/raid1/www/Hosts/bankrupt/TCR_Public/240117.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, January 17, 2024, Vol. 28, No. 16
Headlines
13517985 CANADA: Is Insolvent, Seeks CCAA Protection
2304 LIMITED PARTNERSHIP: Seeks Chapter 11 Bankruptcy Protection
2304 LIMITED: Court OKs Interim Cash Collateral Access
3531 TRUCKING: Melissa Haselden Named Subchapter V Trustee
AKUMIN INC: CFO Steps Down Amid Chapter 11 Bankruptcy Process
ALPINE 4 HOLDINGS: Terminates RMS US as Accountant
ALYNEVYCH INC: Robert Handler Named Subchapter V Trustee
AMPIO PHARMACEUTICALS: Settles Class Action, Derivative Suits
ANAGRAM HOLDINGS: Exits Chapter 11 Bankruptcy Protection
ANNE FONTAINE: Case Summary & 20 Largest Unsecured Creditors
APPLIED DNA: AWM Investment Reports Equity Stake
ASHFORD HOSPITALITY: Declares Preferred Dividends for Q1 2024
AVINGER INC: May Issue Add'l 300K Shares Under 2015 Equity Plan
BAAKLEEN CAPITAL: Robert Goe Named Subchapter V Trustee
BARRETTS MINERALS: Agress to Mediate Chapter 11 Talc Liability
BLU PRINT: Steven Altmann of Nomberg Named Subchapter V Trustee
BRENDAN GOWING: Seeks Chapter 11 Bankruptcy Protection
BROOKDALE SENIOR: BlackRock Reports 11.4% Equity Stake
CELSIUS NETWORK: Pro Se Creditors Say They Deserve Expense Awards
CENTURY BUILDERS: Court OKs Deal on Cash Access Thru Feb 7
CHICAGO EQUITIES: Seeks Chapter 11 Bankruptcy Protection
COMMUNITY HEALTH: BlackRock Holds 7.1% Equity Stake as of Dec. 31
COMSOVEREIGN HOLDING: Posts $1.42M Net Loss in Third Quarter
COMSOVEREIGN HOLDING: Posts $4.93M Net Loss in First Quarter
COMSOVEREIGN HOLDING: Posts $638K Net Income for Second Quarter
DELCATH SYSTEMS: AIGH Capital, Orin Hirschman Report 6.8% Stake
DELCATH SYSTEMS: Unveils Updated Corporate Presentation
DIAMOND SPORTS: Major League Baseball Declines Amazon's Proposal
EDUCATIONAL DEVT: Uncertain Bank Support Raises Going Concern Doubt
EL DORADO GAS: First Service Seeks Chapter 11 Trustee Appointment
EMCORE CORP: Dismisses KPMG LLP as Independent Auditor
EMCORE CORP: Inks Cooperation Agreement With Brad L. Radoff
FTX GROUP: SEC Says Ex-Auditor Should Not Dodge Independence Suit
GIRARDI & KEESE: Tom Exaggerrated Symptoms, Says Judge
GLOBAL CITIES: L. Todd Budgen Named Subchapter V Trustee
GLOBAL TECHNOLOGIES: Raises Going Concern Doubt
GOTO GROUP INC: Reaches Debt Exchange Deal Framework
HERITAGE LAB: Neema Varghese Named Subchapter V Trustee
HUMANIGEN INC: Enters Asset Purchase Deal With Taran Therapeutics
HUMANIGEN INC: Okayed to Tap $1 Million New Cash in Chapter 11
INFINERA CORP: Reports Preliminary Third Quarter 2023 Results
INSTANT BRANDS: Cleared to Solicit Bankruptcy Plan Votes
INTEGRITY TIRE: Seeks Cash Collateral Access
KIMBERLY BRUCE: SC Declines Nationwide Bankruptcy Class Relief Case
KNOWLAND GROUP: Saratoga Marks $15.9MM Loan at 39% Off
LAEEQ MOB: Files for Chapter 11 Bankruptcy in Texas
LATIGO PLAZA: Starts Subchapter V Bankruptcy Case
LOPAREX LLC: Lenders Tap Advisers With Debt at Distressed Levels
LTL MANAGEMENT: J&J to Pay $700-Mil. Talc Probe Settlement
MEDICAL PROPERTIES: Moves to Recover Uncollected Rents From Steward
METALMITE CORPORATION: Charles Mouranie Named Subchapter V Trustee
MLN US HOLDCO: abrdn ACP Marks $1.89MM Loan at 74% Off
MLN US HOLDCO: abrdn ACP Marks $952,000 Loan at 92% Off
MOMEX DINING: Seeks Access to SBA's Cash Collateral
MV REALTY PBC: Wins Cash Collateral Access Thru Mar 31
MYRIE'S PETS: Todd Hennings of Macey Named Subchapter V Trustee
NEKTAR THERAPEUTICS: Has $329M Cash and Cash Equivalents at Dec. 31
NEXII BUILDING: Gets CCAA Initial Stay Order; Names KSV as Monitor
NEXTTRIP GROUP: TPS Thayer Raises Going Concern Doubt
NOVABAY PHARMACEUTICALS: Agrees to Market Avenova Products in EU
OMNIQ CORP: Receives Noncompliance Notice From Nasdaq
PARTY FOWL: Timothy Stone of Newpoint Named Subchapter V Trustee
PEPPER PALACE: Saratoga Marks $33.3MM Loan at 86% Off
PHILMARS SQUARE: Hits Chapter 11 Bankruptcy Protection
PROTERRA INC: Will Sell Its Electric-Bus Business in Chapter 11
PSG CONCRETE: Robert Altman Named Subchapter V Trustee
ROCHESTER HOLDING: Hits Chapter 11 Bankruptcy
RYZE RENEWABLES: Chapter 11 Wind-Down Plan Okayed
SANUWAVE HEALTH: Estimates $6.6M to $6.8M Fourth Quarter Revenues
SKILLS ACADEMY: Seeks Cash Collateral Access
SMILEDIRECTCLUB INC: Served With WARN Act Suit After Failed Sale
SOLIMANO FRAMING: Brian Shapiro Named Subchapter V Trustee
SORRENTO: Latham Denies Texas Judge Scandal Fees Exploitation
STAFFING 360: Raises Going Concern Doubt
STRATEGIC MATERIALS: $23MM DIP Loan Wins Final Court Approval
STREAM TV: William Homony Named Chapter 11 Trustee
TRINITY PLACE: Enters Into Recapitalization Transactions
TUPPERWARE BRANDS: No Longer in Compliance With NYSE Rules
VBI VACCINES: Further Extends Forbearance With Lenders to Jan. 23
VICTORY CLEANING: Robbin Messerli Named Subchapter V Trustee
VIVAKOR INC: Hikes Authorized Capital Stock to 215 Million
ZIGI USA: Court OKs Cash Collateral Access Thru Feb 2
ZOLLEGE PBC: Saratoga Marks $16.4MM Loan at 16% Off
ZOLLEGE PBC: Saratoga Marks $939,000 Loan at 16% Off
[*] Commercial Chapter 11 Bankruptcy FIlings Rose 72% in 2023
*********
13517985 CANADA: Is Insolvent, Seeks CCAA Protection
----------------------------------------------------
The Commercial Division of the Quebec Superior Court of the
District of Montreal ("Court") issued an order ("Initial Order") in
respect of 13517985 Canada Inc. dba Wholesale Express ("Debtor")
pursuant to the Companies' Creditors Arrangement Act ("CCAA").
The Court has appointed KPMG Inc. as Monitor of the Debtor.
Pursuant to the terms of the Order, all proceedings against the
Debtor were stayed until Dec. 29, 2023 ("Stay"). Under the CCAA,
the Stay may be extended on such terms and with such modifications
as the Court considers appropriate.
Highcrest Lending Corporation ("HLC"), is the sole secured creditor
of the debtor, and is owed approximately $12 million pursuant to,
among other things, a Master Amended and Restated Loan and Security
Agreement dated Dec. 23, 2022 ("LSA"), which the Debtor, and its
parent company, Trade X Group of Companies Inc. ("Trade X Group"),
have defaulted on.
The Debtor is insolvent, being unable to pay the amounts owing to
HLC, despite being due and payable since Oct. 31, 2023.
Prolonged efforts have been undertaken by Trade X Group to sell WE
in order to repay the amounts owing to HLC, but as will be
explained in detail below, these efforts have stalled for a number
of reasons, including because of disputes amongst Trade XGroup's
creditors (both secured and unsecured) on how the proceeds of sale
should be distributed, following repayment of the Debtor's sole
secured creditor, HLC.
The Initial Order and a list showing the names and addresses of the
creditors and the estimated amounts of their related claims have
been posted and are available on the Monitor' Website at
https://www.kpmg.com/ca/wholesaleexpress.
If you are unable to access the documents, please contact the
Monitor by email at reclamation@kpmg.ca by leaving your name and
phone number, as well as your fax number, e-mail address or postal
address according to the transmission mode desired.
KPMG Inc. can be reached at:
KPMG Inc.
Attn: Malin, David B.
Zidel, Jonathan
Jones, Isabelle
Fazal, Imran
600 De Maisonneuve Blvd. West, Suite 1500
Montreal, QC H3A 0A3
Tel :514 840 2100
Email: dmalin@kpmg.ca
jzidel@kpmg.ca
isabellejones@kpmg.ca
ifazal@kpmg.ca
Counsel to KMPG:
Fasken Martineau DuMoulin LLP
Attn: Luc Beliveau
Alexander Bayus
Eliane Dupere-Tremblay
800 Victoria Square, Suite 3500,
Montreal, Quebec H3C 0B4
Tel: 514-397-4336
Email: lbeliveau@fasken.com
abayus@fasken.com
edtremblay@fasken.com
Counsel to the Debtor:
Dentons Canada LLP
Attn: John Salmas
Helen Fotinos
Roger P. Simard
77 King St W Suite 400,
Toronto, ON M5K 0A1
Email: john.salmas@dentons.com;
helen.fotinos@dentons.com
roger.simard@dentons.com
Counsel to Highcrest Lending:
Stikeman Elliott S.E.N.C.R.L., s.r.l.
Attn: Guy P. Martel
Danny Vu
Nathalie Nouvet
William Rodier-Dumais
1155 Rene-Levesque Blvd. West 41st Floor
Montreal (Quebec) H3B 3V2
Tel: 514-937-3000
Email: gmartel@stikeman.com
ddvu@stikeman.com
nnouvet@stikeman.com
wrodierdumais@stikeman.com
13517985 Canada Inc., d/b/a Wholesale Express, operates an online
daily auction site that sells pre-owned cars to registered dealers
in Quebec, Ontario, Eastern Canada and the United States.
2304 LIMITED PARTNERSHIP: Seeks Chapter 11 Bankruptcy Protection
----------------------------------------------------------------
On 2304 Limited Partnership filed for chapter 11 protection in the
Eastern District of Texas.
The Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states funds will be available
to Unsecured Creditors.
About 2304 Limited Partnership
2304 Limited Partnership is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
2304 Limited Partnership sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tex.Case No. 24-40001 on Jan. 1, 2024,
In the petition filed by Brandi Kirkland, as managing member of
General Partner, the Debtor estimated assets and liabilities
between $1 million and $10 million each.
The Debtor is represented by:
Eric A Liepins, Esq.
Eric A. Liepins, P.C.
18208 Preston Road
Suite D9, Box 224
Dallas, TX 75252
Tel: (972) 991-5591
Email: agenda@ealpc.com
2304 LIMITED: Court OKs Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Texas,
Sherman Division, authorized 2304 Limited Partnership to use cash
collateral, on an interim basis, in accordance with the budget.
The Debtor's primary lender is Bay Mountain Fund, LLC asserts that
it has a security interest in the rents collected by the Debtor.
The Debtor's second Lien holder First Liberty Capital Partners LLC
may also assert an interest in the rents. The rents may be
considered cash collateral as that terms in defined in the
Bankruptcy Code.
As adequate protection Bay and Liberty are granted replacement
liens co-existent with their pre-petition liens, under 11 U.S.C.
Section 552 in after acquired property of the estate except as to
any Chapter 5 causes of action. Such replacement liens will secure
an amount equal to the sum of the aggregate diminution, if any,
subsequent to the Petition Date, in the value of the cash
collateral of Bay and Liberty.
The adequate protection liens and post-petition replacement liens
granted to Bay and Liberty are deemed to be valid, enforceable, and
automatically perfected as of the Petition Dates, and no further
notice, filing, or other act will be required to effect such
perfection.
A final hearing on the matter is set for February 6, 2024 at 9:30
a.m.
A copy of the order is available at https://urlcurt.com/u?l=OloN0v
from PacerMonitor.com.
About 2304 Limited Partnership
2304 Limited Partnership is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-40001) on January 1,
2024. In the petition signed by Brandi Kirkland, managing member of
General Partner, the Debtor disclosed up to $10 million in both
assets and liabilities.
Judge Brenda T. Rhoades oversees the case.
Eric Liepins, Esq. represents the Debtor as legal counsel.
3531 TRUCKING: Melissa Haselden Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 7 appointed Melissa Haselden, Esq., at
Haselden Farrow, PLLC as Subchapter V trustee for 3531 Trucking.
Ms. Haselden will be paid an hourly fee of $550 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Haselden declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Melissa A. Haselden, Esq.
Haselden Farrow, PLLC
700 Milam, Suite 1300
Pennzoil Place
Houston, TX 77002
Telephone: (832) 819-1149
Facsimile: (866) 405-6038
Email: mhaselden@haseldenfarrow.com
About 3531 Trucking
3531 Trucking sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Texas Case No. 24-30084) on January 8,
2024, with up to $50,000 in assets and $1 million to $10 million in
liabilities. Miguel Miranda, president, signed the petition.
Alex O. Acosta, Esq., at Acosta Law, P.C. represents the Debtor as
bankruptcy counsel.
AKUMIN INC: CFO Steps Down Amid Chapter 11 Bankruptcy Process
-------------------------------------------------------------
Marty Stempniak of Radiology Business reports that Akumin Inc.
recently announced the resignation of its chief financial officer
as the Plantation, Florida-based radiology provider works its way
through the bankruptcy process.
David Kretschmer, MBA, officially vacated the post effective Dec.
29. He had served as CFO since August 2022, joining Akumin from
Surgery Partners Inc. where he was executive VP of strategy and
transformation, according to LinkedIn.
Ronald J. Bienias, MBA, of consulting firm AlixPartners—who is
already Akumin's chief restructuring officer—will serve as
interim CFO, effective immediately.
"Ronald has more than 20 years of experience serving in interim
leadership roles or as an advisor at both large and middle-market
companies," Akumin said in a December 29, 2023 announcement.
"Leveraging his financial and operational expertise, Ronald guides
companies in making data-driven decisions that support
restructuring strategies, financial forecasts, and cost reduction
programs."
The company first filed for Chapter 11 bankruptcy protection in
October, seeking to wipe out $470 million in debt. Akumin has been
beset with problems in recent months including delays in equipment
delivery, declining revenues, the closure of a key imaging center
due to Hurricane Ian, and a crippling ransomware attack. A
bankruptcy judge in November approved Akumin's plan to transition
to a privately held, rather than publicly traded, company owned by
lender Stonepeak. Akumin was officially delisted from the Nasdaq on
November 30, 2023.
Kretschmer will remain available to provide consultation and
transition-related services, according to a Tuesday, January 2,
2023, filing with the U.S. Securities and Exchange Commission. He
also can continue to participate in employee health and benefit
plans during the transition. Meanwhile, interim CFO Bienias will
not receive compensation directly from Akumin. Instead, the company
has agreed to pay AlixPartners fees for its consulting services,
including a $250,000 retainer during the restructuring process.
Akumin also reported its third quarter earnings results on December
12, 2023. For the three months ending Sept. 30, the company
recorded sales of $180.6 million, down 3.2% from the $186.6 million
collected the same period in 2022. It reported a net loss of nearly
$82.4 million in Q3, up nearly 53% from the $53.9 million net loss
tallied during the same span in 2022.
Akumin previously billed itself as the nation's No. 2 overall
provider of radiology services. It operates a network of outpatient
imaging centers along with providing outsourced radiology and
oncology services to 1,000 hospitals across 48 states.
About Akumin Inc.
Akumin Inc. -- https://www.akumin.com/ -- provides fixed-site
outpatient diagnostic imaging services through a network of owned
and/or operated imaging locations; and outpatient radiology and
oncology services and solutions to approximately 1,000 hospitals
and health systems across 48 states. Its imaging procedures include
magnetic resonance imaging, computerized tomography, positron
emission tomography, ultrasound, diagnostic radiology, mammography,
and other related procedures. Akumin's cancer care services include
a full suite of radiation therapy and related offerings.
Akumin Inc. and 58 affiliated entities sought Chapter 11 bankruptcy
protection (Bankr. S.D. Tex. Lead Case No. 23-90827) on Oct. 22,
2023. The petitions were signed by Riadh Zine, the Debtors' chief
executive officer. As of June 30, 2023, Akumin Inc. listed total
assets of $1.7 million and total debts of $1.635 million.
The Hon. Christopher M. Lopez presides over the cases.
The law firm of Dorsey & Whitney LLP, serves as the Debtors'
general bankruptcy counsel; Jackson Walker LLP, as their
co-bankruptcy counsel; AlixPartners, LLP as the Debtors' financial
advisors; the law firm of Stikeman Elliott LLP, as special Canadian
counsel; Leerink Partners as investment banking firm; and Epiq
Corporate Restructuring LLC, as their noticing and claims agent.
Ronald J. Bienias, Partner and Managing Director of AlixPartners,
serves as the Debtors' chief restructuring officer.
Akin Gump Strauss Hauer & Feld LLP's Michael S. Stamer and Jason
Rubin, serves as counsel to the ad hoc group comprised of
beneficial holders of Prepetition 2025 Notes and Prepetition 2028
Notes.
King & Spalding LLP's Thad Wilson and Britney Baker serve as
counsel to the Prepetition RCF Agent.
Sidley Austin LLP's Anthony Grossi serves as counsel to the DIP
Lender, Stonepeak.
ALPINE 4 HOLDINGS: Terminates RMS US as Accountant
--------------------------------------------------
Alpine 4 Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that at a special meeting of the
Board of Directors of the Company, the members of the Board
unanimously approved the dismissal of and terminated the engagement
of RSM US LLP, as the Company's independent certifying accountant
upon the recommendation of all of the members of the Company's
Audit Committee.
RSM's Report of Independent Registered Public Accounting Firm on
the Company's consolidated balance sheet as of Dec. 31, 2022, the
related consolidated statements of operations, changes in
stockholders; equity (deficit), and cash flows for the year then
ended dated May 5, 2023, did not contain an adverse opinion or a
disclaimer of opinion, nor were they qualified or modified as to
uncertainty, audit scope, or accounting principles, except that
such report expressed substantial doubt regarding the Company's
ability to continue as a going concern.
RSM was appointed by the Board of Directors on Sept. 21, 2022, as
the Company's independent registered public accounting firm, and
has served as the Company's auditor from that date through Jan. 5,
2024.
During the period from Sept. 21, 2022, through Dec. 31, 2023, and
the subsequent interim period through Jan. 5, 2024, there were no
disagreements with RSM on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which, if not resolved to the satisfaction of RSM, would
have caused RSM to make reference to the subject matter of the
disagreements in connection with their report, and there were no
"reportable events" as that term is defined in Item 304(a)(1)(v) of
Regulation S-K, except for the material weaknesses described in
Item 9A of the Company's Annual Report on Form 10-K for the year
ended Dec. 31, 2022.
About Alpine 4
Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) . is a
Nasdaq traded Holding Company (trading symbol: ALPP) that acquires
business, wholly, that fit under one of several portfolios:
Aerospace, Defense Services, Technology, Manufacturing or
Construction Services as either a Driver, Stabilizer or Facilitator
from Alpine 4's disruptive DSF business model.
Alpine 4 Holdings reported a net loss of $12.87 million for the
year ended Dec. 31, 2022, compared to a net loss of $19.48 million
for the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company
had $145.63 million in total assets, $75.64 million in total
liabilities, and $69.99 million in total stockholders' equity.
Phoenix, Arizona-based RSM US LLP, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
May 5, 2023, citing that the Company has suffered recurring losses
from operations and recurring negative cash flows from operations.
This raises substantial doubt about the Company's ability to
continue as a going concern.
In its Quarterly Report for the three months ended June 30, 2023,
Alpine 4 Holdings said that while the working capital deficiency of
prior years has improved, and working capital of the Company is
currently positive, continued operating losses cause doubt as to
the ability of the Company to continue. The Company's ability to
raise additional capital through the future issuances of common
stock is unknown. The obtainment of additional financing, the
successful development of the Company's plan of operations, and its
ultimate transition to profitable operations are necessary for the
Company to continue. The Company said the uncertainty that exists
with these factors raises substantial doubt about the Company's
ability to continue as a going concern.
ALYNEVYCH INC: Robert Handler Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 11 appointed Robert Handler of
Commercial Recovery Associates, LLC as Subchapter V trustee for
Alynevych, Inc.
Mr. Handler will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Handler declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert P. Handler
Commercial Recovery Associates, LLC
205 West Wacker Drive, Suite 918
Chicago, IL 60606
Tel: (312) 845-5001 x221
Email: rhandler@com-rec.com
About Alynevych Inc.
Alynevych, Inc. is a trucking company in Wood Dale, Ill., which
provides transportation services to all 48 states. The company's
modern fleet offers temperature-controlled solutions, hazardous
freight transportation, and time-sensitive transfers.
Alynevych filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-00218) on Jan. 8,
2024, with $1,933,262 in assets and $5,337,598 in liabilities.
Ulyana Lynevych, president, signed the petition.
Judge Deborah L. Thorne oversees the case.
David Freydin, Esq., at the Law Offices of David Freydin represents
the Debtor as bankruptcy counsel.
AMPIO PHARMACEUTICALS: Settles Class Action, Derivative Suits
-------------------------------------------------------------
Ampio Pharmaceuticals, Inc. announced that it has reached
settlements in principle in the pending securities fraud class
action, Case Number 22-cv-2105-WJM-MEH, and the pending
consolidated derivative actions in the United States District Court
for the District of Colorado, Case Number 22-cv-2803-KLM.
The settlements are subject to various conditions, including
confirmatory discovery in the Securities Class Action, negotiation
and execution of the full settlement agreements and obtaining court
approval in each action. On Jan. 9, 2024, the Company along with
the other parties to each case filed status reports in both the
Securities Class Action and the Consolidated Derivative Actions,
advising the respective courts of the status of the settlements in
principle. The settlement of the Consolidated Derivative Actions
is supported by the plaintiff in the pending Colorado state court
derivative action, Case Number 2023CV30287, as well as two
stockholders who previously submitted pre-litigation demand letters
to the Company's Board of Directors.
