularly prior to the business having substantially recovered. Factors that could lead to an upgrade of the ratings include debt-to-EBITDA sustained below 5.5x, maintenance of the company's industry leading margins and a continuation of strong liquidity. The principal methodology used in these ratings was Aerospace and Defense published in October 2021. TransDigm Inc., headquartered in Cleveland, Ohio, is a manufacturer of engineered aerospace components for commercial airlines, aircraft maintenance facilities, original equipment manufacturers and various agencies of the US Government. TransDigm Inc. is the wholly-owned subsidiary of TransDigm Group Incorporated (TDG). Revenue for the fiscal year ending September 30, 2023, was $6.6 billion. TRANSDIGM INC: S&P Assigns 'B+' Rating on $1BB Secured Term Loan ---------------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '3' recovery rating to TransDigm Inc.'s proposed $1 billion senior secured term loan (term loan J) and $1 billion in new senior secured notes due in 2031. The '3' recovery rating indicates S&P's expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. Proceeds will be used toward the announced acquisition of Communications & Power Industries Inc.'s (CPI) electrical device business segment for $1.39 billion and to bolster balance sheet cash. S&P views the acquisition as complementing TransDigm's portfolio of operating entities. CPI is a leading global manufacturer of electrical components and subsystems serving the aerospace and defense market. Its products are highly engineered with proprietary components and with a significant aftermarket content. TransDigm announced a special dividend of $35 per share of its common stock in parallel with the CPI acquisition. Pro forma for the estimated dividend payment of just over $2 billion and the CPI acquisition, we estimate leverage will be approximately 6.3x debt to EBITDA. S&P Global Ratings views this as in line with its expectations for the rating. It does not affect its 'B+' issuer credit rating or stable outlook. S&P notes that the transactions are consistent with its expectations for the company's aggressive financial policies and that its strong cash flow generation provides capacity to reduce debt. ISSUER RATINGS – RECOVERY ANALYSIS Key analytical factors -- TransDigm's capital structure, including the proposed senior secured transactions, consists of a $810 million revolving credit facility, $450 million accounts receivable secured facility, approximately $16.2 billion in senior secured debt, and $5.2 billion in subordinated notes. -- Other default assumptions include SOFR at 3.5%, the revolver 85% drawn at default, and the accounts receivable facility 100% drawn at default and a priority claim. Default assumptions -- Year of default: 2027 -- EBITDA at emergence: $1.688 billion -- EBITDA multiple: 6x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $9.6 billion -- Obligor/nonobligor split: 85% / 15% -- Priority claims (accounts receivable facility): $458 million -- Value available to first-lien claims: $8.7 billion -- Estimated first-lien claims: $17.4 billion --Recovery expectations: 50%-70% (rounded estimate: 50%) -- Value available to subordinated claims: $0 -- Estimated subordinated claims: $8.7 billion --Recovery expectations: 0% TRAVEL LEADERS: Moody's Withdraws 'B3' Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service has withdrawn Travel Leaders Group, LLC's (dba Internova Travel Group) ratings, including its B3 corporate family rating, B3-PD probability of default rating, and B3 backed senior secured first lien ratings. Prior to the withdrawal, the outlook was positive. RATINGS RATIONALE Moody's has decided to withdraw the ratings for its own business reasons. Internova Travel Group, headquartered in New York, NY, manages corporate, leisure, franchise and consortia travel operations under its network of diversified divisions and brands. The company owns more than 20 brands under a portfolio of distinct four divisions, including Altour, Travel Leaders Group, Global Travel Collection and Bonotel. Certares is the largest shareholder of Internova. TRI-STATE PAPER: Richard Furtek Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Richard Furtek of Furtek & Associates, LLC as Subchapter V trustee for Tri-State Paper, Inc. Mr. Furtek will be paid an hourly fee of $295 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Furtek declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Richard E. Furtek Furtek & Associates, LLC Lindenwood Corporate Center 101 Lindenwood Drive, Suite 225 Malvern, PA 19355 Phone: (215) 768-8030 Email: rfurtek@furtekassociates.com About Tri-State Paper Tri-State Paper, Inc. is a Philadelphia-based merchant wholesaler of paper and paper products. Tri-State Paper filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-13237) on Oct. 27, 2023, with $1 million to $10 million in both assets and liabilities. John Petaccio, president, signed the petition. Judge Patricia M. Mayer presides over the case. Michael A. Cibik, Esq., at Cibik Law, P.C. represents the Debtor as bankruptcy counsel. TRIBE BUYER: $397MM Bank Debt Trades at 53% Discount ---------------------------------------------------- Participations in a syndicated loan under which Tribe Buyer LLC is a borrower were trading in the secondary market around 46.8 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $397 million facility is a Term loan that is scheduled to mature on February 16, 2024. The amount is fully drawn and outstanding. Tribe Buyer LLC provides construction services. The Company operates in the United States. TRIBE BUYER: Moody's Cuts CFR to 'Ca', Outlook Stable ----------------------------------------------------- Moody's Investors Service downgraded Tribe Buyer LLC's ("Tradesmen") corporate family rating to Ca from Caa2, probability of default rating to Ca-PD from Caa2-PD and senior secured first lien credit facilities rating to Ca from Caa2. The outlook is stable. Tradesmen provides agency-based skilled staffing services with a focus on small to medium sized commercial construction and industrial clients in North America. The downgrades reflect Tradesmen's elevated risk of an event of default or debt restructuring given the company's very high debt to EBITDA, weak liquidity profile and the January 2024 expiration of the revolver (undrawn as of September 30, 2023) and February 2024 maturity of the term loan. Moody's views the debt capital structure as unsustainable at current levels and expects a default or debt restructuring is likely. Governance risk, specifically financial risk management, was a key consideration in the rating actions. Moody's changed the ESG credit impact score to CIS-5 from CIS-4 and revised the governance IPS to G-5 from G-4, given the company's near-term debt maturity profile that drives the likelihood of an event of default. RATINGS RATIONALE Tradesmen's Ca CFR reflects the company's high risk of an event of default or debt restructuring in consideration of the $375 million first lien term loan outstanding as of September 30, 2023 that is due February 16, 2024 and the $26.25 million revolving credit facility expiring January 15, 2024 and weak credit metrics including very high debt to EBITDA in excess of 11x for the twelve months ended June 30, 2023. Moody's expects revenue growth in the low single digits in 2024 as demand from industrial clients has slowed in the first half of 2023 versus 2022. The company has a narrow end market as a staffing provider in the highly competitive and cyclical commercial and industrial construction sector. With a client base comprised of mainly small-to-medium sized contractors, Tradesmen's cyclical swings can be more pronounced than broad based declines in construction spending. The rating benefits from Tradesmen's strong market position as one of the largest service providers in most of the regional markets it serves. Revenue diversification has also improved in recent years as the company has expanded into the industrial and residential construction sectors. All financial metrics cited reflect Moody's standard adjustments. Moody's considers Tradesmen's liquidity to be weak, reflecting a low cash balance of $5.3 million as of June 30, 2023 and Moody's expectation of free cash flow deficits of negative 3% free cash flow to debt on an annual basis. The approaching maturity date of the $26.25 million revolver, which expires January 15, 2024, is not considered a reliable source of liquidity given the upcoming expiration. The company is subject to a maximum consolidated total net leverage ratio of 8.0x that Moody's expects the company will remain in compliance with up until the term loan matures in February 2024. The Ca revolver and term loan ratings are the same as the Ca CFR as they represent the preponderance of debt in the capital structure. The Ca ratings imply Moody's anticipates a 35% to 65% recovery for creditors at default. The stable outlook reflects Moody's expectation that Tradesmen's risk of default will remain elevated. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The rating could be downgraded should Moody's recovery expectations at Tradesmen deteriorate further. A ratings upgrade would require a reduction in the likelihood of default through stabilizing the company's debt capital structure. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Tradesmen, based in Cleveland, OH and owned by affiliates of The Blackstone Group L.P., provides agency-based skilled craftsmen staffing services to the small to medium sized nonresidential construction industry and industrial clients in North America (mostly the US). Revenue for the last twelve months ended June 30, 2023 was $611 million. TRISTAN OIL: Chapter 15 Case Summary ------------------------------------ Chapter 15 Debtor: Tristan Oil Ltd. 2nd Floor Water's Edge Wickhams Cay II Road Town Tortola VG111 British Virgin Islands Business Description: The Debtor is a special purpose vehicle that is wholly owned by Anatolie Stati, a national and resident of the Republic of Moldova. The Debtor has never conducted any business operations of its own. It was incorporated solely for the purpose of issuing the Original Notes, and, from the time of its incorporation, its activities have been solely related to on-lending the proceeds of the Original Notes to the Claimant Parties pursuant to the Intercompany Promissory Notes and the attempted repayment of and/or restructuring of its indebtedness under the Notes and K&S Receivables. Foreign Proceeding: Eastern Caribbean Supreme Court, High Court of Justice, British Virgin Islands Chapter 15 Petition Date: November 8, 2023 Court: United States Bankruptcy Court Southern District of New York Case No.: 23-11789 Judge: Hon. Martin Glenn Foreign Representative: Anna Silver 2nd Floor Water's Edge, Wickhams Cay II Road Town Tortola VG111 British Virgin Islands Foreign Representative's Counsel: John E. Jureller, Jr., Esq. Tracy L. Klestadt, Esq. Lauren C. Kiss, Esq. KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP 200 West 41st Street, 17th Floor New York, NY 10036 Tel: (212) 972-3000 Fax: (212) 972-2245 Email: jjureller@klestadt.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Chapter 15 petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4SKOKEI/Tristan_Oil_Ltd_and_Anna_Silver__nysbke-23-11789__0001.0.pdf?mcid=tGE4TAMA TUPPERWARE BRANDS: Delays Filing of Third Quarter Form 10-Q ----------------------------------------------------------- Tupperware Brands Corporation notified the Securities and Exchange Commission via Form 12b-25 that the Company is unable to file its Quarterly Report on Form 10-Q for the quarter ended Sept. 30, 2023 by the prescribed due date. The Company previously disclosed that it incurred significant delays in the filing of its Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2022 due to the identification of multiple prior period misstatements and material weaknesses in internal control over financial reporting for the periods covered by the 2022 Form 10-K. The Company filed the 2022 Form 10-K on Oct. 13, 2023 and is continuing its work to complete the consolidated financial statements for the Quarterly Report on Form 10-Q for the quarter ended April 1, 2023, and the quarter ended July 1, 2023. Furthermore, as previously disclosed in its 2022 Form 10-K, as a result of the Company's challenging financial condition and extensive efforts to complete the restatement of the historical Consolidated Financial Statements, the Company's accounting department has experienced, and continues to experience, significant attrition, including recent departures in key control positions within the accounting department and other supporting departments. The employee attrition has resulted in resource and skill set gaps, strained resources, and a loss of continuity of knowledge - all of which have contributed to delays in the filing of the Q1 Form 10-Q and the Q2 Form 10-Q. In addition, as previously disclosed in a Current Report on Form 8-K filed Oct. 27, 2023, the Company's former independent auditor informed the Company that it was declining to stand for re-appointment as the Company's registered public accounting firm for the integrated audit of the fiscal year ending Dec. 30, 2023. The former auditor's decision was not the result of a dispute between the Company and the former auditor. The former auditor's reports on the Company's financial statements for the fiscal years ended Dec. 31, 2022 and Dec. 25, 2021 contained no adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except that the report for the fiscal year ended Dec. 31, 2022 included an explanatory paragraph indicating that there was substantial doubt about the Company's ability to continue as a going concern. The Company is in the process of retaining a new independent auditor for fiscal year 2023 periodic reports, which is causing further delays. Due to the time and effort required to finalize and file the Q1 Form 10-Q and Q2 Form 10-Q combined with the Company's efforts to retain a new independent auditor, the Company will be unable, without unreasonable effort or expense, to complete and file the Q3 Form 10-Q within the prescribed time period. As previously disclosed in the Company's 2022 Form 10-K, on April 