/raid1/www/Hosts/bankrupt/TCR_Public/240229.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, February 29, 2024, Vol. 28, No. 59
Headlines
301 W NORTH AVENUE: Voluntary Chapter 11 Case Summary
AC PLUS MARINE: Files Emergency Bid to Use Cash Collateral
ACTUARIAL ESTATE: Case Summary & Six Unsecured Creditors
AEMETIS INC: AllianceBernstein Ceases Ownership of Common Shares
AEMETIS INC: Encompass Capital, Todd Kantor Report 4.43% Stake
AGILITI HEALTH: Moody's Puts 'B1' CFR on Review for Downgrade
AVINGER INC: Armistice Capital, Steven Boyd Report 4.99% Stake
AVS MEZZ: Motcomb Estates to Sell Assets on March 7
AY PHASE II: DBD to Sell 100% Class B Interest on April 30
B-1208 PINE: Wins Cash Collateral Access on Final Basis
B.I.C. DESIGN: Files Emergency Bid to Use Cash Collateral
BETTER DAY: Affiliate Files Emergency Bid to Use Cash Collateral
BIOLASE INC: Anson Funds Management, 5 Others Report 8.1% Stake
CAREISMATIC BRANDS: Seeks to Tap Kobre & Kim as Special Counsel
CAREISMATIC BRANDS: Seeks to Tap McDonald Hopkins as Counsel
CARROLS CORP: Chapter 15 Case Summary
CARROLS LLC: Chapter 15 Case Summary
CELL-NIQUE CORP: U.S. Trustee Appoints Stephen Ferraro as Examiner
CHALLENGE MULTIFAMILY: Court OKs Cash Access on Final Basis
CHICKEN SOUP: HPS Investment Partners Holds 4.1% Class A Shares
CHICKEN SOUP: Receives New Deficiency Notice From Nasdaq
CLEARWATER PAPER: S&P Affirms 'BB-' ICR, Alters Outlook to Stable
CNX RESOURCES: Fitch Gives BB+ Rating on New 8-Yr. Unsecured Notes
COMMUNITY HEALTH: Eversept Entities Disclose Equity Stakes
CROSSED INDUSTRIES: Unsecureds to Split $24K in Consensual Plan
CUMULUS MEDIA: S&P Downgrades ICR to 'CC', Outlook Negative
CUPCAKE QUILTS: Court OKS Cash Collateral Access Thru May 21
D AND J'S: Files Emergency Bid to Use Cash Collateral
DELCATH SYSTEMS: Biotechnology Value Fund, 9 Others Report Stakes
DELCATH SYSTEMS: COO, Director to Retire
DISKIN SYSTEMS: Files Emergency Bid to Use Cash Collateral
DIVERSIFIED HEALTHCARE: The Vanguard Group Holds 8.35% Stake
DODD DRILLING: Seeks Cash Collateral Access
ECHOSTAR CORP: Renaissance Entities Hold 5.17% Class A Shares
ECHOSTAR CORP: Steven Tananbaum, 2 Others Hold 2.2% Class A Shares
EDGEMONT FARMS: Case Summary & Four Unsecured Creditors
ELWOOD ENERGY: S&P Affirms 'CCC+' Rating on Senior Secured Debt
EMERGENT BIOSOLUTIONS: The Vanguard Group Holds 5.73% Stake
ENVIVA INC: Moody's Lowers CFR to Ca & Alters Outlook to Negative
FAT DADDY: Wins Cash Collateral Access Thru April 16
FLO-BACK EQUIPMENT: Chapter 15 Case Summary
FLOREZ GROUP: Seeks Cash Collateral Access
GENWORTH FINANCIAL: S&P Affirms 'BB-' LT ICR, Outlook Stable
GILLIAM CONSTRUCTION: Court OKs Interim Cash Collateral Access
GOODLIFE PHYSICAL: Court OKs Deal on Cash Access Thru May 15
GROM SOCIAL: Ionic Ventures, 3 Others Acquire 7.8% Equity Stake
HAGA-MOF LLC: Voluntary Chapter 11 Case Summary
HARBOR CUSTOM: Court OKs Cash Collateral Access on Final Basis
HELIUS MEDICAL: Columbus Capital Management Reports 9.9% Stake
HELIX ENERGY: The Vanguard Group Holds 8.77% Stake
IAMGOLD CORP: Completes Acquisition of Vanstar Mining
IAMGOLD CORP: Implements Squeeze-Out for Euro Resources Shares
IBIO INC: The Vanguard Group Reports 0.23% Equity Stake
INFINERA CORP: The Vanguard Group Holds 10.91% Equity Stake
INSPIREMD INC: Nantahala Capital, Two Others Report 9.9% Stake
INSPIREMD INC: OrbiMed Entities Disclose Equity Stakes
INSPIREMD INC: Rosalind Advisors, 4 Others Disclose Equity Stakes
INTELLIPHARMACEUTICS: Armistice, Steven Boyd No Longer Hold Shares