Ampio currently expects the amount to be paid in both settlements,
including related defense costs, will be covered by, and within the
limits of, its D&O insurance policy. The settlements in principle
do not constitute any admission of fault, wrongdoing or liability
as to the Company or any other defendant. While the timing of
completion of the settlement agreements and filing motions to seek
court approvals are uncertain, the Company will be endeavoring to
finalize and execute the settlement agreements and have motions for
preliminary approval submitted to the relevant courts within the
next 120 days. If finally approved by the relevant courts, the
settlements will result in the dismissal with prejudice of all of
the pending actions and the withdrawal of the two stockholder
pre-litigation demands.
The Company has provided disclosure relating to these legal matters
in its periodic reports on Forms 10-K and 10-Q throughout the
pendency of these actions. The settlements in principle do not
affect the ongoing investigation by the Securities and Exchange
Commission, which also was previously reported by the Company in
its periodic reports on Forms 10-K and 10-Q. Ampio intends to
continue to cooperate fully with the SEC.
About Ampio Pharmaceuticals
Headquartered in Englewood, Colorado, Ampio Pharmaceuticals, Inc.
-- http://www.ampiopharma.com-- is focused on development of a
potential treatment for osteoarthritis as part of its OA-201
program. The OA-201 development program is seeking to advance
Ampio's unique and proprietary small molecule formulation through
pain and chondroprotection preclinical studies to the next phases
of drug development to address the large and attractive opportunity
for treatment of osteoarthritis of the knee ("OAK") and other
joints.
Denver, Colorado-based Moss Adams LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 27, 2023, citing that the Company has suffered recurring
losses from operations and cash used in operations that raise
substantial doubt about its ability to continue as a going
concern.
In its Quarterly Report for the three months ended Sept. 30, 2023,
Ampio Pharmaceuticals disclosed that its lack of operating revenue
or cash inflows and its cash resources at September 30, 2023 raise
substantial doubt as to its ability to continue as a going concern.
ANAGRAM HOLDINGS: Exits Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Soma Biswas of The Wall Street Journal reports that Anagram, Party
City’s metallic-balloon supplier, has emerged from bankruptcy,
following a sale of the business to the company's bondholders.
Eden Prairie, Minn.-based Anagram renewed its supply contract with
party supplies retailer Party City, Party City and Anagram court
filings show, resolving a threat that has been hanging over the
supplier for months of potentially losing one of its biggest
customers.
About Anagram Holdings
Anagram Holdings LLC is a manufacturer of foil balloons and
inflated decor, distributing and selling its products both
domestically and internationally. Its customers include party
supply specialty stores, grocers, mass marketers, parks, drugstores
and discount variety stores. The Debtor is based in Eden Prairie,
Minn.
Anagram Holdings and two affiliates filed Chapter 11 petitions
(Bankr. S.D. Texas Lead Case No. 23-90901) on Nov. 8, 2023. In the
petition signed by its chief restructuring officer, Adrian Frankum,
Anagram Holdings reported $100 million to $500 million in both
assets and liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Howley Law, PLLC and Simpson Thacher & Bartlett,
LLP as legal counsel; Ankura Consulting Group, LLC as restructuring
advisor; and Robert W. Baird & Co. as investment banker. Kurtzman
Carson Consultants, LLC is the claims agent.
ANNE FONTAINE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Anne Fontaine USA, Inc.
110 Green Street, Suite 305
New York, NY 10012
Business Description: Anne Fontaine USA, Inc. is an e-commerce
platform for women's apparel, bags, shoes,
and accessories.
Chapter 11 Petition Date: January 16, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-10058
Judge: Hon. Lisa G. Beckerman
Debtor's Counsel: Fred Stevens, 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: fstevens@klestadt.com
Total Assets: $11,399,790
Total Liabilities: $6,441,453
The petition was signed by Ari Zlotkin as chief executive officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/U6EU3KA/Anne_Fontaine_USA_Inc__nysbke-24-10058__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Geary-Market Investment Rent $620,796
Company Co, Ltd
39 Annette Drive
Edison, NJ 08820
Email: landsinc05@hotmail.com
2. RB ATLT LLC c/o Gardener Rent $410,000
Riechmann & Chow
Ron Chow, Esq.
438 E. Katella Ave.,
Suite 202
Orange, CA 92867
Ron Chow, Esq.
Phone: 714-972-8989
Email: ron@grclawfirm.com
3. South Coast Plaza Rent $239,025
c/o SL Green Realty Corp.
PO Box 419192
Boston, MA 02241
Arsene Baron
Email: Arsene.Baron@slgreen.com
4. American Express Line of Credit $195,797
Accettazione
G,C
50019 Firenze
Dharell Mosby
Email: dharell.mosby@aexp.com
5. Fifth Avenue of Rent $189,791
LI Realty Associates LLC
2110 Northern
Boulevard Suite #201
Manhasset, NY 11030
D. Major
Email: dmajor@americanamanhasset.com
6. 110 Greene Fee Owner LP Rent $172,656
284 South Avenue
Poughkeepsie, NY 12601
Arsene Baron
Email: Arsene.Baron@slgreen.com
7. Cecconi Otello Rental $169,284
Via Caliano N 18 Improvements
52010 Capolona Italy
Email: cecconiarredi@cec
coniarredi.com
8. Aventura Mall Venture Rent $128,461
1401 E. Oakland Ave
Hemet, CA 92544
Dave
Email: Dave@westernfireinc.com
9. CPG Partners L.P. Rent $118,503
P.O. Box 822884
Philadelphia, PA 19182
Gretchen Vicars
Email: Gretchen.Vicars@simon.com
10. Valley Fair UTC LLC Rent $88,946
DBA VF Mall LLC
Dept LA 24877
Pasadena, CA 91185
Meghna Dutta
Email: Meghna.Dutta@transwestern.com
11. Ameream LLC Rent $88,222
6991 W. Broward Blvd.
Suite 100 Fort
Lauderdale, FL 33317
Yomayra Parra
Email: Yomayra.Parra@americandream.com
12. The Colonnade at Sawgrass Rent $86,594
68 Jay St Ste 501
Brooklyn, NY 11201
C. Menage
Email: cmenage@re-ad.com
13. Setai Hotel Rent $67,341
Acquisition LLC
2001 Collins Avenue
Miami Beach, FL 33139
S. Levitt
Email: slevitt@thesetaihotel.com
14. Forum Shops LLC Rent $61,328
215 Coles Street
Jersey City, NJ 07310
Gretchen Vicars
Email: Gretchen.Vicars@simon.com
15. TDC Heritage LLC Rent $56,235
PO Box 772846
Chicago, IL 60677
Gretchen Vicars
Email: Gretchen.Vicars@simon.com
16. Waterside Shops, LLC Rent $48,930
75 Virginia Road
Suite W6
White Plains, NY 10603
L. Temby
Email: Ltemby@theforbescompany.com
17. The Town Center At Rent $48,357
Boca Raton Trust
28013 Network Place
Chicago, IL 60673
Gretchen Vicars
Email: Gretchen.Vicars@simon.com
18. CI Properties Rent $48,186
1347 N. Alta Vista Blvd #11
Los Angeles, CA 90046
Email: secretagentgarcia@gmail.com
19. International Direct Goods $47,164
Packaging Ltd
Montagu House 81
High Street
Huntingdon PE23
3NY
United Kingdom
V. Clermont
Email: vclermont@idpdirect.com
20. Premium Outlets/Simon Rent $43,252
29 Brook Avenue
Maywood, NJ 07607
Gretchen Vicars
Email: Gretchen.Vicars@simon.com
APPLIED DNA: AWM Investment Reports Equity Stake
------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, AWM Investment Company, Inc. disclosed that as of Dec.
31, 2023, it beneficially owned warrants to purchases 500,000
shares of common stock of Applied DNA Sciences, Inc. The Warrants
may only be exercised to the extent that the total number of Common
Shares then beneficially owned does not exceed 3.5% of the
outstanding shares.
AWM is the investment adviser to each of the Funds. As the
investment adviser to the Funds, AWM holds sole voting and
investment power over 0 shares of Common Stock of the Issuer and
72,000 Warrants to purchase Shares held by Special Situations
Cayman Fund, L.P. (CAYMAN), 0 Shares and 241,500 Warrants to
purchase Shares held by Special Situations Fund III QP, L.P.
(SSFQP), 0 Shares and 51,500 Warrants to purchase Shares held by
Situations Private Equity Fund, L.P. (SSPE), 0 Shares and 21,000
Warrants*** to purchase Shares held by Special Situations
Technology Fund, L.P. (TECH) and 0 Shares and 114,000 Warrants to
purchase Shares held by Special Situations Technology Fund II,
L.P., (TECH II). Marxe, Greenhouse and Stettner are members of:
SSCAY, the general partner of CAYMAN. Greenhouse and Stettner are
members of MGP, the general partner of SSFQP; MG, the general
partner of SSPE; and SSTA, the general partner of TECH and TECH II.
Greenhouse and Stettner are also controlling principals of AWM.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/744452/000153526424000001/Applieddna13g123123t.txt
About Applied DNA
Applied DNA Sciences, Inc. -- http//www.adnas.com -- is a
biotechnology company developing technologies to produce and
detect
deoxyribonucleic acid ("DNA"). Using the polymerase chain reaction
("PCR") to enable both the production and detection of DNA, the
Company operates in three primary business markets: (i) the
manufacture of synthetic DNA for use in nucleic acid-based
therapeutics; (ii) the detection of DNA in molecular diagnostics
testing services; and (iii) the manufacture and detection of DNA
for industrial supply chain security services.
Melville, NY-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 7,
2023, citing that the Company 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.
ASHFORD HOSPITALITY: Declares Preferred Dividends for Q1 2024
-------------------------------------------------------------
Ashford Hospitality Trust, Inc. announced that its Board of
Directors declared preferred dividends for the first quarter of
2024.
The Board declared the following:
* a dividend of $0.5281 per diluted share for the Company's
8.45% Series D Cumulative Preferred Stock for the first quarter
ending March 31, 2024. The dividend, which equates to an annual
rate of $2.1125 per share, is payable on April 15, 2024, to
stockholders of record as of March 28, 2024.
* a dividend of $0.4609 per diluted share for the Company's
7.375% Series F Cumulative Preferred Stock for the first quarter
ending March 31, 2024. The dividend, which equates to an annual
rate of $1.8438 per share, is payable on April 15, 2024, to
stockholders of record as of March 28, 2024.
* a dividend of $0.4609 per diluted share for the Company's
7.375% Series G Cumulative Preferred Stock for the first quarter
ending March 31, 2024. The dividend, which equates to an annual
rate of $1.8438 per share, is payable on April 15, 2024, to
stockholders of record as of March 28, 2024.
* a dividend of $0.46875 per diluted share for the Company's
7.50% Series H Cumulative Preferred Stock for the first quarter
ending March 31, 2024. The dividend, which equates to an annual
rate of $1.875 per share, is payable on April 15, 2024, to
stockholders of record as of March 28, 2024.
* a dividend of $0.46875 per diluted share for the Company's
7.50% Series I Cumulative Preferred Stock for the first quarter
ending March 31, 2024. The dividend, which equates to an annual
rate of $1.875 per share, is payable on April 15, 2024, to
stockholders of record as of March 28, 2024.
* a monthly cash dividend for the Company's Series J
Redeemable Preferred Stock equal to a quarterly rate of $0.50 per
share, payable as follows: $0.16667 per share will be paid on
February 15, 2024 to stockholders of record as of January 31, 2024;
$0.16667 per share will be paid on March 15, 2024 to stockholders
of record as of February 29, 2024; and $0.16667 per share will be
paid on April 15, 2024 to stockholders of record as of March 28,
2024.
* a monthly cash dividend for CUSIPs 04410D867 and 04410D792
of the Company's Series K Redeemable Preferred Stock equal to a
quarterly rate of $0.51875 per share, payable as follows: $0.17292
per share will be paid on February 15, 2024 to stockholders of
record as of January 31, 2024; $0.17292 per share will be paid on
March 15, 2024 to stockholders of record as of February 29, 2024;
and $0.17292 per share will be paid on April 15, 2024 to
stockholders of record as of March 28, 2024, and
* a monthly cash dividend for all remaining CUSIPs of the
Company's Series K Redeemable Preferred Stock equal to a quarterly
rate of $0.51250 per share, payable as follows: $0.17083 per share
will be paid on February 15, 2024 to stockholders of record as of
January 31, 2024; $0.17083 per share will be paid on March 15, 2024
to stockholders of record as of February 29, 2024; and $0.17083 per
share will be paid on April 15, 2024 to stockholders of record as
of March 28, 2024.
As of December 31, 2023, there were 3,475,318 shares of the
Company's Series J Redeemable Preferred Stock and 194,193 shares of
the Company's Series K Redeemable Preferred Stock issued and
outstanding.
About Ashford Hospitality
Headquartered in Dallas, Texas, Ashford Hospitality Trust, Inc.
operates as a self-advised real estate investment trust focusing on
the lodging industry. As of September 30, 2023, the Trust had $3.7
billion in total assets against $3.9 billion in total liabilities.
Egan-Jones Ratings Company, on May 5, 2023, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Ashford Hospitality Trust, Inc.
AVINGER INC: May Issue Add'l 300K Shares Under 2015 Equity Plan
---------------------------------------------------------------
Avinger, Inc. filed a Form S-8 registration statement with the
Securities and Exchange Commission solely for the registration of
(i) 300,000 additional shares of common stock, par value $0.001 per
share, of the Company for issuance pursuant to awards granted under
the Company's Amended and Restated 2015 Equity Incentive Plan and
(ii) pursuant to Rule 416(a) under the Securities Act of 1933, as
amended, any additional shares of Common Stock that become issuable
under the Plan by reason of any stock dividend, stock split, or
other similar transaction.
The Company previously registered shares of Common Stock for
issuance under the Plan on Feb. 6, 2015 (Commission File No.
333-201928), Feb. 3, 2016 (Commission File No. 333-209364), March
15, 2017 (Commission File No. 333-216695), Aug. 28, 2018
(Commission File No. 333-227072), Aug. 28, 2019 (Commission File
No. 333-233498), and Nov. 10, 2022 (Commission File No.
333-268296). A full-text copy of the prospectus is available for
free at:
https://www.sec.gov/Archives/edgar/data/1506928/000143774924001122/avgr20240108c_s8.htm
About Avinger
Headquartered in Redwood City, California, Avinger, Inc. --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD). The Company designs, manufactures, and sells
a suite of products in the United States and select international
markets.
Avinger reported a net loss applicable to common stockholders of
$27.24 million for the year ended Dec. 31, 2022, a net loss
applicable to common stockholders of $21.59 million for the year
ended Dec. 31, 2021, a net loss applicable to common stockholders
of $22.87 million for the year ended Dec. 31, 2020, a net loss
applicable to common stockholders of $23.03 million for the year
ended Dec. 31, 2019, and a net loss applicable to common
stockholders of $35.69 million for the year ended Dec. 31, 2018.
San Francisco, California-based Moss Adams LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 15, 2023, citing that the Company's recurring
losses from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.
BAAKLEEN CAPITAL: Robert Goe Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Region 16 appointed Robert Goe, Esq., a
practicing attorney in Irvine, Calif., as Subchapter V trustee for
Baakleen Capital.
Mr. Goe will be paid an hourly fee of $545 for his services as
Subchapter V trustee while his case administrator, Arthur Johnston,
will be paid an hourly fee of $195. In addition, the Subchapter V
trustee will receive reimbursement for work-related expenses
incurred.
Mr. Goe declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert P. Goe, Esq.
17701 Cowan
Building D, Suite 210
Irvine, CA 92614
Telephone: (949) 798-2460
Facsimile: (949) 955-9437
Email: bktrustee@goeforlaw.com
About Baakleen Capital
Baakleen Capital filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-10044) on Jan.
6, 2024, with $50,001 to $100,000 in assets and $500,001 to $1
million in liabilities.
Judge Theodor Albert oversees the case.
W. Derek May, Esq., at the Law Office of W. Derek May represents
the Debtor as bankruptcy counsel.
BARRETTS MINERALS: Agress to Mediate Chapter 11 Talc Liability
--------------------------------------------------------------
Talc miner Barretts Minerals Inc. reached an agreement with its
unsecured creditors and the representative for future talc injury
claimants to mediate issues surrounding its liability and reach a
global resolution of its ongoing Chapter 11 case.
The Debtors and certain of their subsidiaries are defendants in
numerous lawsuits claiming that their personal injuries were caused
by exposure to talc allegedly contaminated with asbestos that was
mined, beneficiated, processed, and sold by debtor Barretts
Minerals Inc. ("BMI").
The Debtors seek to comprehensively resolve BMI's talc liabilities
through the confirmation of a plan of reorganization (the "Plan")
pursuant to sections 524(g) and 1129 of the Bankruptcy Code that
creates a Section 524(g) trust.
The Debtors and their non-debtor subsidiaries the Official
Committee of Unsecured Creditors, and the future claimants'
representative ("FCR") have each agreed to engage in negotiations
to attempt to reach a comprehensive resolution of any and all
issues in conjunction with a potential Plan and 524(g) Trust,
including, but not limited to, (a) claims related to personal
injury in any way related to asbestos, talc, or other compounds or
substances in connection with the Debtors' historical business
operations or products, including any contribution,
indemnification, guarantee, subrogation claims, or other related
claims; (b) claims and causes of action of the Debtors against
third-parties, including but not limited to the Non-Debtor
Affiliates; (c) claims and causes of action of the Non-Debtor
Affiliates against the Debtors; and (d) any other matters agreed to
among the Mediation Parties or as otherwise directed by further
order of the Court (the "Plan Mediation Topics").
At the behest of the parties, Judge Marvin Isgur has entered an
order providing that:
1. The Court authorizes and appoints Kenneth R. Feinberg to
serve as mediator in the Chapter 11 Cases and to conduct the
mediation.
2. The Mediation Parties in respect of the Plan Mediation Topics
shall be: (a) the Debtors, (b) the Creditors' Committee, (c) the
FCR, (d) MTI, on behalf of itself and the other Non-Debtor
Affiliates, and (e) any other parties the Mediator and/or the
Mediation Parties agree in the future should participate in the
mediation process.
3. The Mediation shall commence Jan. 4, 2024, and may continue
until April 1, 2024, or such later date as mutually agreed by the
Mediation Parties and the Mediator or as approved by the Court.
4. The Mediator shall be paid a flat monthly fee of $100,000 for
January 2024 payable on Jan. 15, 2024, and $200,000 per month
thereafter, which monthly fees shall be inclusive of all of the
Mediator's fees and costs, including for time spent attending and
preparing for mediation sessions. Payment of fees and expenses in
excess of these amounts shall require further approval of the
Court.
5. The Debtors, MTI, the Creditors' Committee and the FCR will
each bear 25% of the costs of the Mediator's fees and reasonable
and necessary expenses in accordance with the applicable provisions
of the Bankruptcy Code.
About Barretts Minerals
Barretts Minerals Inc.'s current operations are focused on the
mining, beneficiating, processing, and sale of industrial talc.
BMI historically supplied a relatively minor percentage of its
sales into cosmetic applications. BMI's talc is sold to
distributors and third-party manufacturers for use in such parties'
products, which are then incorporated into downstream products
eventually sold to consumers.
Barretts Minerals Inc. and its affiliates sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90794) on Oct. 2, 2023. In the petition signed by David J.
Gordon, chief restructuring officer, BMI disclosed up to $100
million in assets and up to $50 million in liabilities.
Judge David R. Jones oversees the case.
The Debtors tapped Porter Hedges LLP and Latham& Watkins LLP as
legal counsel, M3 Partners, LP as financial advisor, Jefferies LLC
as investment banker, and Stretto, Inc. as claims, noticing, and
solicitation agent and administrative advisor.
BLU PRINT: Steven Altmann of Nomberg Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Bankruptcy Administrator for the Northern District of
Alabama appointed Steven Altmann, Esq., at The Nomberg Law Firm, as
Subchapter V trustee for Blu Print Properties, LLC.
The Subchapter V trustee can be reached at:
Steven D. Altmann, Esq.
The Nomberg Law Firm
3940 Montclair Road, Ste. 401
Birmingham, AL 35213
Phone: 205-930-6900
Email: steve@nomberglaw.com
About Blu Print Properties
Blu Print Properties, LLC owns 13 properties in Birmingham and
Pleasant Grove, Ala., having a total current value of $2 million.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-00062) on Jan. 8,
2024, with $2,037,278 in assets and $747,691 in liabilities. Joseph
L. Webb, III, managing member, signed the petition.
Robert C. Keller, Esq., at Russo, White & Keller, P.C. represents
the Debtor as legal counsel.
BRENDAN GOWING: Seeks Chapter 11 Bankruptcy Protection
------------------------------------------------------
Brendan Gowing Inc. filed for chapter 11 protection in the Southern
District of Texas.
The Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states funds will be available
to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 1, 2024, at 10:00 AM at UST-LA3, Teleconference Metting.
About Brendan Gowing Inc.
Brendan Gowing Inc. is an insurance carrier in Texas.
Brendan Gowing Inc. sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-30002) on Jan. 1,
2024. In the petition filed by Brendand Gowing, as president, the
Debtor reports assets and liabilities between $1 million and $10
million.
The Honorable Bankruptcy Judge Eduardo V Rodriguez oversees the
case.
The Debtor is represented by:
Margaret Maxwell McClure, Esq.
Attorney at Law
3600 Michaux Street
Houston, TX 77009-6028
Tel: 713-659-1333
Email: margaret@mmmcclurelaw.com
BROOKDALE SENIOR: BlackRock Reports 11.4% Equity Stake
------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, BlackRock, Inc. reported beneficial ownership of
21,436,493 shares, representing 11.4% of Brookdale Senior Living
Inc.'s common stock as of December 31, 2023.
A full-text copy of the report is available at
http://tinyurl.com/ymawf7aa
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.
CELSIUS NETWORK: Pro Se Creditors Say They Deserve Expense Awards
-----------------------------------------------------------------
Ben Zigterman of Law360 reports that two pro se creditors defended
their expense reimbursement requests for items as small as
deodorant and breath mints in the bankruptcy of Celsius Network
Inc. , while saying their participation in a mediation saved the
estate money and helped confirm its Chapter 11 plan.
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network, LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case
No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtors estimated assets and liabilities between $1
billion and $10 billion.