3, 2023 the Company received written notice from the New York Stock Exchange indicating the Company was not in compliance with Section 802.01E of the NYSE Listed Company Manual, as a result of the Company's failure to timely file the 2022 Form 10-K with the Securities and Exchange Commission. The Company was initially granted a six month cure period following the 2022 Form 10-K filing due date to become current in its SEC periodic filings. Due to the delays described above, the Company was unable to become current in its SEC periodic filings within the six month period. On Sept. 20, 2023, the Company submitted a late filer extension request for an additional six-month cure period in which the Company would be required to file the 2022 Form 10-K as well as the Q1 Form 10-Q, Q2 Form 10-Q, and Q3 Form 10-Q. On Oct. 3, 2023, the NYSE granted the Company's request for an extension to the compliance period through March 31, 2024 for the filing of the Q1 Form 10-Q, Q2 Form 10-Q, and Q3 Form 10-Q. The Company said it is endeavoring to complete its financial close process and file its Q1 Form 10-Q and Q2 Form 10-Q as promptly as possible and intends to file its Q3 Form 10-Q as promptly as possible after filing the Q2 Form 10-Q, however there can be no assurance with respect to the timing of completion of the filings. About Tupperware Brands Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com -- is a global consumer products company that designs innovative, functional and environmentally responsible products that people love and trust. Founded in 1946, Tupperware's signature container created the modern food storage category that revolutionized the way the world stores, serves and prepares food. Today, this iconic brand has more than 8,500 functional design and utility patents for solution-oriented kitchen and home products. With a purpose to nurture a better future, Tupperware products are an alternative to single-use items. The company distributes its products into nearly 70 countries, primarily through independent representatives around the world. On June 1, 2023, Tupperware Brands received a notice from the New York Stock Exchange indicating the Company is not in compliance with Sections 802.01B and Section 802.01C of the NYSE Listed Company Manual because (i) the Company's average global market capitalization over a consecutive 30 trading-day period was less than $50 million and, at the same time, its last reported stockholders' equity was less than $50 million, and (ii) the average closing price of the Company's common stock was less than $1.00 over a consecutive 30 trading-day period. The Notice has no immediate effect on the listing of the Company's common stock. Tupperware Brands reported a net loss of $232.5 million for the year ended Dec. 31, 2022. As of Dec. 31, 2022, the Company had $743.6 million in total assets, $1.17 billion in total liabilities, and a total shareholders' deficit of $429.8 million. Tampa, Florida-based PricewaterhouseCoopers LLP, the Company's auditor since 1995, issued a "going concern" qualification in its report dated Oct. 13, 2023, citing that the Company has experienced liquidity challenges and is uncertain about its ability to comply with debt covenants, which resulted in the borrowings under the Company's credit agreement being classified as current as of Dec. 31, 2022, and that also raises substantial doubt about its ability to continue as a going concern. UNCONDITIONAL LOVE: Hires Jefferies LLC as Investment Banker ------------------------------------------------------------ Unconditional Love Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Jefferies LLC as their investment banker. The firm will render these services: (a) providing advice and assistance to the Debtors in connection with analyzing, structuring, negotiating, and effecting (including providing valuation analyses as appropriate), and acting as exclusive investment banker to the Debtors in connection with any restructuring, reorganization, recapitalization, repayment, or material modification of the Debtors' outstanding indebtedness, however achieved, including, without limitation, through any offer by the Debtors with respect to any outstanding indebtedness, a solicitation of votes, approvals, or consents giving effect thereto (including with respect to a prepackaged or pre-negotiated plan of reorganization or other plan pursuant to the Bankruptcy Code), the execution of any agreement giving effect thereto, an offer by any party to convert, exchange, or acquire any outstanding indebtedness, or any similar balance sheet restructuring involving the Debtors; (b) providing the Debtors with financial advice and assistance in connection with a possible sale, disposition, or other business transaction or series of transactions involving all or a material portion of the equity or assets of one or more entities comprising the Debtors, whether directly or indirectly and through any form of transaction, including, without limitation, merger, reverse merger, liquidation, stock sale, asset sale, asset swap, recapitalization, reorganization, consolidation, amalgamation, spin-off, split-off, joint venture, strategic partnership, license, a sale under section 363 of the Bankruptcy Code (including any "credit bid" made pursuant to section 363(k) of the Bankruptcy Code and including under a prepackaged or pre-negotiated plan of reorganization or other plan pursuant to the Bankruptcy Code), or other transaction; (c) providing the Debtors with financial advice and assistance in connection with the arrangement and/or placement of any debtor-in-possession financing, whether secured or unsecured, including, without limitation, the issuance of any securities and/or the entry into any bank debt and/or other credit facility; (d) becoming familiar with, to the extent Jefferies deems appropriate, and analyzing the business, operations, properties, financial condition, and prospects of the Debtors; (e) advising the Debtors on the current state of the "restructuring market"; (f) assisting and advising the Debtors in developing a general strategy for accomplishing a Restructuring; (g) assisting and advising the Debtors in implementing a Restructuring; (h) assisting and advising the Debtors in evaluating and analyzing a Restructuring, including the value of the securities or debt instruments, if any, that may be issued in any such Restructuring; and (i) rendering such other investment banking services as may from time to time be agreed upon by the Debtors and Jefferies. The firm will be compensated as follows: (a) Monthly Fee. A monthly fee equal to $100,000 per month until the termination of the Engagement Letter. The first Monthly Fee shall be payable as of the date of the Engagement Letter, and each subsequent Monthly Fee shall be payable on each monthly anniversary thereafter. After the payment of one (1) full Monthly Fee to Jefferies under the Engagement Letter, 50 percent of all subsequent Monthly Fees paid to Jefferies shall be credited once, without duplication, against any Restructuring Fee, or M&A Transaction Fee, if any, subsequently payable to Jefferies by the Debtors. (b) Restructuring Fee. Promptly upon the consummation of a Restructuring, a fee equal to $3.0 million. (c) M&A Transaction Fee. Promptly upon the consummation of an M&A Transaction a fee in an amount equal to the greater of (i) $3.0 million and (ii) 2.0 percent of the Transaction Value of such M&A Transaction. It is expressly understood that a separate M&A Transaction Fee shall be payable in respect of each M&A Transaction in the event that more than one M&A Transaction shall occur. (d) DIP Financing Fee. Upon the closing of a DIP Financing, a fee equal to 1.0 percent of the aggregate amount committed in connection with such DIP Financing. (e) Expenses. In addition to any fees that may be paid to Jefferies under the Engagement Letter, whether or not any Transaction occurs, the Debtors will reimburse Jefferies, promptly upon receipt of an invoice therefor, for its reasonable out-of-pocket expenses. Robert White, a managing director at Jefferies LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert White JEFFERIES LLC 520 Madison Avenue New York, NY 10022 Telephone: (212) 284-2300 About Unconditional Love Founded in February 2019, Hello Bello is a retailer of baby necessities, selling products made with plant-based ingredients and organic botanicals across the baby, family, and wellness markets. The Company is headquartered in Los Angeles, California, with manufacturing plants located in the United States, Mexico, Canada, and China. On Oct. 23, 2023, Unconditional Love Inc. and its affiliate filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11759). The Debtors listed $100 million to $500 million in estimated assets and liabilities. The petitions were signed by Erica Buxton as chief executive officer. Hon. Mary F. Walrath presides over the cases. The Debtors tapped Young Stargatt & Taylor as Delaware bankruptcy counsels. Willkie Farr & Gallagher LLP is the Debtors' general bankruptcy counsel. Emerald Capital Advisors Corp. is the Debtors' restructuring advisor. Jefferies LLC is the Debtors' investment banker. Stretto, Inc. is the Debtors' notice, claims, solicitation and balloting agent. UNCONDITIONAL LOVE: Hires Willkie Farr & Gallagher as Co-Counsel ---------------------------------------------------------------- Unconditional Love Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Willkie Farr & Gallagher LLP as their co-counsel. The firm will provide these services: (a) prepare, on behalf of the Debtors, all necessary motions, applications, answers, orders, reports and papers in connection with the administration of these Chapter 11 cases; (b) counsel the Debtors with regard to their rights and obligations in the continued operation of their business and the management of their estates; (c) represent and advise the Debtors in the sales of their business through these Chapter 11 cases; (d) provide the Debtors with advice, represent the Debtors and prepare all necessary documents on behalf of the Debtors in the areas of corporate finance, employee benefits, real estate, tax and bankruptcy law, commercial litigation, debt restructuring and asset dispositions in connection with these Chapter 11 cases; (e) advise the Debtors with respect to actions to protect and preserve the Debtors' estates during the pendency of these cases, including the prosecution of actions by the Debtors, the defense of actions commenced against the Debtors, negotiations concerning litigation in which the Debtors are involved and objections to claims filed against the estates; and (f) other necessary or requested legal services in connection with these Chapter 11 cases. The firm will be paid at these rates: Partners $1,550 to $2,125 per hour Associates $565 to $1,500 per hour Paraprofessionals $345 to $590 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Willkie Farr & Gallagher disclosed the following: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: The firm's billing rates and material financial terms for the 12 months prior to the petition date were the same as the firm's proposed billing rates for these Chapter 11 Cases, inclusive of an annual increase in the firm's rates, which most recently occurred in October 2023. Question: Has your client approved your prospective budget and staffing plan, and, if so for what budget period? Response: Yes. The Debtors have approved a budget and staffing plan for the period of Oct. 23, 2023 through Jan. 31, 2024. Brian Lennon, Esq., a member of Willkie Farr & Gallagher, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brian S. Lennon, Esq. Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019-6099 Tel: (212) 728-8000 Fax: (212) 728-8111 Email: blennon@willkie.com About Unconditional Love Founded in February 2019, Hello Bello is a retailer of baby necessities, selling products made with plant-based ingredients and organic botanicals across the baby, family, and wellness markets. The Company is headquartered in Los Angeles, California, with manufacturing plants located in the United States, Mexico, Canada, and China. On Oct. 23, 2023, Unconditional Love Inc. and its affiliate filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11759). The Debtors listed $100 million to $500 million in estimated assets and liabilities. The petitions were signed by Erica Buxton as chief executive officer. Hon. Mary F. Walrath presides over the cases. The Debtors tapped Young Stargatt & Taylor as Delaware bankruptcy counsels. Willkie Farr & Gallagher LLP is the Debtors' general bankruptcy counsel. Emerald Capital Advisors Corp. is the Debtors' restructuring advisor. Jefferies LLC is the Debtors' investment banker. Stretto, Inc. is the Debtors' notice, claims, solicitation and balloting agent. UNCONDITIONAL LOVE: Seeks to Tap Stretto as Administrative Advisor ------------------------------------------------------------------ Unconditional Love Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Stretto, Inc. as its administrative advisor. The Debtor requires an administrative advisor to: (a) assist with, among other things, solicitation, balloting, and tabulation of votes; prepare any related reports, as required in support of confirmation of a Chapter 11 plan; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) manage and coordinate any distributions pursuant to a Chapter 11 plan if designated as distribution agent under such plan; and (e) provide claims analysis and reconciliation, case research, depository management, treasury services, confidential online workspaces or data rooms, and any related services. Prior to the petition date, the Debtor provided Stretto an advance retainer in the amount of $25,000. The firm will seek reimbursement for expenses incurred. Sheryl Betance, a senior managing director of Stretto, 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: Sheryl Betance Stretto, Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: sheryl.betance@stretto.com About Unconditional Love Founded in February 2019, Hello Bello is a retailer of baby necessities, selling products made with plant-based ingredients and organic botanicals across the baby, family, and wellness markets. The Company