INVITAE CORP: Court Okays Sell-Down Protocols for Trading Claims
JCS HOSPITALITY: Court OKs Interim Cash Collateral Access
JETASAP LLC: Unsecured Creditors to Split $230K in Plan
JL TEXAS PALLETS: Case Summary & 20 Largest Unsecured Creditors
KENNESAW FALLS: Lender Seeks to Prohibit Cash Collateral Access
LEGACY-XSPIRE HOLDINGS: Court OKs Interim Cash Collateral Access
LIVEONE INC: Rho Ventures, 8 Others Report Equity Stake
LOCAL GYM: Seeks to Use Cash Collateral
LOGANSPORT MACHINE: Court OKs Cash Collateral Access on Final Basis
LUMEN TECHNOLOGIES: The Vanguard Group Holds 11.73% Equity Stake
MAG DS CORP: Moody's Affirms 'B3' CFR, Outlook Stable
MAGNA SERVICE: Court OKs Cash Collateral Access Thru May 15
MICHIGAN MEDICAL: Ongoing Operations to Fund Plan
MOBIQUITY TECHNOLOGIES: Walleye Entities Cease Ownership of Shares
MOVING & STORAGE: Wins Interim Cash Collateral Access
NABORS INDUSTRIES: The Vanguard Group Holds 8.23% Equity Stake
NANO MAGIC: Ronald Berman, 6 Others Disclose Equity Stake
NATIVE WASHINGTONIAN: Case Summary & Six Unsecured Creditors
NEILLY'S FOOD: Lender Seeks to Prohibit Cash Collateral Access
NEWELL BRANDS: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
NORTH CAROLINA: Files Emergency Bid to Use Cash Collateral
NORTHERN HOSPITAL: Moody's Lowers Revenue Bond Rating to B1
OIL STATES: The Vanguard Group Holds 6.71% Equity Stake
ONE DREAM: Creditors to Get Proceeds From Liquidation
OUTFRONT MEDIA: The Vanguard Group Holds 14.18% Equity Stake
PANCAKES OF HAWAII: Unsecured Creditors to Split $325K in Plan
PANDORA MARKETING: Continues to Serve Customers During Chapter 11
PARTNERSHIP 3: Seeks Cash Collateral Access
PGT INNOVATIONS: S&P Retains 'B+' ICR on CreditWatch Positive
PINNACLE GRINDING: Court OKs Interim Cash Collateral Access
PINNACLE HOLDINGS: Case Summary & One Unsecured Creditor
PROS HOLDINGS: The Vanguard Group Holds 10.3% Equity Stake
PROTERRA INC: Amends PSA, Files Fourth Amended Reorganization Plan
QURATE RETAIL: The Vanguard Group Holds 7.53% Class A Common Shares
RACKSPACE TECHNOLOGY: Apollo Management, 12 Others Report Stake
RADIOLOGY PARTNERS: Moody's Ups CFR to Caa1 & Unsec. Notes to Caa3
RAPID7 INC: The Vanguard Group Holds 11.36% Equity Stake
RAYONIER ADVANCED: The Vanguard Group Holds 5.18% Equity Stake
READYMAX INC: Wins Cash Collateral Access on a Final Basis
S VALLEY VIEW: Plan Exclusivity Period Extended to April 20
SANUWAVE HEALTH: Opaleye Management Reports 9.09% Stake
SHEN ZEN TEA: Court OKs Interim Cash Collateral Access
SOTHEBY'S: Moody's Lowers CFR & Senior Secured Notes to B3
SPIRIT AIRLINES: The Vanguard Group Holds 9.54% Equity Stake
STAFFING 360: Armistice Capital, Steven Boyd Report 9.99% Stake
STAFFING 360: Brendan Flood Reports 3.7% Equity Stake
STRATEGIES 360: Files Amendment to Disclosure Statement
STRATEGIES 360: Seeks Continued Cash Collateral Access
TARONIS FUELS: Plan Exclusivity Period Extended to May 13
TEGNA INC: The Vanguard Group Holds 12.86% Equity Stake
THRASIO HOLDINGS: Case Summary & 30 Largest Unsecured Creditors
TOP INVESTMENT: Voluntary Chapter 11 Case Summary
TRANSOCEAN LTD: The Vanguard Group Holds 8.47% Equity Stake
TRENDFIELD HOLDINGS: Chapter 15 Case Summary
TRIMAX MEDICAL: Business Income & ERC Credits to Fund Plan
TRIUMPH GROUP: Hill City Capital, 4 Others Hold 7.29% Stake
TRIUMPH GROUP: The Vanguard Group Holds 9.14% Equity Stake
UNITED AIRLINES: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
UNIVERSAL-1 IMPORTS: Lender Seeks to Prohibit Cash Access
UPHEALTH HOLDINGS: Plan Exclusivity Period Extended to April 30