The Debtors tapped Kirkland & Ellis, LLP as bankruptcy counsel;
Fischer (FBC & Co.) as special counsel; Centerview Partners, LLC as
investment banker; and Alvarez & Marsal North America, LLC, as
financial advisor. Stretto is the claims agent and administrative
advisor.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP, as
its bankruptcy counsel; Elementus Inc. as its blockchain forensics
advisor; M3 Advisory Partners, LP as its financial advisor; and
Perella Weinberg Partners, LP as its investment banker.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP, and Huron Consulting
Services, LLC, serve as the examiner's legal counsel and financial
advisor, respectively.
CENTURY BUILDERS: Court OKs Deal on Cash Access Thru Feb 7
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York
authorized Century Builders Management Inc. to use cash collateral
on an interim basis, in accordance with its agreement with Kapitus
Servicing, Inc. as authorized sub-servicing agent of Kapitus LLC,
through the earlier of February 7, 2024.
As of the Petition Date, Kapitus and the Debtor were parties to a
Forward Purchase Agreement (Fixed ACH Delivery) dated September 14,
2022 whereunder Kapitus purchased future receivables of the Debtor
in consideration of $100,000 provided to Debtor and its principal,
Gustavo Reyes, who was also a guarantor of the performance of the
obligations set forth in the Agreement. In exchange for the
Purchase Price, the Debtor and Reyes authorized Kapitus to ACH
debit a total of $140,000 of the Debtor's receivables from its
depositing bank account, to be paid in equal installments of $2,695
on a weekly basis. The Debtor acknowledges and agrees that under
the Agreement the Debtor transferred all rights, title, and
interest in the A/Rs to Kapitus, and that Debtor does not retain
legal or equitable interests therein. The Debtor recognizes that
its obligations under the Agreement were collateralized by among
other things the Security Agreement and Guaranty by and between
Debtor and Kapitus and Debtor and Reyes dated September 14, 2022;
UCC Financing Statement dated September 15, 2022 with the New York
State Division of Corporation; and the Guaranty executed by Reyes
dated September 14, 2022.
The Debtor agrees that as of the Petition Date, the Debtor is
indebted to Kapitus in the amount of $152,692, which includes
costs, contractual fees, and interest at the legal rate authorized
by law from December 2, 2022, the original date of default, to the
Petition Date, but which amount does not include post-petition
legal fees and expenses or post-petition interest.
As adequate protection for any diminution in value of Kapitus's
interests in the Pre-Petition Collateral and post-petition
interest, costs and fees, Kapitus is granted valid and perfected
replacement security interests in, and liens on the same type of
post-petition assets in which Kapitus holds valid and perfected
liens prior to the Petition Date and all cash or other proceeds
generated post-petition by the Pre-Petition Collateral to the same
extent, validity and priority as existed on the Pre-Petition
Collateral.
As further adequate protection for the Debtor's Adequate Protection
Obligations, Kapitus is granted an allowed superpriority
administrative expense claim in this Chapter 11 case and any
Successor Cases in the amount of the Adequate Protection
Obligations and to the same extent, validity and priority as
existed on the Pre-Petition Collateral, subject to the Carve-Out.
As further adequate protection, the Debtor wil pay to Kapitus
monthly Adequate Protection Obligations of $1,000.
These events constitute an "Event of Default":
(a) The failure by the Debtor to timely pay Adequate Protection
Obligations or perform, in any material respect, any of the terms,
provisions, conditions, covenants, or obligations under this
Stipulation or the Existing Agreement;
(b) The entry of an order by the Court granting the Debtor's
landlord or any other party relief from or modifying the automatic
stay under Bankruptcy Code Section 362(a);
(c) Dismissal of the Chapter 11 case or conversion of this Chapter
11 case to a Chapter 7 case, or appointment of a Chapter 11 trustee
or examiner, or other responsible person;
(d) A material default by the Debtor in reporting financial or
operational information as and when required under the Stipulation,
the Agreement, or the Local Bankruptcy Rules of the District of New
Jersey; and/or
(e) The Debtor's failure to timely pay all necessary rent and/or
use and occupancy expenses during the post-petition period.
The Carve-Out means: (a)fees under 28 U.S.C. Section 1930 and 31
U.S.C. Section 3717, and (b) the costs of administrative expenses
not to exceed $2,500 in the aggregate that are permitted to be
incurred by any Chapter 7 trustee in the event of a conversion of
the Debtor's Chapter 11 case.
A copy of the order is available at https://urlcurt.com/u?l=GRiuDV
from PacerMonitor.com.
About Century Builders Management
Century Builders Management Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 23-41978) on June 2, 2023, with $810,446 in total assets
and $1,080,393 in liabilities. Gustavo Reyes, president, signed the
petition.
Judge Elizabeth S. Stong oversees the case.
The Debtor tapped the Law Offices of Alla Kachan, PC as legal
counsel and Wisdom Professional Services Inc. as accountant.
CHICAGO EQUITIES: Seeks Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Chicago Equities LLC filed for chapter 11 protection in the
Northern District of Georgia.
The Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The Petition states funds will be available
to Unsecured Creditors.
About Chicago Equities
Chicago Equities LLC is a limited liability company in Georgia.
Chicago Equities LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-50025) on January 2,
2024. In the petition signed by Jouval Zive, as managing member,
the Debtor reports estimated assets between $100,000 and $500,000
and estimated liabilities between $1 million and $10 million.
COMMUNITY HEALTH: BlackRock Holds 7.1% Equity Stake as of Dec. 31
-----------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, BlackRock, Inc. reported beneficial ownership of
9,750,502 shares, representing 7.1% of Community Health Systems,
Inc.'s common stock as of December 31, 2023.
A full-text copy of the report is available at
http://tinyurl.com/2b6mdcb8
About Community Health Systems Inc.
Community Health Systems, Inc. -- http://www.chs.net-- is a
publicly traded hospital company and an operator of general acute
care hospitals in communities across the country. As of Oct. 25,
2023, the Company's subsidiaries own or lease 76 affiliated
hospitals with over 12,000 beds and operate more than 1,000 sites
of care, including physician practices, urgent care centers,
freestanding emergency departments, occupational medicine clinics,
imaging centers, cancer centers and ambulatory surgery centers.
As of Sept. 30, 2023, the Company had $14.67 billion in total
assets, $15.56 billion in total liabilities, $329 million in
redeemable noncontrolling interests in equity of consolidated
subsidiaries, and a total stockholders' deficit of $1.22 billion.
* * *
As reported by the TCR on Dec. 15, 2023, Moody's Investors Service
downgraded CHS/Community Health Systems, Inc.'s Corporate Family
Rating to Caa2 from Caa1. Moody's said the downgrade of Community
Health's ratings reflects the company's very high level of the
financial leverage and the company's inability to generate positive
free cash flow despite some industrywide easing of labor pressure
in recent quarters.
As reported by the TCR on Dec. 20, 2023, S&P Global Ratings raised
its rating on Community Health Systems Inc. to 'CCC+' from 'SD'
(selective default). S&P said, "We believe Community Health's
capital structure is currently unsustainable. The company remains
highly leveraged with S&P Global Ratings-adjusted debt to EBITDA of
8.4x. In addition, the company has not established a track record
of sustained positive free cash flow generation. While we expect
improved EBITDA margins and positive cash flow in 2024, leverage
will remain high while the company has a significant interest
burden and maturities starting in 2026."
COMSOVEREIGN HOLDING: Posts $1.42M Net Loss in Third Quarter
------------------------------------------------------------
COMSovereign Holding Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.42 million on $250,000 of revenue for the three months ended
September 30, 2023, compared to a net loss of $1.96 million on
$3.80 million revenue for the same period in 2022.
For the nine months ended September 30, 2023, the Company incurred
a net loss of $5.72 million on $4.23 million of revenue compared to
a net loss of $39.55 million on $7.93 million of revenue for the
nine months ended September 30, 2022.
As of September 30, 2023, the Company has $20.29 million in total
assets, $37.75 million in total liabilities, and $17.46 million in
total stockholders' deficiency.
At September 30, 2023 the Company had an accumulated deficit of
$303.3 million and a working capital deficit of $17.3 million.
These factors raise substantial doubt about its ability to continue
as a going concern.
The Company said, "Our historical operating results, accumulated
deficit and working capital, among other factors, raise substantial
doubt about our ability to continue as a going concern. Based on
our current cash on hand and subsequent activity as described
herein, we presently only have enough cash on hand to operate on a
month-to-month basis, without raising additional capital or selling
assets. Because of our limited cash availability, our operations
have been scaled back to the extent possible. We continue to
explore opportunities with third parties and related parties to
provide additional capital; however, we have not entered into any
agreement to provide the necessary capital. In the near term, there
will be limited opportunities to raise capital of significance
until our Nasdaq compliance issues are resolved, as discussed in
Nasdaq Compliance Developments."
"We will continue to pursue the actions outlined above, as well as
work towards increasing revenue and operating cash flows to meet
our future liquidity requirements. However, there can be no
assurance that we will be successful in any capital-raising efforts
that we may undertake, and these planned actions do not alleviate
the substantial doubt. If we are not able to obtain additional
financing on a timely basis, we may have to delay vendor payments
and/or initiate cost reductions, which would have a material
adverse effect on our business, financial condition and results of
operations, and ultimately, we could be forced to discontinue
operations, liquidate assets and/or seek reorganization under the
U.S. bankruptcy code. Determining the extent to which conditions or
events raise substantial doubt about the Company's ability to
continue as a going concern and the extent to which mitigating
plans sufficiently alleviate any such substantial doubt requires
significant judgment and estimation by the Company. The Company
makes assumptions that management's plans will be effectively
implemented but may not alleviate substantial doubt and its ability
to continue as a going concern."
A full-text copy of the report is available at
http://tinyurl.com/4c8zdjv4
About COMSovereign Holding Corp.
Tucson, AZ-based COMSovereign Holding Corp. is a provider of
solutions to network operators, mobile device carriers,
governmental units, and other enterprises worldwide.
COMSOVEREIGN HOLDING: Posts $4.93M Net Loss in First Quarter
------------------------------------------------------------
COMSovereign Holding Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $4.93 million on $483,000 of revenue for the three months ended
March 31, 2023, compared to a net income of $136,000 on $2.05
million of revenue for the same period in 2022.
As of March 31, 2023, the Company had $22.36 million in total
assets, $38.80 million in total liabilities, and $16.44 million in
total stockholders' deficiency.
According to the Company, at March 31, 2023, it had an accumulated
deficit of $302.5 million and had a working capital deficit of
$16.3 million. These factors raise substantial doubt about its
ability to continue as a going concern.
A full-text copy of the report is available at
http://tinyurl.com/3hnbdpkw
About COMSovereign Holding Corp.
Tucson, AZ-based COMSovereign Holding Corp. is a provider of
solutions to network operators, mobile device carriers,
governmental units, and other enterprises worldwide.
COMSOVEREIGN HOLDING: Posts $638K Net Income for Second Quarter
---------------------------------------------------------------
COMSovereign Holding Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net
income of $638,000 on $3.50 million of revenue for the three months
ended June 30, 2023, compared to a net loss of $37.7 million on
$2.09 million of revenue for the same period in 2022.
For the six months ended June 30, 2023, the Company reported a net
loss of $4.29 million on $3.98 million of revenue, compared to a
net loss of $37.6 million on $4.14 million of revenue for the six
months ended June 30, 2022.
As of June 30, 2023, the Company had $20.9 million in total assets,
$36.8 million in total liabilities, and $15.9 million in total
stockholders' deficiency.
At June 30, 2023, the Company had an accumulated deficit of $301.8
million and a working capital deficit of $15.2 million. These
factors raise substantial doubt about its ability to continue as a
going concern.
A full-text copy of the report is available at
http://tinyurl.com/328u4zjr
About COMSovereign Holding Corp.
Tucson, AZ-based COMSovereign Holding Corp. is a provider of
solutions to network operators, mobile device carriers,
governmental units, and other enterprises worldwide.
DELCATH SYSTEMS: AIGH Capital, Orin Hirschman Report 6.8% Stake
---------------------------------------------------------------
AIGH Capital Management, LLC and Orin Hirschman disclosed in a
Schedule 13G filed with the Securities and Exchange Commission that
as of Dec. 27, 2023, they beneficially owned 1,539,638 shares of
common stock of Delcath Systems, Inc., representing 6.8 percent of
the Shares outstanding. A full-text copy of the regulatory filing
is available for free at:
https://www.sec.gov/Archives/edgar/data/872912/000149315224001776/formsc13g.htm
About Delcath Systems
Headquartered in New York, NY, Delcath Systems, Inc. --
http://www.delcath.com-- is an interventional oncology company
focused on the treatment of primary and metastatic liver cancers.
The Company's lead product candidate, the HEPZATO KIT (melphalan
hydrochloride for injection/hepatic delivery system), is a
drug/device combination product. HEPZATO is designed to
administer
high-dose chemotherapy to the liver while controlling systemic
exposure and associated side effects.
Delcath reported a net loss of $36.51 million for the year ended
Dec. 31, 2022, compared to a net loss of $25.65 million for the
year ended Dec. 31, 2021. As of March 31, 2023, the Company had
$30.60 million in total assets, $25.31 million in total
liabilities, $18.37 million in mezzanine equity, and a total
stockholders' deficit of $13.07 million.
New York, NY-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
27, 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.
DELCATH SYSTEMS: Unveils Updated Corporate Presentation
-------------------------------------------------------
Delcath Systems, Inc. made its updated corporate presentation
available on January 5, 2024. The corporate presentation includes,
among other things, the Company's Investment Summary. The
presentation may be used in connection with presentations at
conferences and investor meetings.
A copy of the Corporate Presentation is available at
http://tinyurl.com/4medkxtu
About Delcath Systems
Headquartered in New York, NY, Delcath Systems, Inc. --
http://www.delcath.com-- is an interventional oncology company
focused on the treatment of primary and metastatic liver cancers.
The Company's lead product candidate, the HEPZATO KIT (melphalan
hydrochloride for injection/hepatic delivery system), is a
drug/device combination product. HEPZATO is designed to administer
high-dose chemotherapy to the liver while controlling systemic
exposure and associated side effects.
Delcath reported a net loss of $36.51 million for the year ended
Dec. 31, 2022, compared to a net loss of $25.65 million for the
year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had
$47.58 million in total assets, $22.86 million in total
liabilities, and $24.72 million in total stockholders' equity.
New York, NY-based Marcum LLP, the Company's auditor since 2018,
issued a "going concern" qualification in its report dated March
27, 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.
DIAMOND SPORTS: Major League Baseball Declines Amazon's Proposal
----------------------------------------------------------------
Major League Baseball rejected Amazon's proposal to invest $150
million in Sinclair Broadcasting's Diamond Sports, the New York
Post reports, citing an unidentified person familiar with the
matter.
Amazon attempted to come to Diamond's rescue last month by offering
to invest roughly $150 million in the company and take over
streaming broadcasts for the 11 baseball teams it carries, which
include the World Series champs Texas Rangers, Atlanta Braves and
St. Louis Cardinals, a source close to the situation told The
Post.
But MLB commissioner Rob Manfred called foul on the proposal.
MLB rejected the proposal because Amazon wanted a streaming deal
for more than one year, the source said.
MLB has already offered Diamond a deal that reduces the media
rights fees it pays for three of the 11 teams in exchange for MLB
gaining the digital rights for all Diamond teams in 2025, sources
said.
Diamond, which broadcasts games under the Bally’s brand,
currently has digital rights to five of the 11 teams, aside from
the TV rights.
"Diamond was trying to renegotiate with baseball to get digital
rights on a long-term basis [for all the 11 teams] so they could
bring in Amazon," the source said.
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 counsel; Wilmer Cutler
Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan,
LLP as special counsel; 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.
EDUCATIONAL DEVT: Uncertain Bank Support Raises Going Concern Doubt
-------------------------------------------------------------------
Educational Development Corporation disclosed in a Form 10-Q Report
filed with the U.S. Securities and Exchange Commission for the
quarterly period ended November 30, 2023 that there is substantial
doubt about its ability to continue as a going concern.
According to the Company, the short-term duration of the Revolving
Loan and uncertainty of the bank's ongoing support beyond May 31,
2024 raise substantial doubt over its ability to continue as a
going concern.
Management has plans to sell the Hilti Complex and pay off the Term
Loans and Revolving Loan. The proceeds from the sale are expected
to generate sufficient cashflow to allow the Company to continue
operations without borrowing funds from their bank. In addition,
management's plans include reducing inventory which will generate
free cashflows and building the active PaperPie brand partners to
pre-pandemic levels. Although there is no guarantee these plans
will be successful, management believes these plans, if achieved,
should alleviate the substantial doubt about continuing as a going
concern and generate sufficient liquidity to meet our obligations
as they become due over the next 12 months.
For the three months ended November 30, 2023, the Company had net
earnings of $1,972,100, compared to net earnings of $900 for the
same period in 2022.
For the nine months ended November 30, 2023, the Company had net
earnings of $2,161,000 compared to a net loss of $585,200 for the
same period in 2022.
As of November 30, 2023, the company had $95,498,700 in total
assets and $48,383,700 in total liabilities and $47,115,000 in
total shareholders' equity.
A full-text copy of the report is available at
http://tinyurl.com/4smhdv3s
About Educational Development Corp
Tulsa, OK-based Educational Development Corp is the owner and
exclusive publisher of Kane Miller children's books; Learning
Wrap-Ups, maker of educational manipulatives; and SmartLab Toys,
maker of STEAM-based toys and games. It is also the exclusive
United States Multi-Level Marketing ("MLM") distributor of Usborne
Publishing Limited ("Usborne") children's books. Significant
portions of our existing inventory volumes are concentrated with
Usborne. Educational Development Corp sells its products through
two separate divisions, PaperPie and Publishing.
EL DORADO GAS: First Service Seeks Chapter 11 Trustee Appointment
-----------------------------------------------------------------
First Service Bank asked the U.S. Bankruptcy Court for the Southern
District of Mississippi to appoint a Chapter 11 trustee for El
Dorado Gas & Oil, Inc.
El Dorado Gas & Oil is an Arkansas corporation operating as a
leaseholder and operator of certain oil and gas mineral rights with
a principal place of business located at 1261 Pass Road, Gulfport,
Miss.
Pursuant to its pre-bankruptcy loan agreements with El Dorado Gas &
Oil, FSB holds a properly perfected security interest in all assets
of the company, including, but not limited to, all oil, gas or
other minerals produced and the proceeds thereof as well as over
all accounts of the company. FSB also holds a valid, first-priority
security interest in all of the company's accounts, including its
bank accounts at the bank.
In its motion, FSB argued that the appointment of a Chapter 11
trustee is necessary because El Dorado Gas & Oil has demonstrated
that (i) the company is unable to manage its assets in a way that
preserves value for the estate, and (ii) the company is either
unable to, or simply refuses to meet its obligations as a
debtor-in-possession in this Chapter 11 case.
FSB also argued that the company has (i) failed to pay key
employees, which has resulted in the stoppage of work; (ii) allowed
certain oil and gas leases to expire; (iii) allowed Hugoton
Operating Company, Inc., a wholly owned subsidiary of the company,
to fall out of good standing with the Texas Railroad Commission;
and (iv) potentially transferred at least some assets
pre-bankruptcy from the company or Hugoton to a non-debtor
non-guarantor entity through rescinding a purchase and sale
agreement in an effort to avoid the bank's lien rights.
Moreover, El Dorado Gas & Oil has consistently demonstrated that it
is unable to or refuses to meet its obligations as a debtor-in
possession. According to FSB, the company's failure to file first
day motions may have already damaged the value of the company as
key employees have not been paid (and have ceased working) and
royalty interest holders have gone unpaid, which jeopardize the
leases, among others.
FSB said it is concerned with El Dorado Gas & Oil's ability, under
current management, to effectively manage its operations in a
manner that comports with its duties as a debtor-in-possession and
maximizes the value of its assets for the benefit of all
creditors.
FSB is represented by:
John A. Crawford, Jr., Esq.
Paul S. Murphy, Esq.
Butler Snow, LLP
P.O. Box 6010
Ridgeland, MS 39158-6010
Tel: (601) 948-5711
Fax: (601) 985-4500
Email: jack.crawford@butlersnow.com
paul.murphy@butlersnow.com
-- and --
Christopher Adams, Esq.
David L. Curry, Jr., Esq.
Edward A. Clarkson, III, Esq.
Kelley Killorin Edwards, Esq.
Okin Adams Bartlett Curry, LLP
1113 Vine Street, Ste. 240
Houston, TX 77002
Phone: (713) 228-4100
Fax: (888) 865-2118
Email: cadams@okinadams.com
dcurry@okinadams.com
eclarkson@okinadams.com
kedwards@okinadams.com
About El Dorado Gas & Oil
El Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed
Chapter 11 petition (Bankr. S.D. Miss. Case No. 23-51715) on
Dec. 22, 2023, with $500 million to $1 billion in assets and $50
million to $100 million in liabilities. Thomas L. Swarek,
president, signed the petition.
Judge Katharine M Samson oversees the case.
Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, represents the
Debtor as legal counsel.
EMCORE CORP: Dismisses KPMG LLP as Independent Auditor
------------------------------------------------------
EMCORE Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company and its
subsidiaries dismissed KPMG LLP as their independent registered
public accounting firm. The decision to dismiss the Company's
independent registered public accounting firm was approved by the
Audit Committee of the Board.
The audit reports of KPMG on the Company's consolidated financial
statements as of and for the fiscal years ended September 30, 2023
and 2022 did not contain any adverse opinion or disclaimer of
opinion, nor were they qualified or modified as to uncertainty,
audit scope, or accounting principles, except that KPMG's report on
the consolidated financial statements of the Company as of and for
the fiscal years ended September 30, 2023 and 2022 contains a
separate paragraph stating that "The Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern. Management's plans in
regard to these matters are also described in Note 2. The
consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty". The audit
reports of KPMG on the effectiveness of internal control over
financial reporting as of September 30, 2023 and 2022 did not
contain any adverse opinion or disclaimer of opinion, nor were they
qualified or modified as to uncertainty, audit scope, or accounting
principles, except that KPMG's report dated December 27, 2023
indicates that the Company did not maintain effective internal
control over financial reporting as of September 30, 2023 because
of the effect of a material weakness on the achievement of the
objectives of the control criteria and contains an explanatory
paragraph that states a material weakness related to ineffective
controls over new or novel transactions as a result of ineffective
communication has been identified and included in management's
assessment.