is headquartered in Los Angeles, California, with manufacturing plants located in the United States, Mexico, Canada, and China. On Oct. 23, 2023, Unconditional Love Inc. and its affiliate filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11759). The Debtors listed $100 million to $500 million in estimated assets and liabilities. The petitions were signed by Erica Buxton as chief executive officer. Hon. Mary F. Walrath presides over the cases. The Debtors tapped Young Stargatt & Taylor as Delaware bankruptcy counsels. Willkie Farr & Gallagher LLP is the Debtors' general bankruptcy counsel. Emerald Capital Advisors Corp. is the Debtors' restructuring advisor. Jefferies LLC is the Debtors' investment banker. Stretto, Inc. is the Debtors' notice, claims, solicitation and balloting agent. UNCONDITIONAL LOVE: Taps Emerald Capital as Financial Advisor ------------------------------------------------------------- Unconditional Love Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Emerald Capital Advisors Corp. as financial advisor. The firm's services include: a. managing the Debtors' cash and monitor liquidity along with the Debtors' management and other professionals; b. leading and/or assisting in negotiations with the Debtors' vendors, lessors, landlords, employees, equity holders, and other interested parties; c. preparing, supplementing, and advising the Debtors regarding its 13-week cash flow budget as related to discussions and negotiations with its secured lender; d. continuing to maintain a budget throughout the process and creating a budget-to-actual variance reporting process; e. preparing financial documentation as required by the United States Trustee and working with the United States Trustee to comply with bankruptcy code requirements; f. preparing Schedules of Assets & Liabilities and Statements of Financial Affairs; g. preparing Monthly Operating Reports; h. attending and assisting with Committee formation meeting(s); i. interfacing with any Official Committee(s) formed by the United States Trustee; j. providing appropriate reporting and diligence to any Official Committee(s); k. assisting in development of Plan of Reorganization and Disclosure Statement, as needed; l. preparing liquidation analysis and feasibility/viability analysis in connection with the Plan of Reorganization, as needed; m. testifying at Confirmation Hearing or in other hearings as necessary; n. facilitating claims reconciliation process and conducting claims pool analysis as needed; o. assisting with distribution to creditors under the Plan of Reorganization (if appropriate); and p. providing the Debtors with other appropriate general restructuring advice. Emerald Capital Advisors will be paid at these rates: Managing Partners $600 per hour Managing Directors $500 to $500 per hour Vice Presidents $400 to $450 per hour Associates $300 to $350 per hour Analysts $200 to $250 per hour The firm received from the Debtor a retainer of $135,000. John Madden, a managing partner at Emerald Capital Advisors, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John P. Madden Emerald Capital Advisors 150 East 52nd Street, 15th Floor New York, NY 10022 Telephone: (646) 968-4094 Facsimile: (212) 731-0307 Email: info@emeraldcapitaladvisors.com About Unconditional Love Founded in February 2019, Hello Bello is a retailer of baby necessities, selling products made with plant-based ingredients and organic botanicals across the baby, family, and wellness markets. The Company is headquartered in Los Angeles, California, with manufacturing plants located in the United States, Mexico, Canada, and China. On Oct. 23, 2023, Unconditional Love Inc. and its affiliate filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11759). The Debtors listed $100 million to $500 million in estimated assets and liabilities. The petitions were signed by Erica Buxton as chief executive officer. Hon. Mary F. Walrath presides over the cases. The Debtors tapped Young Stargatt & Taylor as Delaware bankruptcy counsels. Willkie Farr & Gallagher LLP is the Debtors' general bankruptcy counsel. Emerald Capital Advisors Corp. is the Debtors' restructuring advisor. Jefferies LLC is the Debtors' investment banker. Stretto, Inc. is the Debtors' notice, claims, solicitation and balloting agent. UNITED NATURAL: Moody's Cuts CFR to B2 & Alters Outlook to Stable ----------------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating of United Natural Foods, Inc ("UNFI") to B2 from Ba3 and its probability of default rating to B2-PD from Ba3-PD. Concurrently, Moody's downgraded the rating of the company's senior secured term loan to B3 from B1 and the rating on its senior unsecured global notes to Caa1 from B2. The company's Speculative Grade Liquidity rating ("SGL") was downgraded to SGL-3 from SGL-2. The outlook was changed to stable from negative. The downgrade of the ratings reflects Moody's expectation that UNFI's operating performance and credit metrics are to remain weak over the next 12-18 months with debt to EBITDA at 5.6x and EBITA/Interest at 1.1x. The company's profitability is expected to continue to be pressured by lower than expected gross margins from reduced inflation-fueled inventory gains, higher than expected operating costs resulting from supply chain disruptions, high labor costs and shrink. The downgrade to SGL-3 (adequate) from SGL-2 (good) reflects UNFI's reduced liquidity as the company will need to borrow under its $2.6 billion asset based revolving credit facility ("ABL"; unrated) to fund Moody's expectation for negative free cash flow of approximately $250 million over the next 12-18 months. This reflects earnings weakness and high capital spending as the company continues to automate and optimize its distribution network and modernize its digital infrastructure. Nonetheless, Moody's expects the company to maintain in excess of $1.0 billion of availability under the ABL. UNFI's nearest maturity is its $670 million outstanding senior secured term loan maturing in October 2025. The stable outlook reflects Moody's belief that UNFI can make operational progress to return to EBITDA growth, improve credit metrics and maintain adequate liquidity. The outlook also assumes its supply chain optimization will be successfully executed. RATINGS RATIONALE UNFI's B2 CFR reflects the company's very high financial leverage and low interest coverage. Debt to EBITDA was at 4.9x and EBITA to interest was at 1.4x in fiscal 2023 ending July 2023. Leverage includes an adjustment to debt for $310 million, which reflects receivables sold to a third party financial institution. Moody's expects debt to EBITDA to remain stubbornly high at about 5.6x and EBITA to interest to remain weak at roughly 1.1x over the next 12-18 months as it must invest significant capital to improve its operations. The rating also reflects the mature nature of UNFI's low margin fixed cost distribution business, where topline growth is important to improve profitability. Moody's expects the business environment will remain highly competitive especially for the independent food retailers or small retail grocery chains. These customers are being squeezed by larger, better capitalized traditional supermarkets, such as The Kroger Co. and alternative food retailers, such as Walmart Inc. thereby pressuring their growth and profitability. The company's credit profile also reflects its roughly 20% sales concentration with Whole Foods Market, Inc. Partially offsetting these challenges are UNFI's formidable size in the supermarket distribution industry, and its leadership position in the fast growing natural, organic and specialty food business. Moody's expects financial policies to focus on debt reduction as the company works to stabilize its business, generate positive free cash flow and refinance upcoming maturities. UNFI's CIS score was changed to CIS-4 from CIS-3 as its governance score was changed to G-4 from G-3. The change in its governance score is related to both its financial strategy and risk management as well as its management credibility and track record, reflective of its very high leverage, weak coverage, and negative free cash flow. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if the company demonstrates sustained growth in sales, and profitability, maintains good liquidity and generates consistently positive free cash flow. Quantitatively, ratings could be upgraded if debt/EBITDA is sustained below 4.5x and EBITA/interest expense is sustained above 2.0x. Ratings could be downgraded if operating performance continues to deteriorate. Ratings could also be downgraded if debt/EBITDA is sustained above 5.5x or EBITA/interest is sustained below 1.5x or if the company fails to generate consistently positive free cash flow, liquidity deteriorates or if its financial strategies do not prioritize debt reduction. United Natural Foods, Inc is a leading distributor of natural, organic, and specialty, produce, and conventional grocery foods and non-food products, and provider of support services in the United States and Canada. The company is publicly traded and has 55 distribution centers and generates about $30 billion in revenue. The principal methodology used in these ratings was Distribution and Supply Chain Services published in February 2023. VECTOR UTILITIES: Seeks to Hire CBRE, Inc. as Appraiser ------------------------------------------------------- Vector Utilities, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ CBRE, Inc. as appraiser. The firm will appraise the Debtor's real property a 10.1 acres of land, Laredo Ranchettes, West Line of Welch Road, North of Enlace Road, Laredo, Texas 78043. The firm will be paid a flat rate of $3,000 for preparing the appraisal, and $500 per hour for court testimony. The retainer is $3,000. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jonathan Barker CBRE, Inc. 1803 Broadway, Suite 825 San Antonio, TX 78215 Tel: (210) 225-1000 About Vector Utilities, LLC Vector Utilities, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-60040) on July 16, 2023. In the petition signed by Griselda C. Gaytan, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge David R. Jones oversees the case. Margaret M. McClure, Esq., at Law Office of Margaret M. McClure, represents the Debtor as legal counsel. VESTTOO LTD: Hires Kroll Bermuda Ltd as Financial Advisor --------------------------------------------------------- Vesttoo Ltd, and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kroll Bermuda Ltd, and Kroll U.K. Limited as financial advisor. The firm will provide these services: a. assist the Debtors and DLA Piper in connection with filings made in connection with the Chapter 11 Proceedings and any foreign proceedings; b. assist the Debtors and its advisors with the preparation of financial-related disclosures required by the Court or rules, including the Debtors' schedules of assets and liabilities, statements of financial affairs, monthly operating reports, rule 2015.3 reports and other reports required by the United States Bankruptcy Code; c. assess and evaluate post-petition cash requirements for the Debtors; d. establish a debtor-in-possession budget and cash flow forecasts; e. monitor and assist with the implementation of cash management controls, monitor cash balances, payables and approvals; f. prepare valuation and financial models and other analysis of the Debtors' underlying assets; g. conduct site visits of operating entities where necessary; h. attend meetings and assist in discussions with potential investors, banks, and secured lenders, any official committee(s) appointed in these chapter 11 cases, the United States Trustee, other parties in interest and professionals hired by same, as requested; i. assist the Debtors' management team and counsel focused on the coordination of resources related to the ongoing reorganization effort; j. provide guidance to the Debtors and their advisors concerning potential refinancing/restructuring plans for the Debtors and their creditors; k. participate in communications and negotiations with the Debtors creditors and other stakeholders; l. work with the Debtors and their advisors to develop a commensurate level of information to be prepared in support of any refinancing/restructuring proposals; m. attend internal meetings with the Debtors' management and advisors for the purposes of any proposed refinancing and restructuring, negotiating with other interested third parties, such as potential investors, in respect of the refinancing/restructuring; n. identify opportunities to improve profitability and reduce operating costs and overheads; o. identify incremental short to long term cash saving measures including potential cost cutting and deferral of creditor payments; p. assist in reconciliation and allowance or estimation of claims in coordination with the claims agent; q. prepare financial analysis on recovery alternatives to stakeholders; r. assist with the identification of executory contracts and leases and performance of cost/benefit evaluations with respect to the assumption or rejection of each; s. assist in connection with the development and implementation of human resources processes, employee compensation, bonus, incentive, retention and other critical employee benefit programs designed to maximize the value of the estate; t. assist in assessing the Debtors' vendor base to identify critical and foreign disbursements, size necessary Court relief and establish a vendor management process; u. provide analysis in coordination with the claims agent of creditor claims by type, entity, and individual claim, including assistance with development of databases, as necessary, to validate such claims; v. assist in the preparation of information and analysis necessary for the confirmation of a plan of reorganization in the chapter 11 cases including information for any disclosure statement; w. assist in the preparation of information that may be necessary for the Debtor to assess the tax attributes related to the confirmation of a plan of reorganization in the chapter 11 cases; x. conduct, support, and report on investigations relating to the Debtors' financial and operational affairs; y. support the work and advice of DLA Piper in respect of actual, threatened, or