UPTOWN HOLDINGS: Case Summary & Three Unsecured Creditors
VANTAGE SPECIALTY: Moody's Lowers CFR to B3, Outlook Stable
VIASAT INC: FPR Partners, Two Others Hold 2.3% Stake
VISTAGEN THERAPEUTICS: Registers for Sale $350M Worth of Securities
VISTAGEN THERAPEUTICS: The Vanguard Group Holds 6.79% Equity Stake
WATERVILLE REDEVELOPMENT: Case Summary & Two Unsecured Creditors
WELLS SOLAR: Case Summary & 20 Largest Unsecured Creditors
WORKINGLIVE TECHNOLOGIES: Seeks to Use Cash Collateral
WYNN RESORTS: Hospitality Headquarters, 2 Others Report Stakes
[^] Recent Small-Dollar & Individual Chapter 11 Filings
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301 W NORTH AVENUE: Voluntary Chapter 11 Case Summary
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Debtor: 301 W North Avenue, LLC
1525 W. Homer
Suite 401
Chicago, IL 60642
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-02741
Judge: Hon. Donald R. Cassling
Debtor's Counsel: Robert Glantz Much Shelist, P.C.
MUCH SHELIST PC
191 N Wacker Drive Suite 1800
Chicago, IL 60606
Tel: (312) 521-2000x0
Email: rglantz@muchlaw.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by F. Martin Paris, Jr., as president of MK
Manager Corp. as manager of Debtor.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YIVVFHQ/301_W_North_Avenue_LLC__ilnbke-24-02741__0001.0.pdf?mcid=tGE4TAMA
AC PLUS MARINE: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
AC Plus Marine, Inc. asks the U.S. Bankruptcy Court for the Middle
District of Florida, Orlando Division, for authority to use cash
collateral and provide adequate protection to the U.S. Small
Business Administration, which may hold a security interest in the
Debtor's cash and/or cash equivalents, and to the extent necessary,
the holders of inferior position security interests.
The Debtor requires the use of cash collateral to fund ordinary
business operations and necessary expenses in accordance with the
cash budget.
The Debtor requests a hearing date on or before Monday, February
26, 2024. The date is requested as the Debtor remits its
semi-monthly payroll on February 23, 2024 and is in constant need
to pay its operating expenses to ensure its business generates the
maximum amount of potential revenue.
Prior to the Petition Date, Debtor obtained financing from the U.S.
Small Business Administration, which is purportedly secured by a
lien on the Debtor's cash and/or cash equivalents. The SBA may
assert a first priority security interest in the Debtor's cash and
cash equivalents by virtue of a UCC-1 Financing Statement filed
with the State of Florida on January 22, 2021. The outstanding
balance owed to the SBA is approximately $163,597. In addition,
Quick Bridge Funding, LLC and Crum & Forster may assert an interest
on the Debtor's cash equivalents, which interests are inferior to
those of the SBA.
As adequate protection for the use of cash collateral, the Debtor
proposes to grant the SBA and the inferior interests holding a
replacement lien on its post-petition cash collateral to the same
extent, priority, and validity as its pre-petition liens, to the
extent its use of cash collateral results in a decrease in value of
their interests in the cash collateral.
A copy of the motion is available at https://urlcurt.com/u?l=FkaqR5
from PacerMonitor.com.
About AC Plus Marine, Inc.
AC Plus Marine, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:24-bk-00757-GER) on
February 16, 2024. In the petition signed by Cyndie A. Phillippe,
sole shareholder, the Debtor disclosed up to $500,000 in assets and
up to $1 million in liabilities.