During the fiscal years ended September 30, 2023 and 2022 and the
subsequent interim period through January 6, 2024, there were (i)
no disagreements with KPMG on any matter of accounting principles
or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction
of KPMG, would have caused KPMG to make reference to the subject
matter of the disagreements in connection with their opinion on the
Company's financial statements for such fiscal years, and (ii) no
reportable events as described in Item 304(a)(1)(v) of Regulation
S-K, except that in its audit report on the effectiveness of the
Company's internal control over financial reporting as of September
30, 2023, KPMG advised the Company of, and the Company also
disclosed in Part II, Item 9A of the Company's Annual Report on
Form 10-K for the fiscal year ended September 30, 2023, as filed
with the U.S. Securities and Exchange Commission on December 27,
2023, a material weakness related to ineffective controls over new
or novel transactions as a result of ineffective communication. The
Company's ineffective internal control objectives resulted in a
material error associated with the Company's identification of
certain insurance premium and supplier financing agreements. The
error was corrected in the consolidated financial statements as of
and for the fiscal year ended September 30, 2023, and as a result,
this material weakness did not result in a material misstatement to
the annual or interim consolidated financial statements previously
filed or included in the Annual Report. The Audit Committee
discussed the subject matter of this reportable event with KPMG,
and the Company authorized KPMG to respond fully to inquiries of
the successor accountant concerning the subject matter of the
reportable event.
The Company has provided KPMG with a copy of the foregoing
disclosures and requested that KPMG furnish the Company with a
letter addressed to the SEC stating whether or not it agrees with
the above statements. KPMG has agreed with such statements, except
that it is not in a position to agree or disagree with the
Company's statements included in Item 4.01(b), Engagement of New
Independent Registered Public Accounting Firm.
About EMCORE
EMCORE Corporation is a provider of inertial navigation products
for the aerospace and defense markets. We leverage industry-leading
Photonic Integrated Chip (PIC), Quartz MEMS, and Lithium Niobate
chip-level technology to deliver state-of-the-art component and
system-level products across our end-market applications. EMCORE
has vertically-integrated manufacturing capability at its
facilities in Alhambra, CA, Budd Lake, NJ, Concord, CA, and Tinley
Park, IL. Our manufacturing facilities all maintain ISO 9001
quality management certification, and we are AS9100 aerospace
quality certified at our facilities in Alhambra, Budd Lake, and
Concord.
As of September 30, 2023, the Company has $142.86 million in total
assets and $63.62 million in total liabilities.
EMCORE CORP: Inks Cooperation Agreement With Brad L. Radoff
-----------------------------------------------------------
EMCORE Corporation announced that it has entered into a cooperation
agreement with Bradley L. Radoff and certain of his affiliates,
pursuant to which Cletus C. Glasener and Jeffrey J. Roncka were
appointed to the Company's board of directors effective
immediately.
The Company also announced that Chairman Stephen L. Domenik has
stepped down from the Board and the size of the Board was increased
to six effective immediately to facilitate the appointment of the
new Board members. Pursuant to the Cooperation Agreement, Glasener
was appointed as Chairman of the Board.
Pursuant to the Cooperation Agreement, EMCORE has also agreed to
amend and restate the charter for the Strategy and Alternatives
Committee of the Board to include the oversight and completion of a
business review of the Company's operational performance, cost
structure, and portfolio composition, as well as to explore all
value creation levers available to the Company. The composition of
the Strategy and Alternatives Committee will be reconstituted to
consist of the independent directors of the Board and Roncka will
serve as the Chair.
Jeffrey Rittichier, EMCORE's President, CEO and Board member,
stated, "We are excited to welcome Cletus and Jeff to our Board, as
we plan for the future growth of the Company. Their deep industry
experience, leadership expertise, and diverse skills will add
valuable insight to our Board as we focus on achieving our business
objectives. On behalf of the entire Board, I also want to extend
our appreciation to Steve Domenik for his many years of service to
the Company." Domenik's term as a director of the Company was set
to expire at the 2024 Annual Meeting due to the Company's director
service term limits, and Domenik agreed to retire early from the
Board to facilitate the execution of the Cooperation Agreement."
Radoff added, "I am pleased to have worked quickly and efficiently
with the Board to reach a constructive agreement for the benefit of
all stockholders. Cletus and Jeff bring tremendous industry
experience, and will be valuable additions to the Board in helping
the Company achieve its potential."
Messrs. Glasener and Roncka will stand for election at EMCORE's
upcoming annual meeting. The full Cooperation Agreement with Radoff
will be filed on Form 8-K with the U.S. Securities and Exchange
Commission.
New Director Biographies
Glasener is a seasoned c-level executive with over 30 years of
experience within the aerospace, defense, technology and security
industries. He currently serves as the Chief Financial Officer of
Leonardo US Corporation, a subsidiary of Leonardo S.p.A. and
previously served as the Chief Financial Officer of Elbit Systems
of America for over 13 years. Prior to Elbit, Glasener held
executive and senior positions at L-3 Technologies, Inc. and
Collins Industries, Inc. Earlier in his career, Glasener served for
over 20 years in roles of increasing seniority at Vought Aircraft
Industries, Inc. He received an M.B.A. from the University of
Missouri-St. Louis and a B.A. in Economics from Washington
University in St. Louis. Glasener is a Certified Public Accountant,
Certified Management Accountant and Chartered Global Management
Accountant. He is also certified in Financial Management.
Roncka is an experienced senior strategist and industry expert in
the global defense, aerospace, and government services markets.
Roncka serves as the President and Founder of Sabot Advisors, LLC,
an advisory firm focused on the global defense, intelligence,
government services, banking, finance and related technology
sectors. Previously, Roncka served as Head of Corporate Strategy
for Booz Allen Hamilton Inc. and as a Senior Strategy Consultant to
Booz Allen through MBO Professional Services, Inc. Prior to Booz
Allen, Roncka held senior positions at various defense and
consulting firms, including Renaissance Strategic Advisors II, LLC,
CRA Industries, Inc. and Global Technology Partners LLC. Roncka
began his career as an Industrial and Financial Analyst at the
Office of the Secretary of Defense for the United States Department
of Defense. Roncka received an M.A. in National Security Studies
from The George Washington University and an A.B. in Modern
European History, magna cum laude, from Harvard University.
About EMCORE
EMCORE Corporation is a provider of inertial navigation products
for the aerospace and defense markets. We leverage industry-leading
Photonic Integrated Chip (PIC), Quartz MEMS, and Lithium Niobate
chip-level technology to deliver state-of-the-art component and
system-level products across our end-market applications. EMCORE
has vertically-integrated manufacturing capability at its
facilities in Alhambra, CA, Budd Lake, NJ, Concord, CA, and Tinley
Park, IL. Our manufacturing facilities all maintain ISO 9001
quality management certification, and we are AS9100 aerospace
quality certified at our facilities in Alhambra, Budd Lake, and
Concord.
As of September 30, 2023, the Company has $142.86 million in total
assets and $63.62 million in total liabilities.
FTX GROUP: SEC Says Ex-Auditor Should Not Dodge Independence Suit
-----------------------------------------------------------------
Emilie Ruscoe of Law360 reports that the Securities and Exchange
Commission told a Miami federal judge that the former auditor to
now-defunct cryptocurrency exchange FTX shouldn't be allowed to
escape an SEC enforcement action alleging it flouted the auditor
independence rule in connection with over 60 audits.
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.
GIRARDI & KEESE: Tom Exaggerrated Symptoms, Says Judge
------------------------------------------------------
Lauren Berg of Law360 reports that a Los Angeles federal judge
concluded that disbarred lawyer Tom Girardi is "exaggerating his
symptoms" to back a claim that he has dementia, finding that he is
competent to face trial on charges that he stole millions of
dollars from his clients, according to an order unsealed Friday,
January 5, 2023.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese.
It served clients in California in a variety of legal areas. It
was known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter
7 trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
GLOBAL CITIES: L. Todd Budgen Named Subchapter V Trustee
--------------------------------------------------------
The U.S. Trustee for Region 21 appointed L. Todd Budgen, Esq., as
Subchapter V trustee for Global Cities GLT, LLC.
Mr. Budgen will be paid an hourly fee of $400 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Budgen declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
L. Todd Budgen, Esq.
P.O. Box 520546
Longwood, FL 32752
Tel: (407) 232-9118
Email: Todd@C11Trustee.com
About Global Cities GLT
Global Cities GLT, LLC owns condominiums located at 105, 106, 107,
109, 110 Oceans Circle, Daytona Beach, Fla., valued at $3.27
million.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00034) on Jan. 4,
2024, with $3,303,000 in assets and $3,477,899 in liabilities.
Clifton Onolfo, manager, signed the petition.
Judge Lori V. Vaughan oversees the case.
Walter J. Snell, Esq., at Snell and Snell, P.A. represents the
Debtor as legal counsel.
GLOBAL TECHNOLOGIES: Raises Going Concern Doubt
-----------------------------------------------
Global Technologies, Ltd disclosed in a Form 10-Q Report filed with
the U.S. Securities and Exchange Commission for the quarterly
period ended September 30, 2023, that substantial doubt exists
about the Company's ability to continue as a going concern.
As of September 30, 2023, Global Technologies had an accumulated
deficit of $166,253,555. For the three months ended September 30,
2023, the Company had cash used from operating activities of
$102,726. The Company expects to continue to incur negative cash
flows until such time as its operating segments generate sufficient
cash inflows to finance its operations and debt service
requirements.
"There is no assurance that sufficient funds required during the
next year or thereafter will be generated from operations or that
funds will be available through external sources. The lack of
additional capital resulting from the inability to generate cash
flow from operations or to raise capital from external sources
would force the Company to substantially curtail or cease
operations and would, therefore, have a material effect on the
business. Furthermore, there can be no assurance that any such
required funds, if available, will be available on attractive terms
or they will not have a significant dilutive effect on the
Company's existing shareholders. We have therefore concluded there
is substantial doubt about our ability to continue as a going
concern," the Company said.
For the three months ended September 30, 2023, the Company's net
income was $1,224,822, as compared to a net loss of $59,456 for the
three months ended September 30, 2022.
As of September 30, 2023, the Company had $6,519,644 in total
assets, $6,673,341 in total liabilities, $2,899,488 in total
mezzanine equity, and $3,053,185 in total stockholders'
deficiency.
A full-text copy of the report is available at
http://tinyurl.com/2uvfvk2p
About Global Technologies
Parsippany, NJ-based Global Technologies, Ltd. was incorporated
under the laws of the State of Delaware on January 20, 1999 under
the name of NEW IFT Corporation. It focuses on entering new
markets, including the acquisition and redevelopment of distressed
properties.
GOTO GROUP INC: Reaches Debt Exchange Deal Framework
----------------------------------------------------
Reshmi Basu of Bloomberg News reports that a group of lenders to
GoTo Group Inc. have agreed to a plan that would reduce the
company's debt while tightening protections for creditors that
participate in the deal, according to people familiar with the
situation.
The information technology software maker has been holding
confidential talks with some creditors to slash its debt load and
take advantage of the weak trading levels on its loans.
The proposal calls for roughly $100 million of new money, while the
debt exchange will be open to a broader group of lenders, said the
people, who asked not to be identified.
About GoTo Group
GoTo, formerly LogMeIn Inc., is a flexible-work provider of
software as a service and cloud-based remote work tools for
collaboration and IT management.
HERITAGE LAB: Neema Varghese Named Subchapter V Trustee
-------------------------------------------------------
The U.S. Trustee for Region 11 appointed Neema Varghese of NV
Consulting Services as Subchapter V trustee for Heritage Lab
Express, Inc.
Ms. Varghese will be paid an hourly fee of $400 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Varghese declared that she is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Neema T. Varghese
NV Consulting Services
701 Potomac, Ste. 100
Naperville, IL 60565
Tel: (630) 697-4402
Email: nvarghese@nvconsultingservices.com
About Heritage Lab Express
Heritage Lab Express, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
24-00206) on Jan. 8, 2024, with $100,001 to $500,000 in assets and
$500,001 to $1 million in liabilities.
Judge Timothy A. Barnes oversees the case.
Laxmi P. Sarathy, Esq., at Whitestone, P.C. represents the Debtor
as legal counsel.
HUMANIGEN INC: Enters Asset Purchase Deal With Taran Therapeutics
-----------------------------------------------------------------
Humanigen, Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that the Company entered into an
Asset Purchase Agreement with Taran Therapeutics Inc., a Delaware
corporation founded and controlled by Dr. Cameron Durrant, the
Company's Chairman and CEO prior to the filing of the Chapter 11
Case.
As previously disclosed, on January 3, 2024, the Company filed a
voluntary petition under Chapter 11 of Title 11 of the United
States Code in the United States Bankruptcy Court for the District
of Delaware. The Company's chapter 11 case is being administered
under the caption, In re Humanigen, Inc., Case No. 24-10003 (BLS).
The Company will continue to operate its business as a "debtor in
possession" and pursue a structured sale of its assets pursuant to
a competitive bidding process. The Company is seeking approval of a
variety of "first day" motions containing customary relief intended
to enable the Company to continue its ordinary course operations
during the Chapter 11 Case. In addition, the Company filed with the
Bankruptcy Court a motion seeking approval of debtor in possession
financing in the form of the DIP Loan to fund post-petition
operations and costs in the ordinary course.
Pursuant to the Asset Purchase Agreement, subject to the terms and
conditions outlined in the agreement, Taran agreed to acquire
certain assets related to the Company's biopharmaceutical business,
including its portfolio of proprietary Humaneered monoclonal
antibodies, lenzilumab, ifabotuzumab and HGEN005, the equity in one
of the Company's international subsidiaries, and certain causes of
action, and assume certain specified liabilities of the Company for
a total consideration of up to $20 million, comprised of $2 million
in cash at closing of the Transaction and up to $18 million in
milestone payments in cash, if earned according to achievement of
certain milestone events. The cash payable by Taran at closing of
the Transaction would be reduced dollar-for-dollar by the
outstanding balance of any DIP Loan funded by Taran.
In addition to these costs, costs associated with transfer of
certain agreements with vendors and partners at closing will be the
responsibility of Taran.
The Company's entrance into the Asset Purchase Agreement followed
an extensive effort by the Company to secure an alternative to a
bankruptcy proceeding, as previously reported, and was approved by
a special committee of disinterested members of the Company's board
of directors.
Upon Bankruptcy Court approval, Taran is expected to be designated
as the "stalking horse" bidder in connection with a sale of the
Assets under section 363 of the Bankruptcy Code. The Transaction
will be conducted through a Bankruptcy Court-supervised process
pursuant to Bankruptcy Court-approved bidding procedures and is
subject to the receipt of higher or better offers from competing
bidders at an auction, approval of the sale by the Bankruptcy
Court, and the satisfaction of certain conditions.
The Asset Purchase Agreement contains customary representations,
warranties and covenants of the parties for a transaction involving
the acquisition of assets from a debtor in bankruptcy, and the
completion of the Transaction is subject to a number of customary
conditions, which, among others, include the entry of an order of
the Bankruptcy Court authorizing and approving the Transaction, the
performance by each party of its obligations under the Asset
Purchase Agreement and the material accuracy of each party's
representations.
The Asset Purchase Agreement may be terminated, subject to certain
exceptions: (i) by the mutual written consent of the parties; (ii)
by either party, if (a) any court of competent jurisdiction or
other competent governmental authority issues a final,
non-appealable order prohibiting the Transaction; (b) if the
closing has not occurred on or prior to seventy (70) days after the
Petition Date or (c) the Chapter 11 Case is dismissed or converted
to a case under Chapter 7 of the Bankruptcy Code or if a trustee or
examiner with expanded powers to operate or manage the financial
affairs or reorganization of the Company is appointed in the
Chapter 11 Case; (iii) by either party, for certain material
breaches by the other party of its representations and warranties
or covenants that remain uncured following a specified cure period;
(iv) by either party, if all of the conditions precedent to the
Transaction have not been satisfied or waived; (v) by Taran, if the
Sale Order, Interim DIP Order, Final DIP Order are not entered by
the deadlines set forth in the Asset Purchase Agreement; (vi) by
Taran, if the Company is in material default under the DIP Loan; or
(vii) by either party, if the Company has agreed to enter into, in
the manner provided for under the Asset Purchase Agreement, an
alternative transaction. Nonetheless, nothing in the Asset Purchase
Agreement requires the Company or the Special Committee to take any
action, or to refrain from taking any action, to the extent
inconsistent with applicable law or its fiduciary obligations under
applicable law.
Debtor in Possession Loan
In connection with the filing of the Chapter 11 Case, Taran agreed
to provide debtor in possession financing to the Company, pursuant
to which, and subject to the satisfaction of the applicable
conditions precedent contained therein, including the entry by the
Bankruptcy Court of an appropriate order relating to the same (the
"Interim DIP Order"), Taran would provide the Company with a DIP
Loan in an aggregate principal amount of up to $2 million.
Borrowings under the DIP Loan would be senior secured obligations
of the Company, secured by a superpriority lien on certain assets
of the Company ("Collateral"), subject to customary exceptions.
The DIP Loan is expected to contain customary covenants for
comparable debtor in possession financing arrangements, including
covenants mandating compliance by the Company with a 13-week
budget, among others. The proceeds of all or a portion of the
proposed DIP Loan may be used for, among other things,
post-petition working capital for the Company, payment of costs to
administer the Chapter 11 Case, payment of expenses and fees of the
transactions contemplated by the Chapter 11 Case, payment of
court-approved adequate protection obligations under the DIP Loan,
and payment of other costs, in each case, subject to an approved
budget and such other purposes permitted under the Interim DIP
Order or any other order of the Bankruptcy Court.
The DIP Loan is subject to approval by the Bankruptcy Court, which
has not been obtained at this time. The Company is seeking (i)
interim approval of one tranche of the DIP Loan in the amount of up
to $1,000,000 at an interim hearing in the Bankruptcy Court and
(ii) final approval of up to the entire principal amount at a final
hearing in the Bankruptcy Court.
Amounts borrowed under the DIP Loan shall become due and payable
immediately upon the earlier to occur of: (i) five (5) months after
the Petition Date; (ii) the approval by the Bankruptcy Court of
Taran's bid under the Section 363 sale process (in which case
amounts owed will be applied against the Purchase Price); or (iii)
the occurrence of customary events of default including, without
limitation, (a) a failure to achieve a specified milestone, (b) the
dismissal or conversion of the Chapter 11 Case, (c) a filing by the
Company and/or confirmation of a bankruptcy plan in the Chapter 11
Case which does not provide for payment in full of the DIP Loan,
(d) a filing by the Company and/or approval of a sale or licensing
of any of the Collateral, (e) the appointment of a Chapter 11
trustee, (f) the entry of any order in the Chapter 11 Case granting
a senior lien on the Collateral to any person or entity other than
Taran, (g) a failure to obtain approval of the DIP Loan by the
Bankruptcy Court, and (h) a judgment or settlement that results in
more than $150,000 debit to the cash resources of the Company
without Taran's consent, which shall not be unreasonably withheld.
About Humanigen Inc.
Based in Brisbane, Calif., Humanigen, Inc. (OTCQB: HGEN), formerly
known as KaloBios Pharmaceuticals, Inc. -- @ www.humanigen.com --
is a clinical stage biopharmaceutical company, developing its
portfolio of proprietary Humaneered anti-inflammatory immunology
and immuno-oncology monoclonal antibodies. The Company's
proprietary, patented Humaneered technology platform is a method
for converting existing antibodies (typically murine) into
engineered, high-affinity human antibodies designed for therapeutic
use, particularly with acute and chronic conditions. The Company
has developed or in-licensed targets or research antibodies,
typically from academic institutions, and then applied its
Humaneered technology to optimize them. The Company's lead product
candidate, lenzilumab, and its other product candidate,
ifabotuzumab ("iFab"), are Humaneered monoclonal antibodies.
Humanigen, Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-10003) on January 3,
2024, with assets of $521,000 and liabilities of $44,131,000.
Ronald Barliant, independent director, signed the petition.
Potter Anderson & Corroon, LLP and SC&H Group, Inc. serve as the
Debtor's bankruptcy counsel and investment banker, respectively.
HUMANIGEN INC: Okayed to Tap $1 Million New Cash in Chapter 11
--------------------------------------------------------------
Vince Sullivan of Law360 reports that biopharmaceutical company
Humanigen Inc. received bankruptcy court approval Monday to access
half of a $2 million debtor-in-possession loan to help fund its
ongoing drug development operations and its Chapter 11 case.
About Humanigen Inc.
Based in Brisbane, Calif., Humanigen, Inc. (OTCQB: HGEN), formerly
known as KaloBios Pharmaceuticals, Inc. -- @ www.humanigen.com --
is a clinical stage biopharmaceutical company, developing its
portfolio of proprietary Humaneered anti-inflammatory immunology
and immuno-oncology monoclonal antibodies. The Company's
proprietary, patented Humaneered technology platform is a method
for converting existing antibodies (typically murine) into
engineered, high-affinity human antibodies designed for therapeutic
use, particularly with acute and chronic conditions. The Company
has developed or in-licensed targets or research antibodies,
typically from academic institutions, and then applied its
Humaneered technology to optimize them. The Company's lead product
candidate, lenzilumab, and its other product candidate,
ifabotuzumab ("iFab"), are Humaneered monoclonal antibodies.
Humanigen, Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-10003) on January 3,
2024. In the petition filed by Ronald Barliant as independent
director, the Debtor reports assets of $521,000 and liabilities of
$44,131,000.
Potter Anderson & Corroon LLP is the Debtor's counsel. SC&H Group,
Inc. is the Debtor's investment banker.
INFINERA CORP: Reports Preliminary Third Quarter 2023 Results
-------------------------------------------------------------
Infinera Corporation reaffirmed certain preliminary unaudited
financial result ranges for the third quarter and outlook ranges
for the fourth quarter of 2023. Due to the preliminary nature of
the announcement, and since the Company is still finalizing its
financials, only select financial metrics are being referenced at
this time.
The Company now believes
* Its preliminary revenue and preliminary net income per diluted
share for the third quarter of 2023 will be within or exceed the
ranges provided on November 8, 2023.
* Its preliminary revenue and preliminary net income per diluted
share for the fourth quarter of 2023 will be within or exceed the
outlook ranges provided on Nov. 8, 2023, supported by strong
bookings in the quarter.
Infinera Chief Financial Officer Nancy Erba said "I am pleased with
our financial performance in the third and fourth quarters of 2023
and our strong finish to the year. We remain focused on completing
the work necessary to be able to get our third quarter Form 10-Q on
file as soon as possible. In the fourth quarter, we benefited from
strong bookings, free cash flow generation and preliminary revenue
and preliminary net income per diluted share that are expected to
be within or exceed the outlook ranges we previously provided."