contemplated litigation, including civil, regulatory, and/or criminal litigation, involving the Debtors, including by providing expert testimony and assistance with document requests, but not the DLA Piper Matter; z. assist in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; aa. provide advice, support and coordination regarding the Debtors' efforts to recover and secure their assets; bb. undertake any other analysis and advisory work as may be requested from time to time by the Debtors and agreed in writing by both Parties; cc. provide expert testimony on valuation matters, investigation related matters (excluding the DLA Piper Matter), and plan feasibility in connection with any bankruptcy or other court proceeding; and dd. render such other general business consulting or such other assistance as the Debtors' management team or counsel may deem necessary consistent with the role of a financial advisor to the extent that it would not be believed to be duplicative of services provided by other professionals in the chapter 11 cases. The firm will be paid at these rates: Managing Director $880 per hour Associate Managing Director $752 per hour Senior Manager $643 per hour Manager $528 per hour Associate Manager $467 per hour Senior Associate $420 per hour Associate $366 per hour he firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Mathew Clingerman, a managing director at Kroll Bermuda Ltd, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Mathew Clingerman Kroll Bermuda Ltd. Vallis Building 4th Floor, 58 Par-La-Ville Road, Hamilton, HM 11, Bermuda Tel: (441) 279-9000 Email: Mathew.Clingerman@kroll.com About Vesttoo Ltd Vesttoo Ltd. is a technology-driven collateralized reinsurance provider in Tel Aviv, Israel. It connects the insurance industry with the capital markets by combining AI-powered technology with expertise in data science, insurance and finance. Vesttoo and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on August 14 and 15, 2023. The Honorable Bankruptcy Judge Mary F. Walrath oversees the case. The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll, LLC as financial advisor. Epiq Corporate Restructuring, LLC is the claims and administrative 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 tapped Greenberg Traurig, LLP as legal counsel and Alvarez & Marsal North America, LLC as financial advisor. VESTTOO LTD: Judge Declines to Convert Case to Chapter 7 -------------------------------------------------------- Clara Geoghegan of Law360 reports that bankrupt Israel-based fintech firm Vesttoo can keep its Chapter 11 status, a Delaware court has ruled, denying a motion from the Office of the U.S. Trustee to force the company to convert to Chapter 7 proceedings. The Court on Nov. 8, 2023, also entered an order terminating the Debtors' exclusive periods to propose a Chapter 11 Plan solely with respect to the Official Committee of Unsecured Creditors. For the avoidance of doubt, only the Committee will have the right to file a plan and solicit acceptances thereof during the exclusive periods. The Committee is authorized to file and solicit acceptances of a plan. About Vesttoo Ltd. Vesttoo Ltd. is a technology-driven collateralized reinsurance provider in Tel Aviv, Israel. It connects the insurance industry with the capital markets by combining AI-powered technology with expertise in data science, insurance and finance. Vesttoo and its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on August 14 and 15, 2023. The Honorable Bankruptcy Judge Mary F. Walrath oversees the case. The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll, LLC, as financial advisor. Epiq Corporate Restructuring, LLC, is the claims and administrative 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 tapped Greenberg Traurig, LLP as legal counsel and Alvarez & Marsal North America, LLC as financial advisor. VESTTOO LTD: Seeks to Hire Epiq as Administrative Advisor --------------------------------------------------------- Vesttoo Ltd. and affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Corporate Restructuring, LLC as administrative advisor. The firm will provide these services: (a) assist with, among other things, solicitation, balloting, and tabulation of votes, as well as preparing any appropriate reports, as required in furtherance of confirmation of plan(s) of liquidation or reorganization (the "Balloting Services"); (b) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results; (c) in connection with the Balloting Services, respond to requests for documents from parties in interest, including, if applicable, brokerage firms, bank back-offices, and institutional holders; (d) gather data for, and assist with the preparation of, the Debtors' schedules of assets and liabilities and statements of financial affairs; (e) assist the Debtors in reconciling claims; (f) provide the Debtors with standard reports (as well as consulting and programming support for reports that the Debtors request), program modifications, database modifications, and other features in accordance with the Agreement; (g) provide a confidential data room, if requested; (h) manage and coordinate any distributions pursuant to a confirmed plan of reorganization or liquidation or otherwise; and (i) provide such other processing, solicitation, balloting, and other administrative services described in the Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court, or the Clerk. The firm will be paid at these rates: Clerical/Administrative Support Waived IT / Programming $65 - $85 Case Managers $80 -$150 Consultants/ Directors/Vice Presidents $150 - $195 Solicitation Consultant $190 Executive Vice President, Solicitation $195 Executives No Charge Prior to the Petition Date, the Debtors paid the firm a retainer in the amount of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kathryn Tran, consulting director at Epiq, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kathryn Tran Epiq Corporate Restructuring, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Phone: (714) 394-6998 Email: ktran@epiqglobal.com About Vesttoo Ltd. Vesttoo Ltd. is a technology-driven collateralized reinsurance provider in Tel Aviv, Israel. It connects the insurance industry with the capital markets by combining AI-powered technology with expertise in data science, insurance and finance. Vesttoo and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on August 14 and 15, 2023. The Honorable Bankruptcy Judge Mary F. Walrath oversees the case. The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll, LLC as financial advisor. Epiq Corporate Restructuring, LLC is the claims and administrative 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 tapped Greenberg Traurig, LLP as legal counsel and Alvarez & Marsal North America, LLC as financial advisor. VESTTOO LTD: Seeks to Hire S. Horowitz & Co as Israel Counsel ------------------------------------------------------------- The official committee of unsecured creditors of Vesttoo Ltd. and affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ S. Horowitz & Co. as its Israel counsel. The firm will render these services: (a) advise the Committee with respect to Israel law in relation to these Cases; (b) attend any hearings in Israel on behalf of the Committee, to the extent required or appropriate; (c) prepare, or advise, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, objections, and responses to any of the foregoing; and (d) perform such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. The firm will be paid at these rates: Alex Hertman $600 per hour Other Partners $300 to $400 per hour Associates $200 to $250 per hour Articled clerks (interns) $110 per hour In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, S. Horowitz disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- the firm has not represented the Committee in the 12 months prepetition; and -- S. Horowitz intends to discuss a budget of fees and expenses for October-December 2023 and staffing plans with the Committee. The Committee has approved the firm's proposed billing rates. Alex Hertman, Esq., senior partner at the Israel law firm of S. Horowitz & Co., assured the court that his firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Alex Hertman, Esq. S. Horowitz & Co. 31 Ahad Ha'am Street Tel Aviv 6520204 Israel Tel: +972-3-5670700 Fax: +972-3-5660974 About Vesttoo Ltd. Vesttoo Ltd. is a technology-driven collateralized reinsurance provider in Tel Aviv, Israel. It connects the insurance industry with the capital markets by combining AI-powered technology with expertise in data science, insurance and finance. Vesttoo and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. (Lead Case No. 23-11160) on August 14 and 15, 2023. The Honorable Bankruptcy Judge Mary F. Walrath oversees the case. The Debtors tapped DLA Piper, LLP (US) as legal counsel and Kroll, LLC as financial advisor. Epiq Corporate Restructuring, LLC is the claims and administrative 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 tapped Greenberg Traurig, LLP as legal counsel and Alvarez & Marsal North America, LLC as financial advisor. VIASAT INC: S&P Downgrades ICR to 'B+' on Revised Earnings ---------------------------------------------------------- S&P Global Ratings lowered all ratings on Viasat Inc. by one notch, including its issuer credit rating to 'B+', and removed them from CreditWatch negative, where S&P placed it on Oct. 4, 2023. The negative outlook incorporates uncertainty around achieving sustainably positive FOCF in 2026 and beyond due to execution risk associated with successfully launching Viasat-3 F2 and F3 satellites, the increasingly competitive landscape, and elevated interest rates. S&P said, "Earnings growth and operating cash flow will be lower than we previously projected. The F1 satellite was a critical component of the company's growth trajectory, as it was meant to have total throughput of about 1,000 gigabits per second (Gbps) compared with 140 Gbps on Viasat-1 and 260 Gbps on Viasat-2. Most of the capacity was to be deployed in the North American fixed broadband market (about 11% of total revenue), which is currently capacity constrained. We now project this segment will continue to decline over the next 18-24 months until F2 can be placed over North America and return this segment to growth. Furthermore, lower capacity and delays associated with contingency plans could make it more challenging to win new in-flight connectivity (IFC) contracts or shrink the size of this growth opportunity longer term. Therefore, we have revised our revenue and EBITDA forecast downward to reflect the lost capacity from F1. "Given the lost capacity from F1, intensifying competition across all end markets, and elevated interest rates that may persist when refinancing needs arise, we believe there is greater uncertainty around achieving FOCF-to-debt of greater than 5% in the next three years." The company has reduced capital spending plans to achieve slightly positive FOCF by fiscal 2026 (ending March 31). The company is amid a peak investment cycle with capital expenditures projected to decline to $1.4 billion-$1.5 billion in fiscal 2025 (including capitalized interest) from an estimated $1.7 billion-$1.8 billion in fiscal 2024. This includes the final stages of the Viasat-3 constellation and continued build of Inmarsat GX satellites. S&P expects a meaningful decline thereafter to around $1.1 billion-$1.2 billion in fiscal 2026 as satellites currently under construction are completed (Viasat does not plan to replace the F1 satellite) and roughly $110 million in capex synergies are realized form the merger. The company recently announced it will not make additional investments in the next generation Viasat-4 satellite, as it strategically pivots away from in-home broadband toward mobility. S&P said, "We view this curtailment of investment favorably as mobility use cases offer higher growth potential in less competitive markets that can be achieved with more affordable, less bandwidth-intensive satellites. We believe this represents long-term capacity rationalization allowed by the merger with Inmarsat." Therefore, S&P believes earnings growth associated with new capacity (mainly from F2 and F3) coupled with operating expense synergies of at least $100 million associated with the merger and lower capital spending will allow cash from operations to gradually increase above capital spending levels on a sustained basis by fiscal 2026. Execution risk associated with achieving growth has increased. The second very high throughput Viasat-3 F-2 satellite uses the same antenna as F-1. Therefore, the antenna supplier must apply corrective actions following root cause analysis to ensure that a similar problem does not occur on the F-2 satellite. At a minimum, this has delayed F2 launch to at least the fourth quarter of 2024. Amplifying the risk of another anomaly is its reliance on a small number of very high throughput satellites to add a massive amount of additional capacity and the recent track record of problems: -- Viasat-3 F1 experienced an unexpected event during reflector deployment in July 2023 that will reduce its capacity by more than 90%. The satellite was partially insured and Viasat will receive $420 million. -- Inmarsat-6 F2 suffered a power subsystem anomaly during its orbit raising phase in August 2023. This was a backup satellite that was fully insured and Viasat will receive $348 million. -- Viasat-2 experienced an antenna problem in 2018 that reduced capacity by about 15%. Viasat received an insurance payment of $188 million for the partial loss. S&P believes Viasat's collection on two major claims for events in 2023 could make it significantly more expensive to obtain insurance for future satellite launches, including Viasat-3 F-3, which is not yet insured (F-2 is insured). Additionally, if insurance does prove to be cost prohibitive, the company may choose to only partially insure future launches, exposing financial results to the possibility of further volatility. The competitive landscape is becoming more intense. Several high-profile new entrants are emerging in various stages of launching low-Earth orbit (LEO) constellations that could compete with Viasat's services. S&P believes virtually all Viasat's end markets will face more competition. The in-home broadband market faces competition from a variety of sources: -- Starlink has gained significant market share. While it is currently also capacity constrained, it will expand its network and should continue to penetrate the market. -- Amazon Kuiper is set to enter the market in 2024. -- Hughes launched the 500 Gbps Jupiter-3 satellite in July 2023, which will alleviate its capacity constraints and should allow it grow its subscriber base. Federally subsidized terrestrial fiber builds in rural markets under the $42 billion Broadband, Equity, Access, and Deployment Program will likely shrink the addressable market significantly (estimated at about 10 million-15 million homes) for all satellite internet players given the speed, reliability, and cost advantages of fiber-based technology that will likely be deployed. However, this build-out is unlikely to begin until at least 2025 and could take five to 10 years to complete. S&P said, "In aviation (estimated 20% revenues), we believe Viasat could face increasing competition from Starlink and other LEO providers for future IFC revenue, which represents a significant growth opportunity. Starlink has won a number of contracts covering different regions (U.S., APAC, and Europe), aircraft types (widebody and narrowbody), and airlines (both low-cost carriers and full-service carriers), demonstrating that Starlink is already capable of winning contracts with a broad mix of customers. Starlink is also continuing to launch satellites that will increase its capacity and geographic coverage. While we recognize that LEOs have smaller beams that make it more challenging to serve areas where demand is concentrated (such as airports), we expect Starlink to become a stronger competitor over the next few years as it launches additional satellites, obtains more certifications, builds its customer support network, gains more experience from serving customers, and can demonstrate to other potential customers that its technology is mature." Nascent LEO competitors are becoming more active in the government segment (about 30%). Starlink, One Web, and Kuiper have all signed government contracts recently. LEO constellations bring a new capability for military communications due to the low latency and reasonable bandwidth that can be used to fly unmanned aircraft and connect outposts and vessels. LEO constellations are also somewhat more difficult to interfere with given the volume of satellites and relatively inexpensive nature of each satellite. S&P said, "Therefore, we expect LEOs to take growth share as significant capacity becomes available. Still, we expect some growth Viasat's government revenues because GEO satellites will remain well positioned for several use cases, including fixed data transfer, bandwidth on demand, and mobility services for non-latency sensitive support vessels and aircraft." Still, the existing backlog of IFC awards provides visibility for earnings growth. S&P continues to believe Viasat is well positioned to increase IFC revenue for the next several years given its strong reputation, recent market share gains, and large backlog. The company will be installing roughly 1,600 aircraft under contract in the coming years. Importantly, the F1 anomaly does not affect its existing IFC business or the ability to place new aircraft in the backlog into service, partly due to the flexibility from recently acquired Ka capacity from Inmarsat combined with use of the roughly 100 Gbps of capacity from F-1 that can be salvaged. This backlog is a key driver of EBITDA growth through in our projections. The negative outlook reflects execution risk associated with achieving projected EBITDA growth given recent satellite anomalies and increasing competition from LEO providers. S&P could lower the rating if the company faces operating challenges, such that the path toward achieving positive cash generation in fiscal 2026 becomes more uncertain. This could be the result of another satellite anomaly, further delays in satellite launches, or reduced profitability due to increasing competition. S&P could revise the outlook to stable if the company successfully places F2 and F3 satellite into service, supporting a return to growth in in-home broadband and reducing the risk around negative FOCF in fiscal 2026. VUE ENTERTAINMENT: EUR704MM Bank Debt Trades at 57% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Vue Entertainment International Ltd is a borrower were trading in the secondary market around 43.4 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The EUR704.7 million facility is a Term loan that is scheduled to mature on December 31, 2027. The amount is fully drawn and outstanding. Vue International is a multinational cinema holding company based in London, England. The Company is domiciled is Jersey. WCG PURCHASER: S&P Downgrades ICR to 'B-' on Cash Flow Deficit -------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on clinical trials efficiency services provider WCG Purchaser Corp. to 'B-' from 'B'. The outlook is stable. S&P said, "We also lowered our issue-level rating on the company's first-lien senior secured debt to 'B-' from 'B' to reflect the lower issuer credit rating. The '3' recovery rating is unchanged. "The stable outlook on WCG reflects our view that despite the continued pressure on cash flow due to higher interest rates, we expect the company's revenue and EBITDA to increase on a higher volume of clinical trials and integration of prior acquisitions, leading to positive free cash flow beginning in 2024. "WCG underperformed our expectations for revenue growth in 2022 and 2023, but we expect its strong backlog to increase revenue in 2024. The slowdown in clinical trials in 2022 continued through 2023, with soft bookings in the first half. Combined with the wind-down of COVID-19-related services, revenue declined mid-single digit percentage for the first three quarters of 2023 versus 2022. We expect about a low-to-mid single digit percentage decline in 2023, then an increase of over 10% in 2024 as improvement in staffing conditions at clinical trial sites resulted in a strong revenue backlog of active trials. WCG maintains a market-leading position in the institutional review board (IRB) industry, indicated by its above average profitability despite the revenue decline. We believe there are moderate barriers to competition in this business. Given the multiyear contracts with customers and a highly variable cost structure, we believe WCG is likely to rebound starting in 2024." Already weak cash flow will be further hampered by rising interest costs. Cash flow was significantly impaired by the slowdown in clinical trial starts and delays in active trials resulting from staffing challenges at global trial sites and a slower COVID-19 recovery in China. S&P said, "We expect this to be further exacerbated by rising interest rates. The company recently renewed its interest rate hedge on $900 million of its outstanding debt at a cap of 4% (from 1% previously). Combined with the higher interest rates on the rest of its unhedged debt, this significantly raises its interest expense over $50 million, pressuring cash flow. Thus, we expect WCG to be cash flow negative in 2023. Further, we expect the improvement in revenue to generate positive cash flow but that it will stay below the 3% of debt threshold associated with a 'B' rating." S&P said, "We expect acquisitions to resume in the near to medium term. From 2016-2021, WCG spent an average of over $170 million annually on acquisitions. While the company made no significant acquisitions in 2022 or 2023, restructuring and integration costs related to multiple large acquisitions in 2021 continue to burden cash flow. We expect the new management team to limit acquisition spending and prioritize organic growth over the next 12-24 months. However, given its involvement in nearly all clinical trials in some capacity, the opportunity to increase acquired revenues by cross-selling, and its financial sponsor ownership, we expect acquisition spending will resume once free cash flow turns positive. "The stable outlook on WCG reflects our view that despite the continued pressure on cash flow due to higher interest rates, we expect the company's revenue and EBITDA to increase due to a higher volume of clinical trials and integration of prior acquisitions, leading to positive free cash flow beginning in 2024." S&P could lower the rating if it expects the company cannot sufficiently raise revenue and EBITDA to offset its rising interest burden and generate consistently positive free cash flow to fulfill its mandatory obligations. This could happen if: -- The slowdown in clinical starts is prolonged and affects bookings; or -- The company cannot execute on its acquisitive growth strategy or faces integration challenges with its acquisitions. Although unlikely, S&P could consider an upgrade if it expects the company to consistently generate FOCF to debt above 3%. S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of the controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects the generally finite holding periods and a focus on maximizing shareholder returns." WEST COAST HOSPITALITY: Seeks Cash Collateral Access ---------------------------------------------------- West Coast Hospitality Group, LLC asks the U.S. Bankruptcy Court for the District of Oregon for authority to use cash collateral and provide adequate protection. The Debtor has unpaid debts owing to Emerald Fruit & Produce and McDonald Wholesale which are subject to a trust under the Perishable Agricultural Commodities Act. The DIP also has outstanding loans with the United States Small Business Administration, PayPal, Inc., Reliant Funding, and Stripe Capital. All of these obligations are secured by, among other things, the Debtor's cash collateral. The DIP's obligation to Emerald Fruit & Produce consists of pre-petition shipments of food products in the amount of approximately $7,000. The DIP believes some or all of the items delivered are subject to a statutory trust under PACA and entitled to payment in full. The DIP's obligation to McDonald Wholesale consists of pre-petition shipments of food products in the amount of approximately $40,000. The DIP believes some or all of the items delivered are subject to a statutory trust under PACA and entitled to payment in full. SBA asserts a lien and security interest in all personal property assets of the Debtor which was perfected by the filing of a UCC-1 Financing Statement with the Oregon Secretary of State on August 14, 2020 at Filing No. 92530839. PayPal, Inc. asserts a lien and security interest in all personal property assets of the DIP which was perfected by the filing of a UCC-1 Financing Statement with the Oregon Secretary of State on March 10, 2022 at Filing No. 93112824. Reliant Funding asserts a lien and security interest in all personal property assets of the DIP which was perfected by the filing of a UCC-1 Financing Statement with the Oregon Secretary of State on November 22, 2022 at Filing No. 93387892. Stripe Capital asserts a lien and security interest in all personal property assets of the DIP which was perfected by the filing of a UCC-1 Financing Statement with the Oregon Secretary of State on October 11, 2022 at Filing No. 93345334. To protect against deterioration or diminution in the value of the the PACA Creditors and the Secured Creditors respective cash collateral and notwithstanding the provisions of 11 U.S.C. section 552(a), and in addition to the security interests preserved by 11 U.S.C. section 552(b), the PACA Creditors and the Secured Creditors will be granted adequate protection as follows: (i) a valid, enforceable, fully perfected, and unavoidable replacement lien in favor of the PACA Creditors and the Secured Creditors on all of the Debtor's assets or interests in assets acquired on or after the Petition Date of the same types and categories that the PACA Creditors and the Secured Creditors had a lien on or security interest in as of the Petition Date provided, however, that the Replacements Lien shall have the same scope, validity, perfection, relative priority and enforceability as to the PACA Creditors and the Secured Creditors' pre-Petition Date security interests in the Collateral; (ii) adequate protection payments; and (iii) The Debtor will keep the Collateral fully insured and free and clear from other liens or encumbrances. To the extent the Replacement Liens proves to be inadequate as adequate protection for the aggregate diminution in the value of the PACA Creditors and the Secured Creditors' interests in the pre-petition collateral from and after the Petition Date, the PACA Creditors and the Secured Creditors will be allowed administrative claims under 11 U.S.C. section 503(b), equal to the respective Diminution which claims, will have priority over, and be senior to, all other administrative claims against the estate pursuant to 11 U.S.C. section 507(b). A hearing on the matter is set for December 1, 2023 at 10 a.m. A copy of the motion is available at https://urlcurt.com/u?l=UIi65B from PacerMonitor.com. About West Coast Hospitality Group, LLC West Coast Hospitality Group, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 23-62000-tmr11) on October 17, 2023. In the petition signed by Natalie Sheild, member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Thomas M. Renn oversees the case. Loren S. Scott, Esq., at The Scott Law Group, represents the Debtor as legal counsel. WEWORK INC: Court OKs Interim Cash Collateral Access ---------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized WeWork Inc. and affiliates to use cash collateral on an interim basis in accordance with the budget. The Debtors require the use of cash collateral to make payroll, make capital expenditures, satisfy other working capital and operational needs, and fund expenses of the Chapter 11 Cases. Goldman Sachs International Bank, OneIM Fund I LP, and other financial institutions have issued letters of credit on behalf of the Debtors pursuant to the Credit Agreement dated December 27, 2019, by and among the Issuing Banks, WeWork Companies U.S.LLC, SoftBank Vision Fund II-2 L.P., Goldman as the administrative and collateral agent for the senior tranche, Kroll Agency Services Limited as the administrative agent for the junior tranche, and the other parties from time to time thereto. The SVF Obligor is subrogated to the Issuing Banks' and other secured parties' rights against the WeWork LC Facility Obligor if the SVF Obligor pays, reimburses, or cash collateralizes obligations under the LC Facility. The obligations under the LC Facility and certain cash management and swap/derivative obligations are secured by the assets and equity interests of certain Debtor entities. The SVF Obligor has also secured such obligations by collaterally assigning its right to call up to approximately $2.5 billion in capital from SoftBank. As of the Petition Date, and in connection with the Satisfaction Letter executed by the WeWork LC Facility Obligor, the SVF Obligor, Goldman, Kroll, and certain of the Issuing Banks including Goldman and OneIM, the SVF Obligor reimbursed approximately $179.5 million for the senior tranche of the LC Facility and approximately $542.6 million for the junior tranche of the LC Facility, posted approximately $808.8 million of cash collateral for the undrawn senior tranche of the LC Facility, and paid approximately $50.6 million for various fees and expenses under the LC Facility Credit Agreement. As of the Petition Date and pursuant to the Prepetition Reimbursement Agreement, the WeWork LC Facility Obligor's total indebtedness to the SVF Obligor in its capacity as subrogee under the LC Facility with respect to such reimbursement, cash collateral, and other payments is not less than approximately $1.6 billion. 