Additionally, on Jan. 9, 2024, the Company submitted a plan of
compliance to Nasdaq addressing how it intends to regain compliance
with Nasdaq Listing Rule 5250(c)(1).
Furthermore, due to the intensive and time-consuming nature of the
matters and associated processes described previously in greater
detail in the Company's Form 12b-25 filed with the Securities and
Exchange Commission on Nov. 8, 2023, the Company's management is
still reviewing and assessing the matters that were previously
disclosed. The Company continues to expect any accounting
adjustments will be timing-related shifts between accounting
periods. The Company and its auditors have found no new material
weaknesses and are undergoing standard processes to assess and
determine appropriate measures to remedy the impact of the material
weaknesses previously disclosed.
About Infinera Corp.
Headquartered in Sunnyvale, Calif., Infinera Corp. --
www.infinera.com -- is a global supplier of innovative open
optical
networking solutions and advanced optical semiconductors that
enable carriers, cloud operators, governments, and enterprises to
scale network bandwidth, accelerate service innovation, and
automate network operations.
Infinera Corporation reported a net loss of $76.04 million for the
year ended Dec. 31, 2022, a net loss of $170.78 million for the
year ended Dec. 25, 2021, a net loss of $206.72 million for the
year ended Dec. 26, 2020, and a net loss of $386.62 million for the
year ended Dec. 28, 2019.
Egan-Jones Ratings Company on August 10, 2023, maintained its 'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Infinera Corp.
INSTANT BRANDS: Cleared to Solicit Bankruptcy Plan Votes
--------------------------------------------------------
Amelia Pollard of Bloomberg Law reports that Instant Brands, the
maker of the Instant Pot pressure cooker and Pyrex glassware,
received approval to solicit votes on its bankruptcy plan.
US Bankruptcy Judge Marvin Isgur gave conditional approval of the
company's disclosure statement during a hearing Monday, January 8,
2024.
The company's appliances business has been sold to Centre Lane
Partners, with the transaction closing in November 2023, according
to court papers.
Meanwhile, under the plan, its housewares business will be
reorganized.
Selling the housewares unit fell through after the deal was unable
to receive regulatory approval in time, court papers show.
About Instant Brands
Instant Brands designs, manufactures and markets a global portfolio
of innovative and iconic consumer lifestyle brands: Instant, Pyrex,
Corelle, Corningware, Snapware, Chicago Cutlery, ZOID and Visions.
Instant Brands Holdings Inc. and Instant Brands Inc., and their
affiliates sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90716) on June
12, 2023. In the petition signed by Adam Hollerbach, chief
restructuring officer, the Debtors disclosed up to $1 billion in
both assets and liabilities.
Judge David R. Jones oversees the case.
Davis Polk & Wardwell LLP's Brian M. Resnick, Steven Z. Szanzer and
Joanna McDonald serve as counsel to the Debtors. The Debtors also
tapped Haynes and Boone, LLP as Texas counsel, Stikeman Elliott LLP
as Canadian counsel, AlixPartners, LLP as financial advisor,
Guggenheim Securities LLC as investment banker, and Epiq Corporate
Restructuring, LLC as claims, noticing, agent, solicitation and
administrative advisor.
DLA Piper LLP (US) serves as counsel to the Official Committee of
Unsecured Creditors.
Ropes & Gray LLP serves as counsel to the DIP Lenders, and Moelis &
Company LLC and Ankura Consulting Group, LLC act as advisors to the
Term DIP Secured Parties.
Skadden, Arps, Slate, Meagher & Flom LLP and Norton Rose Fulbright
and Norton Rose Fulbright Canada LLP serve as counsel and FTI
Consulting as financial advisor to the ABL DIP Secured Parties.
Kramer Levin Naftalis & Frankel LLP serves as counsel to Cornell
Capital.
INTEGRITY TIRE: Seeks Cash Collateral Access
--------------------------------------------
Integrity Tire LLC asks the U.S. Bankruptcy Court for the District
of Delaware for authority to use cash collateral and provide
adequate protection.
The Debtor requires the use of cash collateral to fund the payment
of any expenses incurred by the Debtor after the Petition Date in
accordance with the Budget.
The Debtor operating successfully for many years, until the COVID
pandemic jeopardized its business by increased costs, labor
shortage, and reduced demand. In order to meet its expenses and
remain in operation during the pandemic, the Debtor took out loans
from the U.S. Small Business Administration and the Delaware Small
Business Division totaling over $500,000. When those loans failed
to provide sufficient capital, it was forced to borrow from
aggressive high-interest quick-funding merchant cash advance
companies, which drew repayments directly from the Debtor’s bank
accounts. Eventually these merchant cash advances caused the Debtor
to be unable to pay its debts and meet its ongoing expenses,
leading to this bankruptcy.
Shortly before the bankruptcy, the Debtor obtained a search of
UCC-1 financing statements filed in the State of Delaware, learning
that 9 financing statements had been recorded and not terminated.
Of those 9, the Debtor has determined that the SBA's $500,000 loan,
which appears to be secured by a blanket lien on all of the
Debtor's assets, is in first priority position. The Debtor has not
yet been in contact with the SBA.
Moreover, certain lenders and lessors' claims appear to be secured
by specific pieces of equipment purchased or leased by the Debtor,
which may be subject to purchase money security interests in those
assets.
The Debtor pre-funded its payroll shortly before the filing of the
bankruptcy and ensured that its critical vendors were paid in full,
so that first-day motions would appear unnecessary at this time.
The Debtor's senior secured creditor appears to be SBA, whose
original claim was $500,000 over 30 years at the interest rate of
3.5% per annum. According to SBA's UCC-1 recorded on May 21, 2020,
SBA purports to hold a perfected blanket lien on all tangible and
intangible personal property of the Debtor, although there is no
express clause perfecting any security interest on after-acquired
property.
The Debtor's regular monthly payments to SBA are $2,645, and on the
Petition Date, the Debtor was current on its ongoing obligations to
SBA. The Debtor has had no communication with SBA leading up to the
bankruptcy.
According to a recent screen print from SBA, SBA's claim is
approximately $517,639, while the value of the Debtor's assets is
$98,622 according to the Debtor's schedules. Therefore, SBA is
undersecured, and no junior secured creditor has any equity in the
Debtor's assets.
Because SBA is contractually bound to accept $2,645 per month on
account of its debt, the Debtor proposes to continue making
contractual payments in that amount as protection of its interest
in the Collateral during the case, until further order of the
Court.
A copy of the motion is available at https://urlcurt.com/u?l=TCecJY
from PacerMonitor.com.
About Integrity Tire LLC
Integrity Tire LLC offers name brand tires, wheels, and tire repair
services to customers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-10038) on January 12,
2024. In the petition signed by Jesse Zimmerman, president, the
Debtor disclosed up to $100,000 in assets and up to $10 million in
liabilities.
Adam Hiller, Esq., at Hiller Law LLC, represents the Debtor as
legal counsel.
KIMBERLY BRUCE: SC Declines Nationwide Bankruptcy Class Relief Case
-------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that the US Supreme Court
declined to hear a case over whether a bankruptcy judge can certify
a nationwide class of individuals who allege Citigroup Inc.
willfully violated their bankruptcy discharges.
The high court's order Monday, January 8, 2024, leaves in place an
August ruling by the US Court of Appeals for the Second Circuit
that freed Citi from facing a nationwide class action claim for
allegedly refusing to correct the tradelines for consumers whose
credit card debts were discharged in bankruptcy. The Second
Circuit held that a bankruptcy court lacks the authority to hold a
creditor in contempt for violating a debt discharge injunction
issued by another bankruptcy court, and thus can't grant broad
relief to a nationwide class.
Petitioner Kimberly Bruce said the justices should hear the dispute
because there's nothing in the US Bankruptcy Code that prohibits
certification of a nationwide class of debtors or imposes the
jurisdictional limitation outlined by the Second Circuit.
Moreover, the August ruling stands in conflict with First Circuit
precedent, she said.
Bruce, who was initially permitted by the US Bankruptcy Court for
the Southern District of New York to bring a civil contempt claim
against Citi on behalf of a nationwide class, said there's no need
to make thousands of class members return to hundreds of bankruptcy
judges "to obtain the same relief against the same defendant."
Citi waived its right to respond to the petition.
Bruce is represented by Boies Schiller Flexner LLP and Charles
Juntikka & Associates LLP.
Citi is represented by Sidley Austin LLP.
The case is Bruce v. Citigroup Inc., U.S., No. 23-470, petition
denied 1/8/24.
About Citigroup Inc.
Citigroup Inc. is an American multinational investment bank and
financial services corporation.
About Kimberly Bruce
In 2009, Kimberly Bruce stopped making payments on her Citi credit
card account. Eventually, Citi informed credit reporting agencies
that she had a balance due of $1124, which Citi "charged off" --
that is, adjusted from a receivable to a loss in the bank's
internal accounting books.
On Feb. 13, 2025, Bruce voluntarily filed a Chapter 7 bankruptcy
petition (Bankr. N.D. Ga. Case No. 15-52841) in which she listed
Citi as a creditor.
She claims she provided Citi notice of her initial bankruptcy
filing and her eventual discharge order, entered in May 2013. That
order "released" Bruce from "all dischargeable debts," and enjoined
"any attempt to collect from the debtor a debt that has been
discharged."
In September 2013, months after her fresh financial start,
plaintiff accessed her credit report and discovered that it still
listed her debt with Citi as "charged off," without any indication
it had been discharged in bankruptcy. She notified Citi in
December 2013 that its description of her Citi account status --
also known as a "tradeline" -- on her report was incorrect and
requested that the bank remove the charge-off notation. Citi, she
says, refused.
Kimberly Bruce, on behalf of a putative nationwide class of former
debtors, has filed a lawsuit claiming that Citi violated their
respective discharge injunctions. They ask that Citi be held in
contempt, and, in addition to contempt sanctions, ask for
declaratory relief and restitutionary damages.
KNOWLAND GROUP: Saratoga Marks $15.9MM Loan at 39% Off
------------------------------------------------------
Saratoga Investment Corp. has marked its $15,878,989 loan extended
to Knowland Group, LLC to market at $9,632,195 or 61% of the
outstanding amount, as of November 30, 2023, according to a
disclosure contained in Saratoga Investment's Form 10-Q the
quarterly period ended November 30, 2023, filed with the U.S.
Securities and Exchange Commission.
Saratoga is a participant in a Second Lien Term Loan (3M USD TERM
SOFR+8%, 3% PIK) to Knowland Group, LLC. The loan accrues interest
at a rate of 16.52% per annum. The loan matures on December 31,
2024.
A full-text copy of the report is available at
http://tinyurl.com/26tbkb84
Saratoga Investment Corp is a non-diversified closed-end management
investment company incorporated in Maryland that has elected to be
treated and is regulated as a business development company under
the Investment Company Act of 1940, as amended.
Saratoga Investment Corp. may be reached at:
Christian L. Oberbeck
Chief Executive Officer
Henri J. Steenkamp
Chief Financial Officer and
Chief Compliance Officer
SARATOGA INVESTMENT CORP.
535 Madison Avenue
New York, NY 10022
Tel: (212) 906-7800
Knowland is a web-based software company that provides business
development products and services to the hospitality industry.
LAEEQ MOB: Files for Chapter 11 Bankruptcy in Texas
---------------------------------------------------
Laeeq MOB LP filed for chapter 11 protection in the Southern
District of Texas.
The Debtor reports $6,099,126 in debt owed to 1 and 49 creditors.
The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
February 2, 2024, at 2:00 p.m. at UST-LA3, TELECONFERENCE MEETING.
About Laeeq MOB LP
Laeeq MOB LP is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)). The Debtor is the fee simple owner of a
real property located at 509 W. Tidwell Road, Houston, Texas 77091
valued at $9 million.
Laeeq MOB LP sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Tex. Case No. 24-30005) on Jan. 1, 2024. In the
petition filed by Syed G. Mohiuddin, as manager, the Debtor reports
total assets of $9,000,000 and total liabilities of $6,099,126.
The Debtor is represented by:
Samuel L Milledge, Esq.
509 W. Tidwell
Houston, TX 77091
Tel: (713) 812-1409
Fax: (713) 812-1418
Email: milledge@milledgelawfirm.com
LATIGO PLAZA: Starts Subchapter V Bankruptcy Case
-------------------------------------------------
On Latigo Plaza Inc. filed for chapter 11 protection in the Western
District of Texas.
The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Feb. 9, 2024, at 11:00 AM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:(866)909-2905, PARTICIPANT CODE:5519921#.
About Latigo Plaza Inc.
Latigo Plaza Inc. is primarily engaged in renting and leasing real
estate properties.
Latigo Plaza sought relief under Subchapter V of Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-50002) on Jan. 1,
2023. In the petition filed by David B. Brigham, as president, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million each.
The Debtor is represented by:
William B. Kingman, Esq.
5150 Broadway, Suite 628
San Antonio, TX 78209
210-422-732
Tel: (210) 829-1199
Email: bkingman@kingmanlaw.com
LOPAREX LLC: Lenders Tap Advisers With Debt at Distressed Levels
----------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that an ad hoc group of
first-lien lenders to Loparex LLC hired Lazard Inc. and Akin Gump
Strauss Hauer & Feld for advice, as the company's debt trades at
distressed levels, according to people familiar with the
situation.
The Pamplona Capital Management-backed manufacturer is seeking
advice from PJT Partners, said the people who asked not to be
identified discussing a private matter.
About Loparex LLC
Loparex LLC manufactures silicone release liners for use in
pressure sensitive adhesive applications. The Company serves
customers in the graphic arts, industrial, labeling, medical and
tape industries. Loparex operates worldwide.
LTL MANAGEMENT: J&J to Pay $700-Mil. Talc Probe Settlement
----------------------------------------------------------
Jef Feeley of Bloomberg News reports that Johnson & Johnson has
tentatively agreed to pay about $700 million to resolve an
investigation by more than 40 US states into claims that it
wrongfully marketed its talc-based baby powder by not warning about
possible health risks, according to people familiar with the deal.
The settlement would avert potential lawsuits alleging that J&J hid
any links between the talc in its powder and various cancers,
according to the people, who asked not to be named because the pact
isn't yet public. They said J&J and representatives for state
attorneys general are still hammering out the specific terms of the
accord but have reached an agreement on the approximate total
amount.
The settlement is part of J&J's strategy to corral a growing number
of suits accusing it of concealing baby powder's health risks after
two failed attempts to use the bankruptcy courts to impose a
settlement on former users. The decade-long litigation, plus the
prospect of potential future cancer suits, has limited J&J's stock
price, analysts have said.
$9 Billion Offer
The New Brunswick, New Jersey-based company had offered to settle
all current and future baby powder claims for $9 billion in the
bankruptcy filing of one of its units. As part of that offer, it
said last year it set aside $400 million to resolve US state'
consumer protection claims. The company agreed to increase the
payout after both sides met with a mediator in December, the people
said.
J&J spokeswoman Clare Boyle had no immediate comment on the
settlement Monday, January 8, 2024. Kylie Mason, a spokesperson for
Florida AG Ashley Moody, said the multi-state investigation is
ongoing and "no settlement agreements have been reached."
Representatives of Texas Attorney General Ken Paxton didn't respond
to a phone call and email seeking comment. Moody and Paxton have
been leading the probe and the settlement talks, the people said.
So far, only Mississippi and New Mexico have filed lawsuits against
J&J over the marketing. But J&J said in an October securities
filing that 42 states and the District of Columbia had launched "a
joint investigation into the company’s marketing of its talcum
powder products." Attorneys general of states from Arizona to North
Carolina had issued demands for information from J&J.
The pact doesn't cover the suits by Mississippi and New Mexico,
which want to negotiate higher settlements since they have already
begun litigating, the people said. Mississippi, for example, wants
J&J punished for selling more than 6 million bottles of baby powder
in the state without a cancer warning over almost 50 years starting
in 1974, according to court filings. That could result in about $6
billion in damages if a judge hands down a $1,000-per-bottle fine
under the state's law.
Broad Exposure
J&J, the world's largest maker of health care products, has legal
exposure far beyond the states' claims. It faces more than 50,000
suits alleging that to protect one of its best-known products, it
concealed that asbestos in its talc-based powders posed a cancer
risk. Most of those claims are over women who got ovarian cancer,
but others involved mesothelioma, a cancer tied to asbestos
exposure.
J&J maintains that its talc-based products don't cause cancer and
that it has marketed its baby powder appropriately for more than a
century. The company has won a number of cases in court and had
other suits dismissed before trial.
Former baby powder users contend that J&J executives knew since the
early 1970s that the product contained trace amounts of asbestos.
Since 2014 at least a dozen juries have awarded a total of more
than $6.5 billion in damages to consumers blaming the powders for
their cancers, according to data compiled by Bloomberg News. Some
of those awards later were reduced or thrown out on appeal.
The company pulled its talc-based powders off the market in the US
and Canada in 2020, citing slipping sales. J&J replaced talc with a
cornstarch-based version of the product and vowed to remove all its
baby powders containing talcum powder worldwide by the end of last
year.
The consolidated federal case is In Re Johnson & Johnson Talcum
Powder Products Marketing, Sales Practices and Products Liability
Litigation, 16-md-2738, US District Court, District of New Jersey
(Trenton).
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP, as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and (ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
Re-Filing of Chapter 11 Petition
On Jan. 30, 2023, a panel of the Third Circuit issued an opinion
directing the Court to dismiss the 2021 Chapter 11 case on the
basis that it was not filed in good faith. Although the Third
Circuit panel recognized that the Debtor "inherited massive
liabilities" and faced "thousands" of future claims, it concluded
that the Debtor was not in financial distress before the filing.
On March 22, 2023, the Third Circuit entered an order denying the
Debtor's petition for rehearing. The Third Circuit entered an
order denying LTL's stay motion on March 31, 2023, and, on the same
day, issued its mandate directing the Bankruptcy Court to dismiss
the 2021 Chapter 11 Case.
The Bankruptcy Court entered an order dismissing the 2021 Case on
April 4, 2023.
Johnson & Johnson on April 4, 2023, announced that its subsidiary
LTL Management LLC (LTL) has re-filed for voluntary Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain
approval of a reorganization plan that will equitably and
efficiently resolve all claims arising from cosmetic talc
litigation against the Company and its affiliates in North
America.
In August 2023, U.S. Bankruptcy Judge Michael Kaplan in Trenton,
New Jersey, ruled that the second bankruptcy case should be
dismissed, ending J&J's second attempt to use bankruptcy to resolve
thousands of lawsuits alleging that its talc products sometimes
contained asbestos and caused mesothelioma and ovarian cancer.
MEDICAL PROPERTIES: Moves to Recover Uncollected Rents From Steward
-------------------------------------------------------------------
Medical Properties Trust, Inc., (NYSE: MPW) on Jan. 4, 2024,
announced plans to accelerate its efforts to recover uncollected
rents and outstanding loan obligations from Steward Health Care
System and related processes designed to significantly reduce its
exposure to Steward.
As disclosed in the Company's third quarter 2023 Form 10-Q, Steward
delayed paying a portion of its September and October rent to MPT.
Despite its obtaining additional working capital financing and
selling its non-core laboratory business in the fourth quarter of
2023, Steward recently informed MPT that its liquidity has been
negatively impacted by significant changes to vendors' payment
terms. As a result, Steward has continued to make partial monthly
rent payments, and total unpaid rent under its consolidated master
lease with MPT is approximately $50 million as of December 31, 2023
(exclusive of approximately $50 million that was previously
deferred and not currently payable related to the Norwood Hospital,
which is under reconstruction).
MPT has engaged Alvarez & Marsal Securities, LLC, as its financial
advisor and KTBS Law, LLP and Baker, Donelson, Bearman, Caldwell &
Berkowitz, PC as legal advisors to advise the Company on its
options to enable the recovery of uncollected rent and outstanding
loans. MPT's management team and advisors have worked closely with
Steward and its own advisors to develop an action plan which, if
successful, is designed to strengthen Steward’s liquidity and
restore its balance sheet, optimize MPT’s ability to recover
unpaid rent, and ultimately reduce MPT’s exposure to Steward.
As part of this plan, Steward is pursuing several strategic
transactions, including the potential sale or re-tenanting of
certain hospital operations as well as the divestiture of non-core
operations. Further, Steward has committed to seeking a
third-party capital partner for its managed care business, net
proceeds from which will be used in part to repay all outstanding
obligations to MPT. Steward has also intensified measures to
improve collections and overall governance, including establishment
of a transformation committee comprised of newly appointed
independent directors and submission of periodic cash activity and
asset sale progress reports to MPT and its ABL lenders.
To protect the value of MPT's assets and hospital operations while
Steward executes on its strategic plan, MPT has agreed to fund a
new $60 million bridge loan secured by all MPT’s existing
collateral plus new second liens on Steward's managed care
business, subordinate only to Steward's ABL lenders. A portion of
MPT's existing approximately $215 million of transaction-specific
and working capital loans to Steward will now also be secured by
these same second liens on the managed care platform. The Company
has also consented to the deferral of unpaid rent under the
consolidated master lease as of December 31, 2023, as well as a
limited and tapering deferral of approximately $55 million of 2024
rents, until the earlier of June 30, 2024 or the completion of
anticipated asset sales. Partial cash rent payments are expected to
recommence in February, including approximately $9 million in the
first quarter and approximately $44 million in the second quarter
of 2024.
About Medical Properties Trust
Medical Properties Trust, Inc., is a self-advised real estate
investment trust formed in 2003 to acquire and develop net-leased
hospital facilities. From its inception in Birmingham, Alabama,
the Company has grown to become one of the world's largest owners
of hospital real estate with 444 facilities and approximately
45,000 licensed beds in ten countries and across four continents.
On the Web: http://www.medicalpropertiestrust.com/
METALMITE CORPORATION: Charles Mouranie Named Subchapter V Trustee
------------------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 appointed Charles Mouranie of
CMM & Associates as Subchapter V trustee for Metalmite
Corporation.
Mr. Mouranie will be paid an hourly fee of $335 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Mouranie declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Charles M. Mouranie CTP
CMM & Associates
43313 Woodward Ave., Ste. 1189
Phone: 248.767.9492
Email: cmouranie@cmmengllc.com
About Metalmite Corporation
Metalmite Corporation is a full-service machine shop which
manufactures, modifies, and repairs prototype and production parts
for a wide variety of industrial applications.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-40072) on January 4,
2024. In the petition signed by its chief restructuring officer,
Amy M. Reed, the Debtor disclosed $2,344,239 in assets and
$2,895,273 in liabilities.
Judge Lisa S. Gretchko oversees the case.
Lynn M. Brimer, Esq., at Strobl PLLC, represents the Debtor as
legal counsel.