1L Notes: Pursuant to the First Lien Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among WeWork Companies U.S. LLC and WW Co-Obligor Inc. as the co-issuers, the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, the Company issued $1.1 in aggregate principal amount of 1L Notes. As of the Petition Date, the Debtors are liable for approximately $1.1 million in outstanding aggregate principal amount of the 1L Notes, plus approximately $151.1 million on account of accrued and unpaid interest plus all other fees and expenses on account of the 1L Notes. 2L Notes: Pursuant to the Second Lien Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among the Note Issuers, the Notes Guarantors, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, the Company issued $687.212 million in aggregate principal amount of 11% Second Lien Senior Secured PIK Notes due 2027 to the New Money Participants in connection with the Notes Exchange Transactions. As of the Petition Date, the Debtors are liable for approximately $687.212 million in outstanding aggregate principal amount of the 2L Notes, plus approximately $45.8 million on account of accrued and unpaid interest plus all other fees and expenses (including make-whole premiums) on account of the 2L Notes. 2L Exchangeable Notes: Pursuant to the Second Lien Exchangeable Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among the Note Issuers, the Notes Guarantors, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, the Company issued $187.5 million in aggregate principal amount of 11% Second Lien Senior Secured PIK Exchangeable Notes due 2027 to an affiliate of SoftBank in connection with the Notes Exchange Transactions. As of the Petition Date, the Debtors are liable for approximately $187.5 million in outstanding aggregate principal amount, plus approximately $12.5 million on account of accrued and unpaid interest plus all other fees and expenses on account of the 2L Exchangeable Notes. 3L Notes: Pursuant to the Third Lien Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among the Note Issuers, the Notes Guarantors, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, the Company issued $22.7 million in aggregate principal amount of 12.00% Third Lien Senior Secured PIK Notes due 2027 in connection with the Notes Exchange Transactions. As of the Petition Date, the Debtors are liable for approximately $22.7 million in outstanding aggregate principal amount, plus approximately $1.6 million on account of accrued and unpaid interest plus all other fees and expenses (including make-whole premiums) on account of the 3L Notes. 3L Exchangeable Notes: Pursuant to the Third Lien Exchangeable Senior Secured PIK Notes Indenture, dated as of May 5, 2023, by and among the Note Issuers, the Notes Guarantors, and U.S. Bank Trust Company, National Association, as trustee and collateral agent, the Company issued $269.625 million in aggregate principal amount of 12% Third Lien Senior Secured PIK Exchangeable Notes due 2027 to an affiliate of SoftBank in connection with the Notes Exchange Transactions. As of the Petition Date, the Debtors are liable for approximately $269.625 million in outstanding aggregate principal amount, plus approximately $19.5 million on account of accrued and unpaid interest plus all other fees and expenses on account of the 3L Exchangeable Notes. Unsecured Notes: Holders of the 7.875% Senior Notes due 2025 and the 5.000% Senior Notes due 2025, Series II who did not participate in the Notes Exchange Transactions continue to hold Unsecured Notes. As of the Petition Date, the Debtors are liable for approximately $164 million in outstanding aggregate principal amount, plus approximately $6.6 million on account of accrued and unpaid interest, plus all other fees and expenses on account of the 7.875% Senior Notes, and approximately $9.3 million in outstanding aggregate principal amount, plus approximately $123,000 on account of accrued and unpaid interest, plus all other fees and expenses on account of the 5.000% Senior Notes. Equity: WeWork Inc.'s certificate of incorporation authorizes the Board to issue 4,874,958,334 shares of Class A common stock, par value $0.0001 per share, 25,041,666 shares of Class C common stock, par value $0.0001 per share, and 100 million shares of preferred stock. Approximately 52.83 million Common Shares and approximately 497,000 shares of Class C common stock are outstanding as of the Petition Date. As adequate protection, Prepetition Secured Parties are granted a variety of forms of adequate protection to protect against the postpetition diminution in value of their Prepetition Collateral, including cash collateral. A final hearing on the matter is set for December 6 at 11 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=hEJu9x from PacerMonitor.com. The Debtor projects total operating disbursements, on a weekly basis, as follows: $9 million for the week ending November 17, 2023; $19 million for the week ending November 24, 2023; $64 million for the week ending December 1, 2023; $41 million for the week ending December 8, 2023; and $18 million for the week ending December 15, 2023. About WeWork Inc. New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a global flexible workspace provider, serving a membership base of businesses large and small through its network of 779 Systemwide Locations, including 622 Consolidated Locations as of December 2022. WeWork Inc. and its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19865) on Nov. 6, 2023. In its petition, WeWork Inc. reported $19 billion of liabilities and $15 billion of assets. The Debtors are represented by Kirkland & Ellis LLP (Edward Sassower, Joshua Sussberg, Steven Serrejeddini, Ciara Foster, Oliver Pare, Josh Greenblatt, Jimmy Ryan, Connor Casas, William Arnault) and Cole Schotz PC (Michael Sirota, Warren Usatine, Felice Yudkin, Ryan Jareck) as legal counsel, Alvarez & Marsal North America LLC (Justin Schmaltz) as financial advisor, and PJT Partners LP (Paul Sheaffer) as investment banker. Softbank is represented by Weil Gotshal & Manges LLP (Gary Holtzer, Gabriel Morgan, Kevin Bostel, Eric Einhorn) and Wollmuth Maher & Deutsch LLP (Paul DeFilippo, James Lawlor, Steven Fitzgerald, Joseph Pacelli) as legal counsel and Houlihan Lokey Capital as financial advisor. The Ad Hoc Group of First Lien and Second Lien Lenders is represented by Davis Polk & Wardwell LLP (Eli Vonnegut, Elliot Moskowitz, Natasha Tsiouris, Jonah Peppiatt) and Greenberg Traurig LLP (Alan Brody) as legal counsel and Ducera Partners LLC as financial advisor. WEWORK INC: Faces Chapter 11 Process Without Auditor Ernst & Young ------------------------------------------------------------------ Nicola M. White of Bloomberg Law reports that Ernst & Young LLP dropped WeWork Inc. as an audit client Monday, one week after the once high-flying office leasing company filed for bankruptcy. There were no disagreements between the Big Four firm and the company, WeWork said in a securities filing. WeWork also disclosed Monday it would miss the deadline to file its third-quarter 10-Q. Dealing with the bankruptcy proceedings has tied up financing, accounting, and administrative personnel, the company said. Ernst & Young quitting and the company needing to find a new auditor "will cause further delays," WeWork said. About WeWork Inc. New York, NY-based WeWork Inc. (NYSE: WE) -- http://wework.com/-- is a global flexible workspace provider, serving a membership base of businesses large and small through its network of 779 Systemwide Locations, including 622 Consolidated Locations as of December 2022. WeWork Inc. and its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19865) on Nov. 6, 2023. In its petition, WeWork Inc. reported $19 billion of liabilities and $15 billion of assets. The Debtors are represented by Kirkland & Ellis LLP (Edward Sassower, Joshua Sussberg, Steven Serrejeddini, Ciara Foster, Oliver Pare, Josh Greenblatt, Jimmy Ryan, Connor Casas, William Arnault) and Cole Schotz PC (Michael Sirota, Warren Usatine, Felice Yudkin, Ryan Jareck) as legal counsel, Alvarez & Marsal North America LLC (Justin Schmaltz) as financial advisor, and PJT Partners LP (Paul Sheaffer) as investment banker. Softbank is represented by Weil Gotshal & Manges LLP (Gary Holtzer, Gabriel Morgan, Kevin Bostel, Eric Einhorn) and Wollmuth Maher & Deutsch LLP (Paul DeFilippo, James Lawlor, Steven Fitzgerald, Joseph Pacelli) as legal counsel and Houlihan Lokey Capital as financial advisor. The Ad Hoc Group of First Lien and Second Lien Lenders is represented by Davis Polk & Wardwell LLP (Eli Vonnegut, Elliot Moskowitz, Natasha Tsiouris, Jonah Peppiatt) and Greenberg Traurig LLP (Alan Brody) as legal counsel and Ducera Partners LLC as financial advisor. WHEELS UP: Incurs $144.8 Million Net Loss in Third Quarter ---------------------------------------------------------- Wheels Up Experience Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $144.81 million on $320.06 million of revenue for the three months ended Sept. 30, 2023, compared to a net loss of $148.84 million on $420.36 million of revenue for the three months ended Sept. 30, 2022. For the nine months ended Sept. 30, 2023, the Company reported a net loss of $406.27 million on $1.01 billion of revenue compared to a net loss of $330.64 million on $1.17 billion of revenue for the nine months ended Sept. 30, 2022. As of Sept. 30, 2023, the Company had $1.33 billion in total assets, $1.18 billion in total liabilities, and $145.24 million in total equity. Going Concern Wheels Up said, "As disclosed on August 14, 2023, in the notes to the condensed consolidated financial statements for the interim period ended June 30, 2023, the Company demonstrated various adverse conditions that raised substantial doubt about the Company's ability to continue as a going concern. These adverse conditions included insufficient liquidity, a working capital deficit, net operating cash outflows, recurring losses from operations, and the applicability of certain liquidity covenants in connection with the Equipment Notes. "Subsequent to August 14, 2023, we obtained funding...amended the Equipment Notes to reduce liquidity covenant requirements and divested the aircraft management business...During the third quarter of 2023, we also began to realize the impacts of our spend reduction efforts, as a result of the restructuring and operational changes implemented throughout 2023. We have concluded that these events and circumstances, and continued execution of our previously implemented plans, as outlined above, have mitigated the conditions that previously raised substantial doubt about our ability to continue as a going concern." Management Commentary "The strategic investment from Delta Air Lines, along with our new partners, demonstrates their confidence in our operational and commercial plan to deliver a compelling and differentiated experience for our customers," said George Mattson, chief executive officer. "I look forward to leveraging a deeper relationship with Delta and further integrating our collective offerings to provide a truly seamless connection between private and premium commercial travel." "Despite the challenging year, we are proud of the progress we have made on our operating and profitability goals and the renewed market confidence resulting from the recently closed capital infusion," said Todd Smith, chief financial officer. "Our on-time performance and controllable interruption rates are improving, and the third quarter marked our best profit performance since 2021." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1819516/000181951623000059/up-20230930.htm About Wheels Up Headquartered in New York, Wheels Up is a provider of on-demand private aviation in the U.S. and one of the largest private aviation companies in the world. Wheels Up offers a complete global aviation solution with a large, modern and diverse fleet, backed by an uncompromising commitment to safety and service. Customers can access membership programs, charter, aircraft management services and whole aircraft sales, as well as unique commercial travel benefits through a strategic partnership with Delta Air Lines. Wheels Up also offers freight, safety and security solutions and managed services to individuals, industry, government and civil organizations. Wheels Up reported a net loss of $555.55 million in 2022, a net loss of $197.23 million in 2021, a net loss of $85.40 million in 2020, and a net loss of $106.87 million in 2019. Wheels Up said in its Form 10-Q for the period ended June 30, 2023, that "The Company had cash and cash equivalents of $151.8 million and a working capital deficit of $720.8 million as of June 30, 2023. Net cash used in operating activities was $411.7 million for the six months ended June 30, 2023, and the Company has experienced recurring losses from operations for the six months ended June 30, 2023. Further, the Company's Note Purchase Agreement and the Indentures...and related guarantees contain a liquidity covenant that requires the Company to maintain minimum Adjusted Available Liquidity of $125.0 million as of the end of each fiscal quarter, and the Company's Letter Agreement contains a liquidity covenant that requires the Company (excluding Air Partner Limited and its subsidiaries) to maintain available cash of at least $5.0 million on any date...These conditions, as well as current cash and liquidity projections, raise substantial doubt about our ability to continue as a going concern for any meaningful period of time after the date of this filing." WHITTAKER CLARK: Taps Brattle Group as Claims Estimation Experts ---------------------------------------------------------------- Whittaker, Clark & Daniels, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of New Jersey to employ The Brattle Group, Inc. as their claims estimation experts. The firm's services include: (a) performing due diligence and analysis regarding the Debtors' current, potential, and overall liability (including defense costs and indemnity), including with respect to historical and projected trends, econometric evaluations, market analysis, and other established methodologies; (b) estimating the number and value of, and producing analysis with respect to, present and future personal injury claims against the Debtors; (c) assisting the Debtors in negotiations with various parties regarding the Debtors' liability, including by evaluating proposals or potential proposals and providing analysis, information, and support in connection therewith; (d) advising the Debtors regarding the funding of any trust that may be created pursuant to the Bankruptcy Code; (e) advising the Debtors regarding financial issues that may impact the valuation of certain claims; (f) providing expert testimony and reports related to the foregoing and assisting the Debtors in preparing and evaluating reports and testimony by other experts and consultants; and (g) providing such other consulting services as may be requested by the Debtors. The firm will charge these hourly rates: Principals $1,000 - $1,350 Consultants $800 - $1,100 Senior Associates $780 - $900 Associates $600 - $720 Research Analysts & Senior Research Analysts $400 - $520 As disclosed in the court filings, Brattle is a "disinterested person," as defined in section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code. The firm can be reached through: David W. Prager The Brattle Group, Inc. 7 Times Square, Suite 1700 New York, NY 10036 Tel: (212) 789-3650 Fax: (212) 658-9556 About Whittaker Clark & Daniels Whittaker, Clark & Daniels, Inc. and affiliates, Brilliant National Services Inc., Soco West Inc. and L.A. Terminals Inc., were engaged in nonmetallic mineral mining and quarrying. The Debtors sought Chapter 11 protection (Bankr. D.N.J. Lead Case No. 23-13575) on April 26, 2023. The Debtors estimated $100 million to $500 million in assets against $1 billion to $10 billion in liabilities as of the bankruptcy filing. The Hon. Michael B. Kaplan is the case judge. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel; Cole Schotz P.C. as co-bankruptcy counsel; and M3 Partners LLC as financial advisor. Stretto, Inc. is the claims agent. Honorable Shelley Chapman was appointed as the future claimants' representative (FCR) in these Chapter 11 cases. Willkie Farr & Gallagher, LLP is the FCR's counsel. WINTERS RUN: George Purtill Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 2 appointed George Purtill as Subchapter V trustee for Winters Run Condominium Association, Inc. Mr. Purtill will be paid an hourly fee of $455 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Purtill declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: George M. Purtill 19 Water Street, P.O. Box 50 South Glastonbury, CT 06073 Office: (860)659-0569 Cell: (860)918-5442 Email: george.m.purtill@snet.net About Winters Run Condominium Winters Run Condominium Association, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Conn. Case No. 23-30836) on Oct. 31, 2023, with up to $50,000 in assets and $100,001 to $500,00 in liabilities. Judge Ann M. Nevins oversees the case. Gregory F. Arcaro, Esq., at Grafstein & Arcaro, LLC represents the Debtor as legal counsel. WINTERS RUN: Seeks to Tap Grafstein & Arcaro as Bankruptcy Counsel ------------------------------------------------------------------ Winters Run Condominium Association, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Connecticut to employ Grafstein & Arcaro, LLC as its counsel. The firm will render these legal services: (a) advise the Debtor regarding its rights, duties, and powers of the Debtor within the Chapter 11 proceedings; (b) advise and assist the Debtor with respect to financial agreements, debt restructuring, cash collateral orders, and other financial transactions; (c) review and advise the Debtor regarding the validity liens asserted against the Debtor's property; (d) advise the Debtor as to actions to collect and recover property for the benefit of the Debtor's estate; (e) prepare legal papers; (f) advise the Debtor in connection with all aspects of a plan of reorganization and related documents; and (g) perform all other legal services for the Debtor which may be necessary in this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Attorneys $400 Paralegal Staff $100 Administrative Staff $65 In addition, the firm will seek reimbursement for expenses incurred. The firm is not holding a retainer. Gregory Arcaro, Esq., an attorney at Grafstein & Arcaro, 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: Gregory F. Arcaro, Esq. GRAFSTEIN & ARCARO, LLC 1 Regency Drive, Suite 200B Bloomfield, CT 06002 Telephone: (860) 242-0574 Facsimile: (860) 676-9168 Email: garcaro@grafsteinlaw.com About Winters Run Condominium Association Winters Run Condominium Association, Inc. filed its petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 23-30836) on Oct. 31, 2023, listing up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Ann M Nevins presides over the case. Gregory F. Arcaro, Esq. at Grafstein & Arcaro LLC represents the Debtor as counsel. WOOF HOLDINGS: $235MM Bank Debt Trades at 38% Discount ------------------------------------------------------ Participations in a syndicated loan under which Woof Holdings Inc is a borrower were trading in the secondary market around 62.5 cents-on-the-dollar during the week ended Friday, November 10, 2023, according to Bloomberg's Evaluated Pricing service data. The $235 million facility is a Term loan that is scheduled to mature on December 21, 2028. The amount is fully drawn and outstanding. Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc., through its acquisition of The Wellness Pet Food Holdings Company, Inc., is a manufacturer of premium pet food and treats, mainly in North America. YC RIVERGOLD: UST Opposes Gurantor Injunction Provisions -------------------------------------------------------- The Acting United States Trustee, Gregory M. Garvin, filed an objection to the Disclosure Statement for Plan of Reorganization of YC Rivergold Hotel LLC Dated September 29, 2023 insofar as the Plan is unconfirmable as it includes an impermissible injunction in favor of non-debtor insiders violation of 11 U.S.C. Sec. 1129(a)(1) and 524(e). On September 29, 2023, the debtor filed the Disclosure Statement which describes the Plan attached thereto. Article IX of the Disclosure Statement discusses the breadth of the discharge sought in the Plan and the proposed channeling injunction estopping all creditors from pursuing third party guarantors, enforcing subrogation rights or seeking recovery on the basis of alter ego claims, while deeming the plans payment of those obligations to fully and finally satisfy those claims upon completion of the Plan. Specifically, section 8.4 of the Plan prohibits all creditors from: Commencing or continuing any legal action or other proceeding against Baldev Johal, Balbir Gosal, Latrobe, and/or any other insider or affiliate of the Debtor (the "Insider Parties"), on account of any personal guaranty of such Claim, interest, obligation, debt, right remedy or liability, or seeking to enforce a right of subrogation of the Claims of such Insider Parties, or asserting that such Insider Parties are alter egos of the Debtor, unless and until the Bankruptcy Court finds and declares the Debtor to be in default with the terms of the Plan with respect to the treatment of such Claim. Additionally, no Holder of a Claim in Classes 1-7 may, on account of such Claim, seek or receive any payment or other distribution from, or seek recourse against . . . any Insider Parties except as expressly provided in the Plan. Upon competition, the distributions to be received by Holders of Claims in Classes 1-7 . . . under the Plan, are in full and final satisfaction and settlement of such Claims the holders may have against . . . any other Insider Party, on any legal theory or basis whatsoever. The Plan later goes on in Sec. 8.6 to clarify and reiterate that no creditors may pursue any party who guaranteed the debtor's obligations during the pendency of the case absent an order of the Bankruptcy Court. Collectively, these provisions shall hereinafter be referred to as the "Guarantor Injunction Provisions." The Guarantor Injunction Provisions are not the only benefits the Plan accords the Insider Parties. Specifically, the "Plan provides for the release of all claims against insiders and affiliates of the Debtor with the exception of claims seeking repayment of the Intercompany Loans as debt obligations." As to the Intercompany Loans, the Disclosure Statement notes: "[t]he Debtor also does not intend to pursue wholesale collection of the Intercompany Loans as debt obligations – the recovery of these funds is not necessary to fund full payment of all Claims under the Plan, and adequate alternate sources of funding are available should they become necessary." The Plan also exculpates the Insider Parties, as well as all of the Debtor's agents, attorneys, heirs, assigns and employees for all liability accruing for acts done in conjunction with the Plan's formulation, negotiation, and preparation absent proof the act or omission is deemed to constitute, bad faith, willful misconduct, gross negligence, or a willful disregard of duties. The UST objects to the approval of the Disclosure Statement because the Guarantor Injunction Provision renders the Plan unconfirmable under s 1129(a)(1) and violates 11 U.S.C. Sec. 524(e). About YC Rivergold Hotel YC Rivergold Hotel LLC is part of the traveler accommodation industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Alaska Case No. 23-00072) on April 29, 2023. In the petition signed by Baldev Johal, special bankruptcy officer of YC Rivergold Holtel, LLC and managing member of YC Rivergold Hotel MM, LLC, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Gary Spraker oversees the case. Austin K. Barron, Esq., at Step Two Law, is the Debtor's legal counsel. Wells Fargo, as lender, is represented by LANE POWELL LLC, POLSINELLI PC, and Agentis PLLC. ZAIRY ATS: Files Emergency Bid to Use Cash Collateral ----------------------------------------------------- Zairy ATS, LLC asks the U.S. Bankruptcy Court for the Eastern District of North Carolina, Wilmington Division, for authority to use cash collateral to pay necessary expenses. The creditors that may assert a security interest in certain property of Debtor pursuant to the UCC financing statements filed with the North Carolina Secretary of State are Grasshopper Bank, White Road Capital dba GFE Holdings, and Ameris Bank dba Balboa Capital. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to provide the Creditors with post-Petition replacement liens on cash collateral with the same priorities as pre-Petition, in lien amounts equal to the amount of the cash collateral on hand as of the Petition Date. A copy of the motion is available at https://urlcurt.com/u?l=tlMBCZ from PacerMonitor.com. About Zairy ATS, LLC Zairy ATS, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 23-03270-5-PWM) on November 9, 2023. In the petition signed by Rachel Sara McGhinnis, member, the Debtor disclosed up to $100,000 in assets and up to $1 million in liabilities. George Mason Oliver, Esq., at The Law Offices of Oliver & Cheek, PLLC, represents the Debtor as legal counsel. [*] Robert Gordon Joins Herrick's Restructuring & Finance Team -------------------------------------------------------------- Herrick, Feinstein LLP on Nov. 14 disclosed that Robert D. Gordon, a seasoned restructuring lawyer, has joined the firm's thriving Restructuring & Finance Litigation Department. He comes to Herrick from Jenner & Block. Mr. Gordon brings three decades of experience to Herrick's restructuring team. He regularly advises companies, creditors, directors and other key stakeholders in complex corporate and public sector restructurings. Mr. Gordon's recent engagements include: (i) lead counsel to a committee of independent directors in the Chapter 11 bankruptcy of global satellite communications provider Intelsat S.A., involving the successful restructuring of $14 billion of debt and the resolution of numerous, complex intercompany claims; (ii) lead counsel to the Official Committee of Retirees in the Commonwealth of Puerto Rico restructuring proceedings, negotiating the treatment and preservation of approximately $58 billion in accrued pension benefits; and (iii) special restructuring counsel to the Detroit Retirement Systems in the City of Detroit's landmark Chapter 9 bankruptcy case, the largest in U.S. history. "Herrick has made a strategic decision to bolster our restructuring and litigation capabilities in recent years, which has been hugely successful for the firm and our clients," said Belinda Schwartz, the executive chair of Herrick. "Bob is a great addition to the firm and strengthens our ability to capitalize on this market environment." "We are thrilled that Bob will be joining our team," said Sean O'Donnell, co-chair of Herrick's Restructuring & Finance Litigation Department. "He is highly respected as both a creative and tenacious lawyer, and he adds significant depth to our group." Herrick's Restructuring & Finance Litigation lawyers advise clients in all phases of complex financial litigation and corporate restructurings. Herrick's clients include private equity and hedge funds, official and ad hoc creditor committees, bondholders and noteholders, mortgage lenders and borrowers, real estate developers, financial institutions, corporate debtors, trustees, independent directors, special investigation committees and foreign representatives. "I'm excited to join such a dynamic group of lawyers," said Mr. Gordon. He added, "The team has a reputation for working on a range of complex restructuring and litigation matters and offers intriguing synergies relative to my practice. I look forward to collaborating with the many excellent attorneys in the Restructuring & Finance Litigation practice, as well as with the Litigation, Corporate and Real Estate departments." About Herrick Founded in 1928, Herrick, Feinstein LLP -- http://www.herrick.com -- is a prominent, full-service law firm, providing comprehensive legal services to businesses and individuals around the world doing business in the United States. From its offices in New York City; Newark, New Jersey; and Pittsburgh, Pennsylvania, Herrick maintains robust real estate, corporate, finance, litigation, bankruptcy and financial restructuring capabilities, complemented by significant depth in the areas of employment, intellectual property, sports, tax law and private clients. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Christopher S. Langston and Marisa S. Langston Bankr. S.D. Cal. Case No. 23-03495 Chapter 11 Petition filed November 6, 2023 represented by: Steven E. Cowen, Esq. S.E. COWEN LAW E-mail: Cowen.steve@secowenlaw.com In re Lucian Luxe Rentals, LLC Bankr. N.D. Ga. Case No. 23-60965 Chapter 11 Petition filed November 6, 2023 See https://www.pacermonitor.com/view/PA4M7RY/Lucian_Luxe_Rentals_LLC__ganbke-23-60965__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re 200 Hueco Springs Loop PS LLC, a Series of RRED HC, LLC Bankr. W.D. Tex. Case No. 23-51535 Chapter 11 Petition filed November 6, 2023 See https://www.pacermonitor.com/view/XMH6JDY/200_Hueco_Springs_Loop_PS_LLC__txwbke-23-51535__0001.0.pdf?mcid=tGE4TAMA represented by: Ronald Smeberg, Esq. THE SMEBERG LAW FIRM E-mail: ron@smeberg.com In re Bristol Springs Custom Homes, LLC Bankr. N.D. W.Va. Case No. 23-00537 Chapter 11 Petition filed November 6, 2023 See https://www.pacermonitor.com/view/NZJPRRA/Bristol_Springs_Custom_Homes_LLC__wvnbke-23-00537__0001.0.pdf?mcid=tGE4TAMA represented by: Aaron C. Amore, Esq. AMORE LAW, PLLC E-mail: aaron@amorelaw.com In re Rods Custom Workroom LLC Bankr. D. Ariz. Case No. 23-08017 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/ERY4OEY/RODS_CUSTOM_WORKROOM_LLC__azbke-23-08017__0001.0.pdf?mcid=tGE4TAMA represented by: Jacob R. Goodman, Esq. GOODMAN LAW PRACTICE PLC D/B/A ROCK LAW FIRM E-mail: jacob@rocklawaz.com In re Samuel Rodriguez Bankr. D. Ariz. Case No. 23-08011 Chapter 11 Petition filed November 7, 2023 In re Jose Gonzalez Bankr. C.D. Cal. Case No. 23-17372 Chapter 11 Petition filed November 7, 2023 represented by: James Mortensen, Esq. In re Ronnie Dale Ward and Sharon Denise Ward Bankr. N.D. Fla. Case No. 23-30782 Chapter 11 Petition filed November 7, 2023 represented by: Edward Peterson, Esq. In re ATL Dream Properties Group LLC Bankr. N.D. Ga. Case No. 23-61041 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/ROPXV7Q/ATL_Dream_Properties_Group_LLC__ganbke-23-61041__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re DNP Realty Group LLC Bankr. N.D. Ga. Case No. 23-61068 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/JXEHZQY/DNP_Realty_Group_LLC__ganbke-23-61068__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Eddie Dwayne Bradley Bankr. N.D. Ga. Case No. 23-61063 Chapter 11 Petition filed November 7, 2023 represented by: Cameron M. McCord, Esq. JONES & WALDEN, LLC In re INVGRP3, LLC Bankr. N.D. Ga. Case No. 23-61046 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/PNW6O2I/INVGRP3_LLC__ganbke-23-61046__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re MDQ Constructions, Inc. Bankr. N.D. Ga. Case No. 23-61056 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/WTLIGOY/MDQ_Constructions_Inc__ganbke-23-61056__0001.0.pdf?mcid=tGE4TAMA represented by: Joseph Brannen, Esq. THE BRANNEN FIRM, LLC E-mail: chad@brannenlawfirm.com In re OMB Realty Services LLC Bankr. N.D. Ga. Case No. 23-61084 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/2ZBILOY/OMB_Realty_Services_LLC__ganbke-23-61084__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Simply LLC Bankr. N.D. Ga. Case No. 23-61059 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/XGAYJQI/Simply_LLC__ganbke-23-61059__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Lee McDevitt Bankr. C.D. Ill. Case No. 23-90526 Chapter 11 Petition filed November 7, 2023 represented by: Robert Eggmann, Esq. In re ONE Dream, Inc. Bankr. S.D. Ind. Case No. 23-04948 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/AEYKSJI/ONE_Dream_Inc__insbke-23-04948__0001.0.pdf?mcid=tGE4TAMA represented by: David Krebs, Esq. HESTER BAKER KREBS LLC E-mail: dkrebs@hbkfirm.com In re Jay Deli Corp. Bankr. E.D.N.Y. Case No. 23-44084 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/HTEX6DA/Jay_Deli_Corp__nyebke-23-44084__0001.0.pdf?mcid=tGE4TAMA represented by: Peter A. Joseph, Esq. LAW OFFICES OF PETER A. JOSEPH E-mail: peterj177@gmail.com In re G.H. Reid Enterprises, LLC Bankr. S.D. Tex. Case No. 23-34381 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/JT6SIAA/GH_Reid_Enterprises_LLC__txsbke-23-34381__0001.0.pdf?mcid=tGE4TAMA represented by: Reese Baker, Esq. BAKER & ASSOCIATES E-mail: courtdocs@bakerassociates.net In re Diversified Investors LLC Bankr. E.D. Va. Case No. 23-72094 Chapter 11 Petition filed November 7, 2023 See https://www.pacermonitor.com/view/OW6T4DI/Diversified_Investors_LLC__vaebke-23-72094__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Behnam Rafalian Bankr. C.D. Cal. Case No. 23-17417 Chapter 11 Petition filed November 8, 2023 represented by: Sandford Frey, Esq. In re Jun Kwock Tom and Wai Kuen Tom Bankr. N.D. Cal. Case No. 23-30762 Chapter 11 Petition filed November 8, 2023 represented by: Matthew Metzger, Esq. In re Parker Monroe Briggs Bankr. N.D. Cal. Case No. 23-10558 Chapter 11 Petition filed November 8, 2023 In re MT NY Properties LLC Bankr. M.D. Fla. Case No. 23-02744 Chapter 11 Petition filed November 8, 2023 See https://www.pacermonitor.com/view/IZRTVQA/MT_NY_Properties_LLC__flmbke-23-02744__0001.0.pdf?mcid=tGE4TAMA represented by: Robert A. Heekin, Jr., Esq. THE LAW OFFICES OF ROB HEEKIN, JR. P.A. E-mail: rob@heekinlawoffices.com In re Charles Sosei Nakaima, Jr. Bankr. D. Hawaii Case No. 23-00902 Chapter 11 Petition filed November 8, 2023 represented by: Chuck Choi, Esq. In re Jonathan Dale Segali and Estefany Marilu Segali Bankr. D. Idaho Case No. 23-00598 Chapter 11 Petition filed November 8, 2023 represented by: Matthew Christensen, Esq. JOHNSON MAY E-mail: mtc@johnsonmaylaw.com In re Residents First, LLC Bankr. E.D. Mich. Case No. 23-49817 Chapter 11 Petition filed November 8, 2023 See https://www.pacermonitor.com/view/IW5DGUA/Residents_First_LLC__miebke-23-49817__0001.0.pdf?mcid=tGE4TAMA represented by: Ryan D. Heilman, Esq. HEILMAN LAW PLLC E-mail: ryan@heilmanlaw.com In re Last Chance Realty Corp. Bankr. S.D.N.Y. Case No. 23-22829 Chapter 11 Petition filed November 8, 2023 See https://www.pacermonitor.com/view/G3XQE6A/Last_Chance_Realty_Corp__nysbke-23-22829__0001.0.pdf?mcid=tGE4TAMA represented by: H Bruce Bronson, Esq. BRONSON LAW OFFICES PC E-mail: hbbronson@bronsonlaw.net In re Zairy ATS, LLC Bankr. E.D.N.C. Case No. 23-03270 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/5JBF6BI/Zairy_ATS_LLC__ncebke-23-03270__0001.0.pdf?mcid=tGE4TAMA represented by: George Mason Oliver, Esq. THE LAW OFFICES OF OLIVER & CHEEK, PLLC In re Fat Daddy Co Bankr. N.D. Ohio Case No. 23-61331 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/RZJM75Q/Fat_Daddy_Co__ohnbke-23-61331__0001.0.pdf?mcid=tGE4TAMA represented by: Edwin H. Breyfogle, Esq. EDWIN H. BREYFOGLE E-mail: edwinbreyfogle@gmail.com In re Armand Nicholas Zangardi, III Bankr. M.D. Pa. Case No. 23-02562 Chapter 11 Petition filed November 8, 2023 represented by: Patricia Ratchford, Esq. In re Mulkerin Holdings, LLC Bankr. M.D. Pa. Case No. 23-02569 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/IWKYARI/Mulkerin_Holdings_LLC__pambke-23-02569__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Beta Machine & Fabrication LLC Bankr. M.D. Pa. Case No. 23-02570 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/JNYQN2Q/Beta_Machine__Fabrication_LLC__pambke-23-02570__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Javelin Automation LLC Bankr. M.D. Pa. Case No. 23-02571 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/OGBR4AY/Javelin_Automation_LLC__pambke-23-02571__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Juan Manuel Barreto Ginorio Bankr. D.P.R. Case No. 23-03681 Chapter 11 Petition filed November 8, 2023 represented by: Jesus Batista Sanchez, Esq. In re Gladimar Ortiz Aponte Bankr. D.P.R. Case No. 23-03682 Chapter 11 Petition filed November 8, 2023 represented by: Hector Figueroa Vincenty, Esq. In re ESCEE Delivery LLC Bankr. N.D. Tex. Case No. 23-43451 Chapter 11 Petition filed November 8, 2023 See https://www.pacermonitor.com/view/3EG6KQI/ESCEE_Delivery_LLC__txnbke-23-43451__0001.0.pdf?mcid=tGE4TAMA represented by: Robert C Lane, Esq. THE LANE LAW FIRM E-mail: notifications@lanelaw.com In re Aldo Esteban Rovira and Grace Rovira Knupp Bankr. S.D. Tex. Case No. 23-34428 Chapter 11 Petition filed November 8, 2023 represented by: Donald Wyatt, Esq. ATTORNEY DONALD WYATT PC E-mail: don.wyatt@wyattpc.com In re Aldo's Painting and Remodelling, LLC Bankr. S.D. Tex. Case No. 23-34430 Chapter 11 Petition filed November 8, 2023 See https://www.pacermonitor.com/view/OO7EO5Y/Aldos_Painting_and_Remodelling__txsbke-23-34430__0001.0.pdf?mcid=tGE4TAMA represented by: Donald Wyatt, Esq. ATTORNEY DONALD WYATT PC E-mail: don.wyatt@wyattpc.com In re Dawn G Mckay Santos Bankr. D. Utah Case No. 23-25153 Chapter 11 Petition filed November 9, 2023 In re LFR3I Ventures LLC Bankr. E.D. Wash. Case No. 23-01445 Chapter 11 Petition filed November 9, 2023 See https://www.pacermonitor.com/view/4N2NDGQ/LFR3I_Ventures_LLC__waebke-23-01445__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Chic Nails, Inc. Bankr. W.D. Ark. Case No. 23-71690 Chapter 11 Petition filed November 10, 2023 See https://www.pacermonitor.com/view/MIDRA6Q/Chic_Nails_Inc__arwbke-23-71690__0001.0.pdf?mcid=tGE4TAMA represented by: Marc Honey, Esq. HONEY LAW FIRM, P.A. E-mail: mhoney@honeylawfirm.com In re Polo Trans Inc. Bankr. C.D. Cal. Case No. 23-15274 Chapter 11 Petition filed November 10, 2023 See https://www.pacermonitor.com/view/HWGNODI/Polo_Trans_Inc__cacbke-23-15274__0001.0.pdf?mcid=tGE4TAMA represented by: Kevin Tang, Esq. TANG & ASSOCIATES E-mail: kevin@tang-associates.com In re Three Deluna, LLC Bankr. N.D. Fla. Case No. 23-30793 Chapter 11 Petition filed November 10, 2023 See https://www.pacermonitor.com/view/ZC7CNKI/Three_Deluna_LLC__flnbke-23-30793__0001.0.pdf?mcid=tGE4TAMA represented by: Jodi Daniel Dubose, Esq. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. E-mail: jdubose@srbp.com In re John D Levitan Bankr. S.D. Fla. Case No. 23-19295 Chapter 11 Petition filed November 10, 2023 represented by: Bart Houston, Esq. In re D.M.G. Security, Inc. Bankr. N.D. Ill. Case No. 23-15180 Chapter 11 Petition filed November 10, 2023 See https://www.pacermonitor.com/view/TFVACVA/DMG_SECURITY_INC__ilnbke-23-15180__0001.0.pdf?mcid=tGE4TAMA represented by: William E. Jamison, Jr., Esq. WILLIAM E. JAMISON & ASSOCIATES E-mail: wjami39246@aol.com In re Par King LV LLC Bankr. D. Nev. Case No. 23-14989 Chapter 11 Petition filed November 10, 2023 See https://www.pacermonitor.com/view/TYZWANA/PAR_KING_LV_LLC__nvbke-23-14989__0001.0.pdf?mcid=tGE4TAMA represented by: Ryan A. Andersen, Esq. ANDERSEN & BEEDE E-mail: ryan@aandblaw.com In re Tarzana Plaza Condominiums Association Bankr. C.D. Cal. Case No. 23-12372 Chapter 11 Petition filed November 11, 2023 See https://www.pacermonitor.com/view/HTZGQDA/Tarzana_Plaza_Condominiums_Association__cacbke-23-12372__0001.0.pdf?mcid=tGE4TAMA represented by: Michael R. Totaro, Esq. TOTARO & SHANAHAN, LLP E-mail: Ocbkatty@aol.com In re 1560 Voluntown Road, LLC Bankr. D. Conn. Case No. 23-20921 Chapter 11 Petition filed November 13, 2023 See https://www.pacermonitor.com/view/RFHVFWI/1560_Voluntown_Road_LLC__ctbke-23-20921__0001.0.pdf?mcid=tGE4TAMA represented by: Anthony S. Novak, Esq. NOVAK LAW OFFICE, PC E-mail: anthonysnovak@aol.com In re Donald Chad Wager and Shelley Jean Wager Bankr. M.D. Fla. Case No. 23-02788 Chapter 11 Petition filed November 13, 2023 represented by: Lisa Cohen, Esq. In re Dotless, LLC Bankr. S.D. Fla. Case No. 23-19341 Chapter 11 Petition filed November 13, 2023 See https://www.pacermonitor.com/view/LFM2IMY/Dotless_LLC__flsbke-23-19341__0001.0.pdf?mcid=tGE4TAMA represented by: Nicholas Rossoletti, Esq. RON S. BILU PA E-mail: rbilu@bilulaw.com In re Davoud Ghatanfard Bankr. S.D.N.Y. Case No. 23-22840 Chapter 11 Petition filed November 13, 2023 represented by: Anne Penachio, Esq. In re Bruce D. Hendershot Bankr. N.D. Ohio Case No. 23-32033 Chapter 11 Petition filed November 13, 2023 represented by: Steven Diller, Esq. In re Laura Marie Jaap Bankr. D. Ore. Case No. 23-62108 Chapter 11 Petition filed November 13, 2023 represented by: Ted Troutman, Esq. In re Financial Strategies Acquisition Corp. Bankr. N.D. Tex. Case No. 23-32655 Chapter 11 Petition filed November 13, 2023 See https://www.pacermonitor.com/view/OD6OYAQ/Financial_Strategies_Acquisition__txnbke-23-32655__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se ********* 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. 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