MLN US HOLDCO: abrdn ACP Marks $1.89MM Loan at 74% Off
------------------------------------------------------
abrdn Income Credit Strategies Fund has marked its $1,898,241
extended to MLN US Holdco LLC to market at $485,633 or 26% of the
outstanding amount, as of October 31, 2023, according to a
disclosure contained in ACP's Form N-CSR report for the fiscal year
ended October 31, 2023, filed with the U.S. Securities and Exchange
Commission.
ACP is a participant in a bank loan to MLN US Holdco LLC. The loan
accrues interest at 12.20%, per annum. The loan matures on November
1, 2027.
ACP is a Delaware statutory trust registered under the Investment
Company Act of 1940, as amended, as a closed-end management
investment company. The Fund is diversified for purposes of 1940
Act. Pursuant to guidance from the Securities and Exchange
Commission, the Fund's classification changed from a
non-diversified fund to a diversified fund. As a result of this
classification change, the Fund is limited in the proportion of its
assets that may be invested in the securities of a single issuer.
The Fund's primary investment objective is to seek a high level of
current income, with a secondary objective of capital appreciation.
The Fund commenced operations on January 27, 2011.
ACP can be reached at:
Sharon Ferrari
abrdn Inc.
1900 Market Street Suite 200
Philadelphia, PA 19103
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
Company's customer focus is on small and medium sized businesses.
Mitel is majority-owned by private equity firm Searchlight Capital
Partners.
MLN US HOLDCO: abrdn ACP Marks $952,000 Loan at 92% Off
-------------------------------------------------------
abrdn Income Credit Strategies Fund has marked its $952,344
extended to MLN US Holdco LLC to market at $76,187 or 8% of the
outstanding amount, as of October 31, 2023, according to a
disclosure contained in ACP's Form N-CSR report for the fiscal year
ended October 31, 2023, filed with the U.S. Securities and Exchange
Commission.
ACP is a participant in a 2022 Third Out Term Loan to MLN US Holdco
LLC. The loan accrues interest at 14.64%, per annum. The loan
matures on October 18, 2027.
ACP is a Delaware statutory trust registered under the Investment
Company Act of 1940, as amended, as a closed-end management
investment company. The Fund is diversified for purposes of 1940
Act. Pursuant to guidance from the Securities and Exchange
Commission, the Fund's classification changed from a
non-diversified fund to a diversified fund. As a result of this
classification change, the Fund is limited in the proportion of its
assets that may be invested in the securities of a single issuer.
The Fund's primary investment objective is to seek a high level of
current income, with a secondary objective of capital appreciation.
The Fund commenced operations on January 27, 2011.
ACP can be reached at:
Sharon Ferrari
abrdn Inc.
1900 Market Street Suite 200
Philadelphia, PA 19103
MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada,
provides phone systems, collaboration applications (voice, video
calling, audio and web conferencing, instant messaging etc.) and
contact center solutions through on-site and cloud offerings. The
Company's customer focus is on small and medium sized businesses.
Mitel is majority-owned by private equity firm Searchlight Capital
Partners.
MOMEX DINING: Seeks Access to SBA's Cash Collateral
---------------------------------------------------
Momex Dining Concepts, Inc. asks the U.S. Bankruptcy Court for the
Eastern District of California, Sacramento, for authority to use
the cash collateral of the U.S. Small Business Administration.
The Debtor seeks authority to use the cash collateral to operate
and maintain the business and pay critical expenses during the
pendency of the case.
In July of 2017, the shareholders; Michelle Hill, Alexis Marcki,
and Stencer Marcki bought the "Cicada Cantina" located in Redding,
CA. The Shareholders paid $500,000 for the Restaurant, with
$200,000 down from Michelle Hill, and a balance being carried at
$5,000 per month, in addition to the rent and cams of approximately
$17,000 per month.
In 2020 the Covid Pandemic hit which caused upheaval and
uncertainty. The Debtor started to get behind the shareholders
invested more money to make ends meet. While the business qualified
for both rounds of the PPP Loan Forgiveness Program established but
only received one round.
The Debtor did receive a SBA loan, and qualified for ERC tax
credits they are still awaiting an estimated $1.235 million in
credits.
The primary reasons for this bankruptcy filing is due to COVID-19
as the gross sales were reduced to a point where the rent and
payroll taxes were not able to be paid. Without the filing of th
bankruptcy case, the cash collateral might be subject to seizure by
the IRS.
There is only one creditor that appears to have a perfected
security interest in cash collateral of the Debtor. The security
interest was perfected by the filing of a UCC-1, by the U.S. Small
Business Administration based on an SBA Loan taken out by Debtor.
As adequate protection, the Debtor seeks to grant replacement liens
to the extent cash collateral is actually used.
A copy of the motion is available at https://urlcurt.com/u?l=Ls4baZ
from PacerMonitor.com.
About Momex Dining Concepts
Momex Dining Concepts, Inc. owns and operates the Cicada Cantina
Mexican restaurant. The company is based in Redding, Calif.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-24611) on December
23, 2023, with $507,500 in assets and $1,313,632 in liabilities.
Michelle Lynn Hill, chief executive officer, signed the petition.
Judge Christopher M. Klein oversees the case.
Peter G. Macaluso, Esq., at the Law Office of Peter G. Macaluso
represents the Debtor as bankruptcy counsel.
MV REALTY PBC: Wins Cash Collateral Access Thru Mar 31
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
West Palm Beach Division, authorized MV Realty Holdings, LLC and
affiliates to use cash collateral in accordance with the Budget and
the terms and conditions of the Final Order, through and including
March 31, 2024.
As previously reported by the Troubled Company Reporter, the
Debtors require the use of cash collateral to fund payroll, rent,
insurance and other costs related to its business operations.
Goodwood Fund and Monroe Capital Management Advisors, LLC assert an
interest in the Debtor's cash collateral.
The Secured Creditors were granted continuing liens as of the
Petition Date on and security interests in all properly of the
Debtors of the same description, type and nature as was subject to
the Secured Creditors' pre-petition liens and security interests
with such Continuing Liens to have the same extent, validity and
priority as existed as of the Petition Date: provided however, that
the Continuing Liens will be at all times subject and junior to the
Administrative Carveout and any Professional Fee Carveout.
As additional adequate protection, the Secured Creditors were
granted valid, binding, enforceable, fully perfected replacement
liens and first priority security interests in the Debtors'
presently owned or hereafter acquired property and assets.
The Continuing Liens and Replacement Liens will be at all times
subject and junior to: (i) all unpaid fees required to be paid to
the Clerk of the Court and to the United States Trustee pursuant to
28 U.S.C. Section 1930 (a)(6) and (ii) any carveout for the benefit
of professionals agreed to by Secured Creditors as part of any
final cash collateral order.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=xeVsDL from PacerMonitor.com.
The Debtor projects total disbursements, on a weekly basis, as
follows:
$635,475 for the week ending January 21, 2024;
$42,975 for the week ending January 28, 2024;
$514,725 for the week ending February 4, 2024;
$42,975 for the week ending February 11, 2024;
$1,070,675 for the week ending February 18, 2024; and
$75,975 for the week ending February 25, 2024.
About MV Realty PBC, LLC
MV Realty PBC, LLC is a real estate brokerage. The Debtor and
affiliates sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. Lead Case No. 23-17590) on September 22,
2023. In the petition signed by Antony Mitchell, authorized party,
the Debtor disclosed up to $50 million in assets and up to $100
million in liabilities.
Judge Erik P. Kimball oversees the case.
Michael D. Seese, Esq., at Seese, PA, represents the Debtor as
legal counsel.
MYRIE'S PETS: Todd Hennings of Macey Named Subchapter V Trustee
---------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Todd Hennings, Esq., at
Macey, Wilensky & Hennings, LLP as Subchapter V trustee for Myrie's
Pets LLC.
Mr. Hennings will be paid an hourly fee of $450 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Hennings declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Todd E. Hennings, Esq.
Macey, Wilensky & Hennings, LLP
5500 Interstate North Parkway, Suite 435
Sandy Springs, GA 30328
Phone: (404) 584-1222
About Myrie's Pets
Myrie's Pets LLC operates a pet supply store and grooming salon in
Buford, Ga., under the name Earthwise Pet.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20025) on January 9,
2024. In the petition signed by Maria Myrie, sole member, the
Debtor disclosed up to $50,000 in assets and up to $1 million in
liabilities.
William Rountree, Esq., at Rountree, Leitman, Klein & Geer, LLC,
represents the Debtor as legal counsel.
NEKTAR THERAPEUTICS: Has $329M Cash and Cash Equivalents at Dec. 31
-------------------------------------------------------------------
Nektar Therapeutics disclosed in a Form 8-K filed with the
Securities and Exchange Commission that management intends to
announce that, based upon the Company's preliminary estimates, as
of Dec. 31, 2023, the Company had cash and cash equivalents of $329
million, which should provide a cash runway into at least the
middle of 2026.
The financial information has been prepared by and is the
responsibility of the Company's management and has not been audited
by the Company's independent registered public accounting firm.
Accordingly, the Company's independent registered public accounting
firm does not express an opinion on or provide any other form of
assurance with respect to this preliminary data. This financial
information is subject to the completion of the Company's year-end
financial closing procedures, the preparation of the Company's
consolidated financial statements, and the completion of the audit
of the Company's consolidated financial statements as of and for
the year ended December 31, 2023, and the Company's actual results
may differ from these estimates.
About Nektar Therapeutics
Nektar Therapeutics -- http://www.nektar.com-- is a clinical
stage, research-based drug discovery biopharmaceutical company
focused on discovering and developing innovative medicines in the
field of immunotherapy.
Nektar Therapeutics reported a net loss of $368.20 million in 2022,
a net loss of $523.84 million in 2021, a net loss of $444.44
million in 2020, and a net loss of $440.67 million in 2019. For
the nine months ended Sept. 30, 2023, the Company reported a
net loss of $233.98 million.
Nektar Therapeutics, on May 26, 2023, received a written letter
from Nasdaq stating that the Company was not in compliance with
Nasdaq Listing Rule 5450(a)(1) because the Company's common stock
did not maintain a minimum bid price of $1.00 per share for 30
consecutive business days. The Company was given an extension
until May 20, 2024, to regain compliance with the minimum bid price
requirement.
NEXII BUILDING: Gets CCAA Initial Stay Order; Names KSV as Monitor
------------------------------------------------------------------
The Supreme Court of British Columbia entered an initial order
granting Nexii Building Solutions Inc. protection pursuant to the
Companies' Creditors Arrangement Act. Pursuant to the Initial
Order, KSV Restructuring Inc. was appointed as monitor.
The principal purpose of these CCAA proceedings is to create a
stabilized environment to enable the Petitioners to: (i) secure
urgently required debtor-in-possession ("DIP") financing; and (ii)
undertake a Court-supervised sale process ("Sale Process") to enter
into a transaction or transactions in respect of the Nexii Group.
No relief is being sought at the initial application in respect of
the sale process.
The Petitioners have limited tangible assets, making obtaining
interim financing challenging. Certain of the Senior Secured
Lenders have submitted a term sheet to provide the Petitioners with
additional funding through these CCAA proceedings. The Petitioners
have selected the Interim Lenders to provide the Interim Loan,
given their existing status as the largest secured lenders to the
Petitioners (and likely the fulcrum creditors) and given that the
economic terms of the Interim Facility Term Sheet appear
reasonable.
The significant terms of the Interim Loan are:
a) Borrowers: Nexii Building Solutions Inc., NBS IP Inc., Nexii
Construction Inc., and Nexii Holdings Inc. ("Borrowers");
b) Interim Lenders: Powerscourt Investments XXV Trust, Trinity
Capital Inc., and Horizon Technology Finance Corporation;
c) Initial Loan: up to a maximum principal of $4,300,000 million
("Maximum Amount"), including an initial loan in an amount of
USD$750,000 ("Initial Loan");
d) Interest rate: 15.5% per annum, compounded and calculated
weekly and payable monthly in arrears on the first business day of
each month. The interest is the same as that being charged under
the existing pre-filing Loan Agreement;
The proposed Initial Order, the Court materials filed in the CCAA
proceedings will be made available by KSV on its case website at
https://www.ksvadvisory.com/experience/case/Nexii
Nexii Building develops, constructs and designs building projects
using a low-carbon alternative concrete material.
NEXTTRIP GROUP: TPS Thayer Raises Going Concern Doubt
-----------------------------------------------------
TPS Thayer, LLC, the independent auditor of NextTrip Group, LLC.,
has expressed that there is substantial doubt about the Company's
ability to continue as a going concern for the years ended February
28, 2023, and 2022. This was revealed in a Form 8-K/A Report filed
by Sigma Additive Solutions, Inc., with the U.S. Securities and
Exchange Commission.
In its Report, TPS Thayer said, "We have audited the accompanying
consolidated balance sheets of NextTrip Group, LLC as of February
28, 2023 and 2022, and the related consolidated statements of
operations, changes in members' equity, and cash flows for each of
the years in the two-year period ended February 28, 2023, and the
related notes. In our opinion, the financial statements present
fairly, in all material respects, the financial position of the
Company as of February 28, 2023 and 2022, and the results of its
operations and its cash flows for each of the years in the two-year
period ended February 28, 2023, in conformity with accounting
principles generally accepted in the United States of America."
"The Company has suffered recurring losses from operations and has
negative working capital and a stockholders' deficit that raise
substantial doubt about its ability to continue as a going
concern," TPS Thayer said.
For the year ended February 28, 2023, NextTrip incurred a net loss
of $5,133,141, compared to a net loss of 5,437,764 for the same
period in 2022.
As of February 28, 2023, and 2022, the Company had an accumulated
deficit of $16,650,863 and $11,517,722 respectively, and working
capital deficit of $1,112,788 and $12,721,563, respectively, and
has incurred losses since incorporation. The Company will need to
raise additional funds through equity or debt financings to support
the on-going operations, increase market penetration of its
products, expand the marketing and development of its travel and
technology driven products, provide capital expenditures for
additional equipment and development costs, payment obligations,
and systems for managing the business including covering other
operating costs until the planned revenue streams are fully
implemented and begin to offset its operating costs. Failure to
obtain additional capital to finance the Company's working capital
needs on acceptable terms, or at all, would negatively impact the
Company's financial condition and liquidity.
NextTrip's Financial Statements were issued as part of Sigma
Additive Solutions' consummation of the acquisition of NextTrip
Holdings, Inc.
A full-text copy of the report is available at
http://tinyurl.com/mr2xts4m
About NextTrip
NextTrip Group, LLC was incorporated on January 7, 2021 organized
under the laws of the State of Florida. The Company provides travel
technology solutions with sales originating in the United States,
with a primary emphasis on alternative lodging rental properties,
hotel, air, cruise, and all-inclusive travel packages. Our
proprietary booking engine, branded as NextTrip 2.0, provides
travel distributors access to a sizeable inventory.
As of February 28, 2023, the Company had $6,045,335 in total assets
and $5,400,225 in total liabilities.
NOVABAY PHARMACEUTICALS: Agrees to Market Avenova Products in EU
----------------------------------------------------------------
NovaBay Pharmaceuticals, Inc. announced an agreement for the sale
and marketing of Avenova-branded products by Sonoma in the European
Union. The new products will combine Sonoma's existing eye product
Ocudox, which has already received a Class IIB CE mark for sale in
the European Union, with Avenova branding, and are expected to be
marketed through Sonoma's established European distribution
network. This agreement brings together NovaBay's deep knowledge of
eye care reflected in its Avenova brand with Sonoma's expertise in
distributing hypochlorous acid products overseas.
Sonona will manufacture Ocudox by Avenova with packaging similar to
NovaBay's Avenova products, which are the leading hypochlorous
acid-based eye care products in the U.S. Sonoma will pay NovaBay a
royalty fee based on net product sales of Ocudox by Avenova, and
Sonoma will continue to market its Ocudox product in the European
Union.
"Sonoma has built a strong and growing presence in the European
Union through a network of distributors and direct sales. We are
excited to add Avenova-branded products to our offerings. At the
same time, NovaBay has built strong brand recognition for Avenova
in the dry eye market in the United States that we believe will
resonate internationally," said Amy Trombly, CEO of Sonoma.
"Ocudox sales in the European Union are already an important
component of our business, and we see plenty of room to expand our
eye care offerings. We are excited to partner with NovaBay on this
opportunity, which we believe will allow more people to benefit
from a quality hypochlorous acid product to aid in the treatment
and symptoms of blepharitis on the eyelid."
"We are delighted that NovaBay will now be able to capitalize on
sales of hypochlorous acid eye care products in the European Union.
Sonoma's CE mark includes a claim of treating blepharitis, the
inflammation that typically affects the edges of the eyelids when
tiny oil glands near the base of the eyelashes become clogged,
causing irritation and redness. We've long asserted that
blepharitis can lead to complications such as dry eye," said Justin
Hall, CEO and General Counsel of NovaBay. "The EU market is
comparable in size to the U.S., giving NovaBay the opportunity to
double its sales of Avenova. NovaBay will continue to be the
exclusive seller of Avenova branded products in the U.S."
About Novabay
Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com-- develops and sells scientifically
created and clinically proven eyecare and skincare products.
NovaBay's leading product, Avenova Antimicrobial Lid & Lash
Solution, is often prescribed by eyecare professionals for
blepharitis and dry-eye disease and is also available directly to
eyecare consumers through online distribution channels such as
Amazon. DERMAdoctor offers more than 30 OTC dermatologist-developed
skincare products through the DERMAdoctor website, well-known
traditional and digital beauty retailers, and international
distributors. NovaBay also manufactures and sells effective, yet
gentle and non-irritating wound care products.
Novabay reported a net loss of $10.61 million for the year ended
Dec. 31, 2022, a net loss and comprehensive loss of $5.82 million
for the year ended Dec. 31, 2021, a net loss and comprehensive loss
of $11.04 million for the year ended Dec. 31, 2020, a net loss and
comprehensive loss of $9.66 million for the year ended Dec. 31,
2019, and a net loss and comprehensive loss of $6.54 million for
the year ended Dec. 31, 2018. As of Sept. 30, 2023, the Company had
$12.85 million in total assets, $5.81 million in total liabilities,
and $7.04 million in total stockholders' equity.
San Francisco California-based WithumSmith+Brown, PC, the Company's
auditor since 2010, issued a "going concern" qualification in its
report dated March 31, 2023, citing that the Company has a history
of recurring losses and negative cash flows from operations that
raise substantial doubt about its ability to continue as a going
concern.
OMNIQ CORP: Receives Noncompliance Notice From Nasdaq
-----------------------------------------------------
OmniQ Corp. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that it received a notice from the staff of the
Listing Qualifications Department of The Nasdaq Stock Market LLC
notifying the Company that it was not in compliance with Nasdaq
Listing Rule 5620(a) because it failed to hold an annual meeting
within one year following its last fiscal year.
The Rules provide the Company with a compliance period of 45
calendar days to submit a plan to regain compliance in which to
regain compliance. If Nasdaq accepts the plan, Nasdaq can grant an
extension until June 28, 2024, to regain compliance. The Company
is in the process of scheduling the annual stockholders' meeting,
which date will be provided to its shareholders on further notice.
The Company intends to submit a plan of compliance within the
45-day period.
About omniQ Corp.
Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) --
http://www.omniq.com-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic and parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq Corp reported a net loss of $13.61 million for the year ended
Dec. 31, 2022, compared to a net loss of $13.14 million for the
year ended Dec. 31, 2021. As of March 31, 2023, the Company had
$68.47 million in total assets, $81.31 million in total
liabilities, and a total stockholders' deficit of $12.84 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 30, 2023, citing that the Company has a deficit in
stockholders' equity, and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
PARTY FOWL: Timothy Stone of Newpoint Named Subchapter V Trustee
----------------------------------------------------------------
The Acting U.S. Trustee for Region 8 appointed Timothy Stone of
Newpoint Advisors Corporation as Subchapter V trustee for Party
Fowl Cool Springs LLC.
Mr. Stone will be paid an hourly fee of $350 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Stone declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Timothy Stone
Newpoint Advisors Corporation
750 Old Hickory Blvd, Building Two, Suite 150
Brentwood, TN 37027
Phone: 800-306-1250/615-440-8273
Fax: (702) 543-3881
Email: tstone@newpointadvisors.us
About Party Fowl Cool Springs
Party Fowl Cool Springs LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-00067) on
January 9, 2024, with $0 to $50,000 in assets and $1 million to $10
million in liabilities. Austin Smith, authorized member, signed the
petition.
Judge Randal S. Mashburn oversees the case.
Denis Graham "Gray" Waldron, Esq. of Dunham Hilderbrand, PLLC
represents the Debtor as legal counsel.
PEPPER PALACE: Saratoga Marks $33.3MM Loan at 86% Off
-----------------------------------------------------
Saratoga Investment Corporation has marked its $33,320,000 loan
extended to Pepper Palace, Inc. to market at $4,821,774 or 14% of
the outstanding amount, as of November 30, 2023, according to a
disclosure contained in Saratoga Investment's Form 10-Q the
quarterly period ended November 30, 2023, filed with the U.S.
Securities and Exchange Commission.
Saratoga is a participant in a First Lien Term Loan (3M USD TERM
SOFR+ 6.25%) to Pepper Palace, Inc. The loan accrues interest at
11.77% per annum. The loan matures on June 30, 2026.
A full-text copy of the report is available at
http://tinyurl.com/26tbkb84
Saratoga Investment Corp is a non-diversified closed-end management
investment company incorporated in Maryland that has elected to be
treated and is regulated as a business development company under
the Investment Company Act of 1940, as amended.
Saratoga Investment Corp. may be reached at:
Christian L. Oberbeck
Chief Executive Officer
Henri J. Steenkamp
Chief Financial Officer and
Chief Compliance Officer
SARATOGA INVESTMENT CORP.
535 Madison Avenue
New York, NY 10022
Tel: (212) 906-7800
Pepper Palace, Inc. is a specialty food retailer.
PHILMARS SQUARE: Hits Chapter 11 Bankruptcy Protection
------------------------------------------------------
PhiMars Square LLC filed for chapter 11 protection in the Northern
District of Texas.
The Debtor reports between $1 million and $10 million in debt owed
to 1 and 49 creditors. The petition states funds will be available
to unsecured creditors.
About PhiMars Square
PhiMars Square LLC is a limited liability company in Texas.
PhiMars Square LLC sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-30018) on
January 1, 2024. In the petition filed by Philip Levine, as
manager, the Debtor reports estimated assets and liabilities
between $1 million and $10 million each.
The Debtor is represented by:
Jason Patrick Kathman, Esq.
Spencer Fane LLP
8051 Lyndon B Johnson Freeway
Dallas, TX 75219
Tel: 972-324-0300
Email: jkathman@spencerfane.com
PROTERRA INC: Will Sell Its Electric-Bus Business in Chapter 11
---------------------------------------------------------------
Alex Wittenberg of Law360 reports that a Delaware bankruptcy judge
on Monday, January 8, 2024, approved electric-bus maker Proterra
Inc.'s plan to sell its manufacturing unit and battery leases to
Phoenix Motor Inc. for $10 million, allowing the debtor to close
the transaction this week and preserve jobs for some 300 workers.
About Proterra Inc.
Proterra Inc.'s business involves designing, manufacturing, and
selling electric transit buses and components, batteries, and
electric drive trains, and providing and selling related products
and services.
Proterra Inc. and Proterra Operating Company, Inc., sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 23-11120) on August 7, 2023. In the petition filed by
Gareth T. Joyce, chief executive officer, the Debtor reported total
assets as of June 30, 2023 amounting to $818,773,679 and total debt
as of June 30, 2023 of $609,498,207.
The Honorable Bankruptcy Judge Brendan Linehan Shannon oversees the
cases.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Paul,
Weiss, Rifkind, Wharton & Garrison LLP, as counsel; FTI Consulting,
Inc., as financial advisor; Moelis & Company, LLC, as investment
banker; and Slaughter and May as special corporate counsel.
Kurtzman Carson Consultants LLC is the claims agent.
PSG CONCRETE: Robert Altman Named Subchapter V Trustee
------------------------------------------------------
The U.S. Trustee for Region 21 appointed Robert Altman as
Subchapter V trustee for PSG Concrete & Excavation, LLC.
Mr. Altman will be paid an hourly fee of $275 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Altman declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robert Altman
P.O. Box 922
Palatka, FL 32178-0922
Phone: 386-325-4691
Email: robertaltman@bellsouth.net
About PSG Concrete & Excavation
PSG Concrete & Excavation, LLC sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00044) on
Jan. 5, 2024, with up to $50,000 in assets and $100,001 to $500,000
in liabilities.
Judge Grace E. Robson oversees the case.
Melissa A. Youngman, Esq., at Winter Park Estate Plans & Reorgs
represents the Debtor as legal counsel.
ROCHESTER HOLDING: Hits Chapter 11 Bankruptcy
---------------------------------------------
The Rochester Holding Company of Georgia LLC filed for chapter 11
protection in the Northern District of Georgia.
The Debtor reports between $100,000 and $500,000 in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
Jan. 29, 2024, at 2:00 PM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:888-902-9750, PARTICIPANT CODE:9635734.
About The Rochester Holding
The Rochester Holding Company of Georgia LLC is a limited liability
company.
The Rochester Holding Co. of Georgia LLC sought relief under
Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.
Ga. Case No. 24-50006) on January 1, 2024. In the petition filed by
Cornelia Spence, as managing member, the Debtor reports assets
between $500,000 and $1 million and liabilities of $100,000 and
$500,000.
The Debtor is represented by:
Richard K. Valldejuli, Jr., Esq.
Richard K. Valldejuli, Jr.
254 N. Main Street, Unit B
Jonesboro, GA 30236
RYZE RENEWABLES: Chapter 11 Wind-Down Plan Okayed
-------------------------------------------------
Clara Geoghegan of Law360 reports that Las Vegas biofuel company
Ryze Renewables II LLC received a Delaware bankruptcy judge's
approval Monday to wind down its business and distribute around $19
million of funds to its creditor under a fully consensual Chapter
11 plan.
About Ryze Renewables
Ryze Renewables II, LLC and Ryze Renewables Las Vegas, LLC were
formed in 2017 in connection with the planned repurposing of an
existing biofuels refinery located in Las Vegas, Nevada that, once
complete, will have the capacity to produce 7,500 barrels of
renewable diesel per day by converting non-edible renewable and
waste feedstocks to premium low-carbon fuels.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10289) on March 9,
2023. In the petition signed by Klaus Gerber as chief
restructuring officer, the Debtor disclosed up to $100 million to
$500 million in both assets and liabilities.
Judge Mary F. Walrath oversees the case.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as legal
counsel; Paul, Weiss, Rifkind, Wharton, & Garrison LLP as
restructuring counsel, Stinson LLP as special construction counsel,
Alvarez & Marsal North America, LLC as CRO provider, Guggenheim
Partners, LLC as investment banker, and Stretto as notice, claims &
balloting agent and administrative advisor.
SANUWAVE HEALTH: Estimates $6.6M to $6.8M Fourth Quarter Revenues
-----------------------------------------------------------------
SANUWAVE Health, Inc. announced that revenues for the fourth
quarter of 2023 are expected to be in the range of $6.6 to $6.8
million, an increase of 20% to 24% over Q4 2022. Fiscal year 2023
revenues are expected to be in the range of $20.0 million to $20.2
million, an increase of 19% to 20% over the fiscal year ended
2022.
"Q4 2023 was a record quarter of revenue for SANUWAVE driven by
strength in the UltraMist product line. Consumables and in
particular system sales saw accelerating growth as production
constraints were overcome," said CEO Morgan Frank. "We're
extremely pleased to have shown this level of growth year on year
up against what had previously been the best quarter in SANUWAVE
history in Q4 2022 and look forward to carrying this success on
into 2024. The Company plans to release its full Q4 and annual
results in late March and we look forward to speaking with you then
to give you a more complete update on our quarterly and yearly
performance and our future plans and guidance."
The preliminary revenue results are based on management's initial
analysis of the fourth quarter ended Dec. 31, 2023, and may be
subject to adjustments based on the Company's completion of its
year-end financial close process.
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.
SKILLS ACADEMY: Seeks Cash Collateral Access
--------------------------------------------
Skills Academy Vocational Center, LLC asks the U.S. Bankruptcy
Court for the District of Colorado for authority to use cash
collateral and provide adequate protection to the secured creditor,
the United States Small Business Administration.
The Debtor requires the use of cash collateral to operate and
function. Specifically, Skills Academy must make payroll twice
every month. Skills Academy must pay approximately $55,000 in wages
and approximately $1,400 in related expenses or taxes monthly.
The Debtor owes the SBA approximately $65,000. The amount owed to
the SBA is secured by a pledge to the SBA of Skill Academy's
assets.
The Debtor will provide the following adequate protection to the
SBA for the use of the cash collateral:
a. Replacement liens to the SBA, post-petition, to the same extent
and priority as pre-petition and to the extent that using cash
collateral decreases the SBA's interest in the cash collateral per
Section 361(2).
b. The Debtor will make monthly payments to the SBA of $360
commencing in January 2024.
c. Skills Academy will maintain adequate insurance coverage on all
its property.
d. Skills Academy will provide the SBA with the Debtor's monthly
operating reports forthwith after they are filed with the Court.
e. Skills Academy will only use cash collateral per the budget,
subject to a deviation on a line item expense not to exceed ten
percent, so long as the total expenses do not exceed ten percent of
the total budget.
f. Skills Academy will pay its postpetition taxes.
g. Skills Academy will maintain in good repair all collateral in
which the SBA has an interest.
h. Skills Academy will pay arrearages to the SBA in a lump sum on
the Effective Date as defined in the to-be-filed Plan of
Reorganization.
i. Skills Academy consents to the receipt of monthly loan
statements from the SBA.
The cash collateral of approximately $42,000 does not exceed the
$61,300 owed to the SBA, so any other secured creditors have no
interest in the Debtor's cash collateral, which can only secure the
SBA as the first priority secured creditor.
A copy of the motion is available at https://urlcurt.com/u?l=xhku77
from PacerMonitor.com.
About Skills Academy Vocational Center, LLC
Skills Academy Vocational Center, LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No.
24-10155-TBM) on January 12, 2024. In the petition signed by Randee
Van Ness, president, the Debtor disclosed up to $500,000 in assets
and up to $1 million in liabilities.
Jeffrey A. Weinman, Esq., at Allen Vellone Wolf Helfrich & Factor,
P.C., represents the Debtor as legal counsel.
SMILEDIRECTCLUB INC: Served With WARN Act Suit After Failed Sale
----------------------------------------------------------------
Alex Wittenberg of Law360 reports that a SmileDirectClub worker who
was fired after the company failed to sell its business in Chapter
11 sued the now-defunct dental-technology firm in a proposed class
action filed in Texas bankruptcy court Monday, alleging SmileDirect
violated federal law by terminating its employees without adequate
notice.
About SmileDirectClub Inc.
SmileDirectClub, Inc. (Nasdaq: SDC) --
http://www.SmileDirectClub.com/-- is an oral care company and
creator of the first medtech platform for teeth straightening.
Through its cutting-edge telehealth technology and vertically
integrated model, SmileDirectClub is revolutionizing the oral care
industry. Its mission is to democratize access to a smile each and
every person loves by making it affordable and convenient for
everyone. SmileDirectClub is headquartered in Nashville,
Tennessee.
SmileDirectClub and its affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
23-90786) on Sept. 29, 2023. In the petition signed by its chief
financial officer, Troy Crawford, SmileDirectClub disclosed
$498,712,000 in assets and $1,051,823,000 in liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International, LLP as general bankruptcy counsel; Jackson Walker,
LLP, as local bankruptcy counsel; Centerview Partners, LLC as
financial advisor and investment banker; FTI Consulting, Inc., as
restructuring advisor; and Kroll Restructuring Administration, LLC,
as notice and claims agent.
SOLIMANO FRAMING: Brian Shapiro Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 17 appointed Brian Shapiro as
Subchapter V trustee for Solimano Framing Group LLC.
Mr. Shapiro will be paid an hourly fee of $595 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Shapiro 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 Shapiro
510 S. 8th Street
Las Vegas, NV 89101
Phone: (702) 386-8600
Email: brian@trusteeshapiro.com
About Solimano Framing Group
Solimano Framing Group LLC, sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-10079) on
January 9, 2024, with $500,000 to $1 million in assets and $1
million to $10 million in liabilities. Atilio Solimano, Jr.,
co-managing member, signed the petition.
Judge August B. Landis oversees the case.
Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC represents the
Debtor as legal counsel.
SORRENTO: Latham Denies Texas Judge Scandal Fees Exploitation
-------------------------------------------------------------
Ryan Boysen of Law360 reports that Latham & Watkins LLP has fired
back against accusations it knowingly exploited an improper
relationship between a Texas judge and an attorney to inflate its
fees during the bankruptcy of Sorrento Therapeutics Inc., claiming
the firm had absolutely no knowledge of the headline-grabbing
ethics scandal before the news broke last fall.
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 originally oversaw 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.
STAFFING 360: Raises Going Concern Doubt
----------------------------------------
Staffing 360 Solutions, Inc. disclosed in a Form 10-Q Report filed
with the U.S. Securities and Exchange Commission for the quarterly
period ended September 30, 2023, that substantial doubt exists
about its ability to continue as a going concern.
The Company has an unsecured payment due in the next 12 months
associated with a historical acquisition and secured current debt
arrangements representing approximately $8,469 which are in excess
of cash and cash equivalents on hand, in addition to funding
operational growth requirements.
"Historically, we have funded such payments either through cash
flow from operations or the raising of capital through additional
debt or equity. If we are unable to obtain additional capital, such
payments may not be made on time. These factors raise substantial
doubt as to our ability to continue as a going concern," the
Company explained.
The Company's negative working capital and liquidity position
combined with the uncertainty generated by the economic reaction to
COVID-19 and its ongoing effects contribute to the substantial
doubt about the Company's ability to continue as a going concern.
For the three months ended September 30, 2023, the Company reported
a net loss of $4,255,000 on $63,467,000 of revenue compared to a
net income of $1,032,000 on $66,120,000 of revenue for the three
months ended October 1, 2022.
For the nine months ended September 30, 2023, the Company reported
a net loss of $9,989,000 on $188,650,000 of revenue compared to a
net loss of $3,556,000 on $175,066,000 of revenue for the nine
months ended October 1, 2022.
As of September 30, 2023, the Company had $80,555,000 in total
assets, $72,021,000 in total liabilities, and $8,534,000 in total
stockholders' equity.
A full-text copy of the report is available at
http://tinyurl.com/3j3bknbt
About Staffing 360 Solutions
New York, NY-based Staffing 360 Solutions, Inc. was incorporated in
the State of Nevada on December 22, 2009, as Golden Fork
Corporation, which changed its name to Staffing 360 Solutions,
Inc., ticker symbol "STAF," on March 16, 2012. STAF is a
high-growth international staffing company engaged in the
acquisition of U.S. and U.K. based staffing companies. As part of
its consolidation model, the Company pursues a broad spectrum of
staffing companies supporting primarily the Professional and
Commercial Business Streams. The model is based on finding and
acquiring suitable, mature, profitable, operating, domestic and
international staffing companies focused specifically on the
accounting and finance, information technology, engineering,
administration and light industrial disciplines.
STRATEGIC MATERIALS: $23MM DIP Loan Wins Final Court Approval
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Strategic Materials, Inc. and its
affiliated debtors to use cash collateral and obtain postpetition
financing, on a final basis.
The Debtors are permitted to obtain senior secured postpetition
obligations on a superpriority basis in respect of a superpriority
senior secured priming debtor-in-possession term loan facility
consisting of:
(i) new money term loans in an aggregate principal amount of
$23 million made in a single borrowing on the Closing Date, which
were provided by members of an ad hoc group of Prepetition First
Lien Lenders and Prepetition Superpriority Lenders represented by
Arnold & Porter Kaye Scholer LLP; and
(ii) loans representing a "roll up" of the Prepetition
Superpriority Loans on the terms and conditions substantially in
the form annexed to the Motion dated as of December 6, 2023, by and
among (w) Strategic Materials Holding Corp., a Delaware
corporation, as borrower; (x) SMI Group Acquisitions, Inc., a
Delaware corporation; (y) Acquiom Agency Services LLC and Seaport
Loan Products LLC, as co-administrative agents and collateral
agent; and (z) each member of the First Lien Lender Group that
provided a portion of the New Money DIP Commitments (and/or holds
DIP Roll-Up Loans), in its capacity as a lender under the DIP
Facility, together with its successors and permitted assigns in
such capacity, and the DIP Facility will continue to be fully and
unconditionally guaranteed by (i) Holdings, (ii) each of the
Borrower's domestic subsidiaries, including its subsidiaries that
are Debtors, each as a debtor and debtor-in-possession, and (iii)
the Borrower's subsidiary organized under the laws of Mexico.
Under the Superpriority Secured Credit Agreement, dated September
15, 2023, the Debtor obtained a term loan facility of $27.5
million. Acquiom Agency Services LLC and Seaport Loan Products LLC
serve as co-administrative agents under the Agreement. As of the
Petition Date, an aggregate principal amount of $27.5 million
remained outstanding.
Under the Prepetition First Lien Credit Agreement, dated November
1, 2017, the Debtors obtained term loans of $256.1 million and
revolving credit commitments of $40 million. Acquiom Agency
Services LLC and Seaport Loan Products LLC serve as
co-administrative agents. As of the Petition Date, an aggregate
principal amount of $285 million, plus all accrued and unpaid
interest thereon and any additional fees and expenses, remained
outstanding.
Under the 1.5 Lien Credit Agreement, dated September 22, 2022, the
Debtors obtained a $10 million term loan facility. Alter Domus (US)
LLC serves as administrative agents under the Prepetition 1.5 Lien
Credit Agreement. As of the Petition Date, an aggregate principal
amount of $11 million remained outstanding.
Under a Prepetition Second Lien Credit Agreement dated November 1,
2017, the Debtor obtained a term loan facility of $80 million from
a consortium of lenders, with Acquiom Agency Services LLC and
Seaport Loan Products LLC as co-administrative agents. As of the
Petition Date, an aggregate principal amount of $80 million
remained pending.
As adequate protection for the use of cash collateral, the
Prepetition First Lien Secured Parties are granted a senior
perfected replacement lien on all Prepetition Collateral.
To the extent of Diminution in Value, the Prepetition First Lien
Secured Parties are further granted an allowed superpriority
administrative claim.
A copy of the order is available from
https://urlcurt.com/u?l=1Nugot from PacerMonitor.com.
About Strategic Materials
With over a 125-year history, Strategic Materials, Inc. --
http://www.smi.com/-- is North America's most comprehensive glass
recycler, with nearly 50 locations in the United States, Canada,
and Mexico. The company continues to be focused on passionate
advocacy, operational excellence, and collaborative partnership.
SMI is a trusted partner to cleaner, more efficient glass
production, providing customers and suppliers with economical and
environmentally viable products and solutions for reuse of waste
streams.
Strategic Materials and 15 affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 23-90907) on Dec. 4, 2023.
SMI estimated assets of $100 million to $500 million and debt of
$500 million to $1 billion as of the bankruptcy filing.
The Hon. Christopher M. Lopez is the case judge.
Strategic Materials is being advised by Moelis & Company, LLC as
investment banker, Alvarez & Marsal, as restructuring advisor, and
Vinson & Elkins LLP and Wachtell, Lipton, Rosen & Katz as legal
counsel. Kroll is the claims agent.
Arnold & Porter Kaye Scholer LLP represents an ad hoc group of
Prepetition First Lien Lenders and Prepetition Superpriority
Lenders.
STREAM TV: William Homony Named Chapter 11 Trustee
--------------------------------------------------
Andrew Vara, the U.S. Trustee for Region 3, appointed William
Homony of Miller Coffey Tate, LLP as Chapter 11 trustee for Stream
TV Networks, Inc. and Technovative Media, Inc.
The appointment was made pursuant to the order of the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania on Jan.
5, directing the U.S. Trustee to appoint a Chapter 11 trustee in
the Debtor's case.
The Chapter 11 trustee bond is initially set at $41,000. The bond
may require adjustment as the trustee collects and liquidates
assets of the estate, and the trustee is directed to inform the
Office of the United States Trustee when changes to the bond amount
are required or made.
A copy of the appointment is available for free at
https://urlcurt.com/u?l=jhWFfs from PacerMonitor.com.
The Chapter 11 trustee can be reached at:
William A. Homony, CIRA
Miller Coffey Tate LLP
1628 John F. Kennedy Boulevard
Suite 950
Philadelphia, PA 19103
Email: bhomony@mctllp.com
About Stream TV Networks
Stream TV Networks, Inc. develops technology intended to display
three-dimensional content without the use of 3D glasses. The
company is based in Philadelphia, Pa.
Stream TV Networks and its affiliate, Technovative Media, Inc.,
filed Chapter 11 petitions (Bankr. E.D. Penn. Lead Case No.
23-10763) on March 15, 2023. In the petition filed by Mathu Rajan,
as director, Stream TV Networks reported assets between $500
million and $1 billion and estimated liabilities between $10
million and $50 million.
Judge Magdeline D. Coleman oversees the cases.
The Debtors are represented by Rafael X. Zahralddin-Aravena, Esq.,
at Lewis Brisbois Bisgaard & Smith.
TRINITY PLACE: Enters Into Recapitalization Transactions
--------------------------------------------------------
Trinity Place Holdings Inc. announced that, effective as of Jan. 5,
2024, the Company had entered into a stock purchase agreement with
the lender under its corporate credit facility and an affiliate of
such lender (the "Investor"), pursuant to which the Investor will
be issued 25,112,245 shares of common stock of the Company for a
purchase price of $0.30 per share in accordance with the terms and
conditions of the stock purchase agreement.
At the closing of the transactions contemplated by the stock
purchase agreement, the Company and the Investor will enter into a
joint venture agreement, pursuant to which the joint venture will
be appointed the initial manager of, and acquire a 5% interest in,
the joint venture, which joint venture will continue to own,
indirectly, all of the real property assets of the Company upon the
consummation of the transactions contemplated by the stock purchase
agreement and the joint venture agreement, and which joint venture
will initially hire a newly formed wholly-owned subsidiary of the
Company to act as asset manager for the joint venture for an annual
management fee. The Company expects that net proceeds from the
issuance of the shares to the Investor at the closing of the
transactions will be approximately $4.5 million.
Under the proposed transactions, the real estate assets and related
liabilities as well as the corporate credit facility will become
part of the joint venture, with the public company retaining the
substantial federal, state and local tax net operating losses, the
intellectual property and a 95% equity interest in the newly formed
joint venture. If consummated, the Company believes that the
transactions will allow for an improved structure for a new
investor to invest in the Company, which is less complex as a
result of the real estate assets and substantially all liabilities
being off-balance sheet. In addition, the parties have agreed to
certain provisions in the stock purchase agreement to accommodate
any new strategic partner that may invest in the Company.
The transactions are subject to various conditions and the Company
and the Investor have made certain covenants and agreements. In
addition, on Jan. 8, 2024, the Company filed a preliminary consent
solicitation statement with the SEC, and intends to file a
definitive consent solicitation statement and other relevant
materials with the SEC, pursuant to which the Company will solicit
the written consents of its stockholders to the proposals set forth
therein in accordance with the provisions of the stock purchase
agreement.
NYSE Communication
In addition, on Jan. 4, 2024, the Company received a letter from
the NYSE American LLC advising the Company that the NYSE American
had determined that the Company's securities had been selling for a
low price per share for a substantial period of time and, pursuant
to Section 1003(f)(v) of the Guide, the Company's continued listing
is predicated on it effecting a reverse stock split of its shares
of common stock or otherwise demonstrating sustained price
improvement by no later than July 4, 2024. The notice states that,
as a result of the foregoing, the Company has become subject to the
procedures and requirements of Section 1009 of the Guide, which
could, among other things, result in the initiation of delisting
proceedings, unless the Company cures the deficiency in a timely
manner. The NYSE American can also take accelerated delisting
action if the Common Stock trades at levels viewed to be abnormally
low.
The Notice has no immediate impact on the listing of the Company's
shares of common stock, par value $0.01 per share, which will
continue to be listed and traded on the NYSE American during the
period mentioned above, subject to the Company's compliance with
the other listing requirements of the NYSE American. The Common
Stock will continue to trade under the symbol "TPHS", but will have
an added designation of ".BC" to indicate the status of the Common
Stock as "below compliance". The Notice does not affect the
Company's ongoing business operations or its reporting requirements
with the SEC.
The Company intends to consider available options to regain
compliance with the requirements set forth in the Notice. No
decisions have been made at this time. There can be no assurance
that the Company will be able to achieve compliance with the NYSE
American's continued listing standards within the required time
frames.
About Trinity Place
Trinity Place Holdings Inc. is a real estate holding, investment,
development and asset management company. The Company's largest
asset is a property located at 77 Greenwich Street in Lower
Manhattan, which is nearing completion as a mixed-use project
consisting of a 90-unit residential condominium tower, retail space
and a New York City elementary school. The Company also owns a
105-unit, 12-story multi-family property located at 237 11th Street
in Brooklyn, New York as well as a property occupied by a retail
tenant in Paramus, New Jersey.
New York, New York-based BDO USA, LLP, the Company's auditor since
2003, issued a "going concern" qualification in its report dated
March 31, 2023, citing that the Company has loans with varying debt
maturities during the next 12 months for which there can be no
guarantee that the Company will be able to refinance or extend the
maturity dates of the loans. This condition raises substantial
doubt about the Company's ability to continue as a going concern.
"The Company's cash and cash equivalents will not be sufficient to
fund the Company's operations, debt service, amortization and
maturities and corporate expenses beyond the next few months,
unless we are able to both extend or refinance or otherwise resolve
our maturing debt and also raise additional capital or enter into a
strategic transaction, creating substantial doubt about our ability
to continue as a going concern. As of October 31, 2023, our cash
and cash equivalents totaled approximately $583,000," the Company
said in its Quarterly Report for the period ended Sept. 30, 2023.
TUPPERWARE BRANDS: No Longer in Compliance With NYSE Rules
----------------------------------------------------------
Tupperware Brands Corporation disclosed in a Form 8-K filed with
the Securities and Exchange Commission that it received written
notification from the New York Stock Exchange that the Company is
not in compliance with Section 302 of the NYSE Listed Company
Manual due to the Company's failure to hold an annual meeting for
the Company's fiscal year ended Dec. 31, 2022, by Dec. 31, 2023.
The Fiscal Year 2022 Annual Meeting was initially delayed due to
significant delays in the Company's audit and financial close
process in connection with the filing of the Company's Annual
Report on Form 10-K for the fiscal year ended Dec. 31, 2022. The
Company filed the 2022 Form 10-K on Oct. 13, 2023. Thereafter, the
Fiscal Year 2022 Annual Meeting was further delayed as a result of
the Company's efforts to retain a new independent auditor for the
Company's integrated audit of the fiscal year ended Dec. 30, 2023.
As previously disclosed in a Current Report on Form 8-K filed with
the U.S. Securities and Exchange Commission on Oct. 27, 2023, the
Company's former independent auditor informed the Company of its
decision to decline to stand for re-appointment as the Company's
registered public accounting firm. While the Company's independent
auditor evaluation and engagement process is ongoing, the Company
has decided to delay the Fiscal Year 2022 Annual Meeting until such
time as the Company's new independent auditor is appointed and an
auditor ratification proposal may be voted upon by the Company's
shareholders at the Fiscal Year 2022 Annual Meeting.
The Company said it is working to regain compliance with Section
302 of the NYSE Listed Company Manual as soon as practicable.
The Company will continue to be included in the list of NYSE
noncompliant issuers and the below compliance (".BC") indicator
will continue to be disseminated with the Company's ticker
symbol(s). The website posting and .BC indicator will be removed
when the Company has regained compliance with all applicable
continued listing standards.
Fiscal Year 2023 Quarterly Reports
and Annual Report
On April 3, 2023, the Company received a notice of noncompliance
from the NYSE as a result of the Company's failure to timely file
its 2022 Form 10-K, and subsequently, its Quarterly Reports on Form
10-Q for the first, second and third quarters of 2023. The Company
filed the 2022 Form 10-K on Oct. 13, 2023. However, given the time
needed to evaluate and engage a new independent registered public
accounting firm to serve as independent auditor for the fiscal year
ended Dec. 30, 2023, the Company continues to be delayed in filing
its 2023 Quarterly Reports on Form 10-Q. If the Company fails to
file its 2023 Quarterly Reports on Form 10-Q by March 31, 2024,
then the NYSE may commence suspension or delisting procedures.
NYSE Market Capitalization and Closing
Price Listing Standards
On June 1, 2023, the Company received written notification from the
NYSE that the Company no longer satisfied the continued listing
compliance standards set forth under Sections 802.01B and 802.01C
of the NYSE Listed Company Manual because (i) its 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. In accordance with NYSE
procedures, the Company submitted a business plan to the NYSE
demonstrating how the Company intended to regain compliance with
the standards within 18 months. On Aug. 1, 2023 the NYSE notified
the Company that it had regained compliance with the minimum stock
price standard of Section 802.01C of the NYSE Listed Company
Manual. Despite the Company having achieved average global market
capitalization of greater than $50 million with stockholders'
equity equal to $50 million over a consecutive 30 trading-day
period, however, the Company continues to be out of compliance with
the average global market capitalization standard of Section
802.01B of the NYSE Listed Company Manual, because the cure period
has not yet ended. The NYSE may, however, choose to shorten the
compliance period, if prior to the end of the 18-month cure period,
the Company's market capitalization is over $50 million with
stockholders' equity equal to $50 million for two consecutive
quarters. If the Company continues to maintain its 30 trading-day
market capitalization over $50 million with stockholders' equity
equal to $50 million through Feb. 1, 2024, the Company expects to
reach two consecutive quarters of compliance with the market
capitalization listing standard and become eligible to cure the
deficiency on an accelerated basis. If the Company fails to regain
compliance during the cure period, or if the Company fails to meet
material aspects of the business plan, then NYSE may commence
suspension or delisting procedures.
About Tupperware Brands
Tupperware Brands Corporation (NYSE: TUP) -- Tupperwarebrands.com
-- is a global consumer products company that designs innovative,
functional and environmentally responsible products. 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.
VBI VACCINES: Further Extends Forbearance With Lenders to Jan. 23
-----------------------------------------------------------------
VBI Vaccines Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that the Company along with its subsidiary
VBI Cda, as borrowers, and with K2 HealthVentures LLC and any other
lender from time-to-time party thereto, as lenders, agreed to
further extend the Forbearance Period through and including Jan.
23, subject to compliance by the Borrowers with the same terms and
conditions as set forth in the Forbearance Agreement.
On Nov. 13, 2023, the Borrowers entered into a forbearance
agreement with the Lenders pursuant to which the Lenders agreed to
forbear from exercising the Secured Parties' rights with respect to
the failure to meet the minimum Net Revenue (as defined in the Loan
Agreement) covenant for the measurement period ended Sept. 30,
2023, from Nov. 13, 2023, through and including Nov. 28, 2023,
subject to compliance by the Borrowers with certain terms and
conditions as set forth in the Forbearance Agreement.
Additionally, as previously disclosed, on Nov. 28, 2023, Dec. 12,
2023, and Dec. 26, 2023, effective as of the same dates, the
Borrowers and the Lenders agreed to extend the Forbearance Period
through and including Dec. 12, 2023, Dec. 26, 2023, and Jan. 9,
2024, respectively, subject to compliance by the Borrowers with the
same terms and conditions as set forth in the Forbearance
Agreement.
According to the Company, there is no assurance that the Company
will be able to meet the conditions set forth in the Forbearance
Agreement, which will result in a termination of the Forbearance
Period. In addition, the Forbearance Agreement is not a waiver by
K2HV of the Company's obligation to meet the covenants pursuant to
the Loan Agreement. Accordingly, K2HV may declare an Event of
Default after the end of the Forbearance Period, and there is no
assurance that the Company would be able to enter into another
forbearance agreement for any additional periods. Upon occurrence
and during the continuance of an Event of Default, K2HV is entitled
to declare all obligations under the Loan Agreement immediately due
and payable and to stop advancing money or extending credit under
the Loan Agreement, and the applicable rate of interest will be
increased by 5.00% per annum.
About VBI Vaccines
VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical
company driven by immunology in the pursuit of powerful prevention
and treatment of disease. Through its innovative approach to
virus-like particles ("VLPs"), including a proprietary enveloped
VLP ("eVLP") platform technology, VBI develops vaccine candidates
that mimic the natural presentation of viruses, designed to elicit
the innate power of the human immune system. VBI is committed to
targeting and overcoming significant infectious diseases, including
hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as
aggressive cancers including glioblastoma (GBM). VBI is
headquartered in Cambridge, Massachusetts, with research operations
in Ottawa, Canada, and a research and manufacturing site in
Rehovot, Israel.
VBI Vaccines reported a net loss of $113.30 million for the year
ended Dec. 31, 2022, a net loss of $69.75 million for the year
ended Dec. 31, 2021, a net loss of $46.23 million for the year
ended Dec. 31, 2020, a net loss of $54.81 million for the year
ended Dec. 31, 2019, and a net loss of $63.60 million for the year
ended Dec. 31, 2018.
Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated March 13, 2023, citing that the Company faces several risks,
including but not limited to, uncertainties regarding the success
of the development and commercialization of its products, demand
and market acceptance of the Company's products, and reliance on
major customers. The Company anticipates that it will continue to
incur significant operating costs and losses in connection with the
development and commercialization of its products. The Company has
an accumulated deficit as of Dec. 31, 2022 and cash outflows from
operating activities for the year-ended Dec. 31, 2022 and, as such,
will require significant additional funds to conduct clinical and
non-clinical trials, commercially launch its products, and achieve
regulatory approvals that raise substantial doubt about its ability
to continue as a going concern.
VICTORY CLEANING: Robbin Messerli Named Subchapter V Trustee
------------------------------------------------------------
The Acting U.S. Trustee for Region 13 appointed Robbin Messerli as
Subchapter V trustee for Victory Cleaning Systems, Inc.
Mr. Messerli will be paid an hourly fee of $250 for his services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Messerli declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Robbin L. Messerli
6917 Tomahawk RD
P.O Box 8686
Prairie Village, KS 66208-2618
Phone: 913.662.3524
Email: rob.messerli@gunrockvp.com
About Victory Cleaning Systems
Victory Cleaning Systems, Inc. filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. W.D. Mo. Case No.
24-40010) on Jan. 5, 2024, with $100,001 to $500,000 in both assets
and liabilities.
Judge Cynthia A. Norton oversees the case.
Ryan A. Blay, Esq., at Wm Law represents the Debtor as bankruptcy
counsel.
VIVAKOR INC: Hikes Authorized Capital Stock to 215 Million
----------------------------------------------------------
Vivakor, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that in accordance with the approval of the
holders of a majority in interest of the Company's outstanding
shares delivered at the Special Meeting of the Company's
Shareholders held on Nov. 10, 2023, it filed a Certificate of
Amendment to the Company's Amended and Restated Articles of
Incorporation, as amended, with the Secretary of State of the State
of Nevada effecting (i) the increase of the number of shares of
capital stock the Company is authorized to issue to 215,000,000,
comprised of 200,000,000 shares of common stock, par value $0.001
per share, and 15,000,000 shares of preferred stock, par value
$0.001 per share, and (ii) certain changes to the federal forum
selection provisions contained therein.
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc. is an operator, acquirer and
developer of technologies and assets in the oil and gas industry,
as well as, related environmental solutions. Currently, the
Company's efforts are primarily focused on operating crude oil
gathering, storage and transportation facilities, as well as
contaminated soil remediation services.
Vivakor reported a net loss attributable to the Company of $19.44
million in 2022, a net loss attributable to the company of $5.48
million in 2021, a net loss attributable to the company of $2.18
million in 2020. As of Sept. 30, 2023, the Company had $76.12
million in total assets, $52.21 million in total liabilities, and
$23.90 million in total stockholders' equity.
in its Quarterly Report for the period ended Sept. 30, 2023, the
Company said there is substantial doubt about its ability to
continue as a going concern. The Company has historically suffered
net losses and cumulative negative cash flows from operations, and
as of September 30, 2023, it had an accumulated deficit of
approximately $62.1 million. As of September 30, 2023, and
December 31, 2022, the Company had a working capital deficit of
approximately $19 million and $3.7 million, respectively.
Subsequent to September 30, 2023, $10 million of the working
capital deficit was paid with an issuance of common stock. As of
September 30, 2023, Company had cash of approximately $1.2 million.
In addition, the Company has obligations to pay approximately
$14.4 million (of which approximately $10 million was satisfied
through the issuance of the Company's common stock under the terms
of the debt subsequent to September 30, 2023) of debt in cash
within one year of the issuance of these financial statements. The
Company's CEO has also committed to provide credit support through
December 2024, as necessary, for an amount up to $8 million to
provide the Company sufficient cash resources, if required, to
execute its plans for the next twelve months. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern. The Company believes the liquid assets and CEO
commitment give it adequate working capital to finance its
day-to-day operations for at least 12 months through November 2024.
ZIGI USA: Court OKs Cash Collateral Access Thru Feb 2
-----------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized Zigi USA, LLC to use cash collateral, on an interim
basis, in accordance with the budget, through February 2, 2024.
The Debtor requires the use of cash collateral to continue to
operate its businesses in the ordinary course, pay wages, maintain
business relationships with customers, vendors and suppliers, make
payroll, pay professionals, make adequate protection payments and
to generally conduct its business affairs.
Pursuant to the Prepetition Factoring Agreement dated as of August
6, 2019 by and between Zigi and CIT, among other things, (i) the
Debtor sold and assigned to CIT, and CIT purchased as absolute
owner, the Debtor's accounts arising prior to the commencement of
the Bankruptcy Case, which transactions were valid and true
purchases and sales of the Prepetition Accounts, and (ii) CIT made
loans, advances, and other financial accommodations to the Debtor
pursuant to the Prepetition Factoring Facility.
As of the Petition Date, the Debtor was indebted to the Prepetition
Factor, in respect of advances against the purchase price owed by
CIT to the Debtor on Prepetition Accounts and/or other loans made
in the aggregate principal amount under the Prepetition Factoring
Facility of not less than $2.2 million.
CIT is willing to continue to provide accommodations to the Debtor
pursuant to the Prepetition Factoring Facility only upon the terms
of the Prepetition Factoring Facility and the Order.
CIT is willing to consent to the Debtor's use of the Prepetition
Collateral and cash collateral, only upon the terms of the
Prepetition Factoring Facility and the Order.
The Debtor is authorized to assume the Prepetition Factoring
Facility, to sell the Postpetition Accounts to CIT, which sales are
deemed to be valid and true purchases and sales thereof, and to
obtain advances, loans and other financial accommodations from, and
incur secured indebtedness and obligations to, CIT, and use cash
collateral, pursuant to the provisions of the Prepetition Factoring
Facility and the Order.
As security for the DIP Factoring Obligations, CIT is granted
valid, binding, and enforceable postpetition liens on and security
interests in all of the Debtor's presently owned or hereafter
acquired property and assets.
As adequate protection for any postpetition diminution in the value
of CIT's interests in the Prepetition Collateral caused by the
entry of the Order, the Debtor's use of the Prepetition Collateral
or cash collateral, or by the imposition of the automatic stay, CIT
is granted valid, binding, and enforceable postpetition liens on
and security interests in the DIP Collateral, junior in priority
only to (the following, in order of priority) (1) the Carve-Out and
(2) the DIP Factoring Liens.
As additional adequate protection, CIT is granted a postpetition
claim against the Debtor's estate, which will be an allowed
superpriority administrative expense of the Debtor's estate as and
to the extent provided in 11 U.S.C. section 507(b), which will have
priority in payment over any other indebtedness and/or obligations
now in existence or incurred hereafter by the Debtor and over all
administrative expenses or charges against or rights in property
arising in the Debtor's Bankruptcy Case whether under Chapter 11 or
Chapter 7 of the Bankruptcy Code.
As further adequate protection, the Prepetition Factor will
continue to collect and/or net out customary charges, including
interest, as well as inventory loan repayments in the amount of
$50,000 per week as reflected in the Budget.
A final hearing on the matter is set for February 1 at 10 a.m.
A copy of the order is available at https://urlcurt.com/u?l=YY0bJa
from PacerMonitor.com.
About Zigi USA
Zigi USA, LLC specializes in the wholesale sale of women's
footwear. The company is based in New York, N.Y.
Zigi USA filed Chapter 11 petition (Bankr. S.D. N.Y. Case No.
23-12102) on Dec. 31, 2023, with $10 million to $50 million in both
assets and liabilities.
Judge David S. Jones oversees the case.
Jacobs P.C. and FIA Capital Partners, LLC are the Debtor's legal
counsel and restructuring advisor, respectively. David Goldwasser
of FIA serves as the Debtor's chief restructuring officer.
ZOLLEGE PBC: Saratoga Marks $16.4MM Loan at 16% Off
---------------------------------------------------
Saratoga Investment Corp. has marked its $16,409,153 loan extended
to Zollege PBC to market at 13,782,048 or 84% of the outstanding
amount, as of November 30, 2023, according to a disclosure
contained in Saratoga Investment's Form 10-Q the quarterly period
ended November 30, 2023, filed with the U.S. Securities and
Exchange Commission.
Saratoga is a participant in a First Lien Term Loan (3M USD TERM
SOFR+7%, 2% PIK) to Zollege PBC. The loan accrues interest at a
rate of 14.37% per annum. The loan matures on May 11, 2026.
A full-text copy of the report is available at
http://tinyurl.com/26tbkb84
Saratoga Investment Corp is a non-diversified closed-end management
investment company incorporated in Maryland that has elected to be
treated and is regulated as a business development company ("BDC")
under the Investment Company Act of 1940, as amended.
Saratoga Investment Corp. may be reached at:
Christian L. Oberbeck
Chief Executive Officer
Henri J. Steenkamp
Chief Financial Officer and
Chief Compliance Officer
SARATOGA INVESTMENT CORP.
535 Madison Avenue
New York, NY 10022
Tel: (212) 906-7800
Zollege PBC operates as a tech-enabled apprenticeship and education
company that offers vocational training programs such as dental
assistant, medical assistant, nurse, software developer, and
cybersecurity specialist programs.
ZOLLEGE PBC: Saratoga Marks $939,000 Loan at 16% Off
----------------------------------------------------
Saratoga Investment Corp. has marked its $939,109 loan extended to
Zollege PBC to market at $788,758 or 84% of the outstanding amount,
as of November 30, 2023, according to a disclosure contained in
Saratoga Investment's Form 10-Q the quarterly period ended November
30, 2023, filed with the U.S. Securities and Exchange Commission.
Saratoga is a participant in a Delayed Draw Term Loan (3M USD TERM
SOFR+7%, 2% PIK) to Zollege PBC. The loan accrues interest at a
rate of 14.37% per annum. The loan matures on May 11, 2026.
A full-text copy of the report is available at
http://tinyurl.com/26tbkb84
Saratoga Investment Corp is a non-diversified closed-end management
investment company incorporated in Maryland that has elected to be
treated and is regulated as a business development company under
the Investment Company Act of 1940, as amended.
Saratoga Investment Corp. may be reached at:
Christian L. Oberbeck
Chief Executive Officer
Henri J. Steenkamp
Chief Financial Officer and
Chief Compliance Officer
SARATOGA INVESTMENT CORP.
535 Madison Avenue
New York, NY 10022
Tel: (212) 906-7800
Zollege PBC operates as a tech-enabled apprenticeship and education
company that offers vocational training programs such as dental
assistant, medical assistant, nurse, software developer, and
cybersecurity specialist programs.
[*] Commercial Chapter 11 Bankruptcy FIlings Rose 72% in 2023
-------------------------------------------------------------
Commercial chapter 11 filings increased 72 percent to 6,569 in
calendar year 2023 from the previous year's total of 3,819,
according to data provided by Epiq AACER, the leading provider of
U.S. bankruptcy filing data.
Overall commercial filings increased 19 percent to 25,627 from the
21,479 registered the previous year. Subchapter V elections within
chapter 11 also experienced a substantial increase in calendar year
2023, as the 1,939 filings represented a 45 percent increase from
the 1,334 recorded in 2022.
Total bankruptcy filings in calendar year 2023 were 445,186, an 18
percent increase from the 378,390 registered during calendar year
2022. While representing a substantial year-over-year increase,
total bankruptcy filings remain lower than the pre-pandemic total
of 757,816 recorded in CY2019.
"As anticipated, we saw new filings in 2023 increase momentum over
2022 with a significant number of commercial filers leading the
expected increase and normalization back to pre-pandemic bankruptcy
volumes," said Michael Hunter, Vice President of Epiq AACER. "We
expect the increase in number of consumer and commercial filers
seeking bankruptcy protection to continue in 2024 given the runoff
of pandemic stimulus, increased cost of funds, higher interest
rates, rising delinquency rates, and near historic levels of
household debt."
Overall consumer filing totals for calendar year 2023 were 419,559,
representing an 18 percent increase from the 356,911 consumer
filings the previous year. The 175,964 consumer chapter 13
bankruptcy filings during calendar year 2023 also registered an 18
percent increase over 2022’s total of 149,069. Consumer chapter 7
filings increased 17 percent in CY2023 to 242,936 from 207,188
filings the previous year.
"Though still below pre-pandemic figures, bankruptcies in all
filing categories climbed last year amid the evaporation of
pandemic emergency responses, increased interest rates and tougher
lending standards," said ABI Executive Director Amy Quackenboss.
"As interest rates remain elevated, increasing geopolitical
tensions weigh on global supply chains and debt loads continue to
grow, struggling businesses and families can turn to the proven
process of bankruptcy for a financial fresh start."
In partnership with Epiq, an abiLIVE webinar at 2:30 p.m. ET, Jan.
9 will feature experts looking at CY2023 filing trends and
providing their thoughts on what could happen with bankruptcies in
the year ahead. Speakers on the program include Michael Hunter of
Epiq AACER (Jacksonville, Fla.), Lindsay Zahradka Milne of
Bernstein, Shur, Sawyer & Nelson, P.A. (Portland, Maine) and ABI's
Ed Flynn (Alexandria, Va.). Deirdre O’Connor of Epiq (New York)
will serve as moderator for the program. Click here for a
complimentary registration.
Total bankruptcy filings were 34,447 in December 2023, a 16 percent
increase from the December 2022 total of 29,654. The consumer
bankruptcy filing total of 32,390 also represented a 16 percent
increase from the 27,917 consumer filings in December 2022. Overall
commercial filings increased 18 percent in December 2023, as the
2,057 filings were up from the 1,737 commercial filings registered
in December 2022. The 503 commercial chapter 11 filings in December
represented a 54 percent increase from the 326 filings in December
2022. Subchapter V elections within chapter 11 experienced a 77
percent increase, from 114 in December 2022 to 202 in December
2023.
ABI has partnered with Epiq AACER to provide the most current
bankruptcy filing data for analysts, researchers, and members of
the news media. Epiq AACER is the leading provider of data,
technology, and services for companies operating in the business of
bankruptcy. Its Bankruptcy Analytics subscription service provides
on-demand access to the industry’s most dynamic bankruptcy data,
updated daily. Learn more at
https://bankruptcy.epiqglobal.com/analytics.
*********
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
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then-ending.
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