Daniel A. Velasquez, Esq., at Latham Luna Eden & Beaudine LLP,
represents the Debtor as legal counsel.
ACTUARIAL ESTATE: Case Summary & Six Unsecured Creditors
--------------------------------------------------------
Debtor: Actuarial Estate, PLLC
5135 MacArthur Blvd.
Suite B
Washington, DC 20016
Business Description: Actuarial Estate is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor owns the
real property located at 1702 Brentwood
Road, NE, Washington, DC 20018 valued at
$1.51 million.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00059
Judge: Hon. Elizabeth L Gunn
Debtor's Counsel: William C. Johnson, Jr., Esq.
THE JOHNSON LAW GROUP, LLC
6305 Ivy Lane
Suite 630
Greenbelt, MD 20770
Tel: (301) 477-3450
Fax: (301) 477-4813
Email: William@JohnsonLG.Law
Total Assets: $1,505,795
Total Liabilities: $1,280,395
The petition was signed by Marcus Sands as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/7LXITQA/Actuarial_Estate_PLLC__dcbke-24-00059__0001.0.pdf?mcid=tGE4TAMA
AEMETIS INC: AllianceBernstein Ceases Ownership of Common Shares
----------------------------------------------------------------
AllianceBernstein LP disclosed in a Schedule 13G/A Report filed
with the U.S. Securities and Exchange Commission that as of
December 31, 2023, it ceased to beneficially own shares of common
stock of Aemetis, Inc.
A full-text copy of the Report is available at
http://tinyurl.com/ycy3tv5j
About Aemetis
Headquartered in Cupertino, California, Aemetis, Inc. --
http://www.aemetis.com-- is an international renewable natural
gas, renewable fuels and byproducts company focused on the
acquisition, development and commercialization of innovative
technologies that replace traditional petroleum-based products. The
Company operates in two reportable geographic segments: "North
America" and "India."
Aemetis reported a net loss of $107.76 million for the year ended
Dec. 31, 2022, compared to a net loss of $47.15 million for the
year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had
$277.44 million in total assets, $114.37 million in total current
liabilities, $363.06 million in total long-term liabilities, and a
total stockholders' deficit of $199.99 million.
"As a result of negative capital, negative market conditions
resulting in prolonged idling of the Keyes Plant, negative
operating results, and collateralization of substantially all of
the company assets, the Company has been reliant on its senior
secured lender to provide additional funding and has been required
to remit substantially all excess cash from operations to the
senior secured lender. In order to meet its obligations during the
next twelve months, the Company will need to either refinance the
Company's debt or receive the continued cooperation of its senior
lender. This dependence on the senior lender raises substantial
doubt about the Company's ability to continue as a going concern,"
said Aemetis in its Quarterly Report for the period ended Sept. 30,
2023.
AEMETIS INC: Encompass Capital, Todd Kantor Report 4.43% Stake
--------------------------------------------------------------
Encompass Capital Advisors, LLC and Todd J. Kantor disclosed in a
Schedule 13G/A Report filed with the U.S. Securities and Exchange
Commission that as of December 31, 2023, they beneficially owned
1,748,952 shares of Aemetis, Inc.'s Common Stock, representing
4.43% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/bdd62zex
About Aemetis
Headquartered in Cupertino, California, Aemetis, Inc. --
http://www.aemetis.com-- is an international renewable natural
gas, renewable fuels and byproducts company focused on the
acquisition, development and commercialization of innovative
technologies that replace traditional petroleum-based products. The
Company operates in two reportable geographic segments: "North
America" and "India."
Aemetis reported a net loss of $107.76 million for the year ended
Dec. 31, 2022, compared to a net loss of $47.15 million for the
year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company had
$277.44 million in total assets, $114.37 million in total current
liabilities, $363.06 million in total long-term liabilities, and a
total stockholders' deficit of $199.99 million.
"As a result of negative capital, negative market conditions
resulting in prolonged idling of the Keyes Plant, negative
operating results, and collateralization of substantially all of
the company assets, the Company has been reliant on its senior
secured lender to provide additional funding and has been required
to remit substantially all excess cash from operations to the
senior secured lender. In order to meet its obligations during the
next twelve months, the Company will need to either refinance the
Company's debt or receive the continued cooperation of its senior
lender. This dependence on the senior lender raises substantial
doubt about the Company's ability to continue as a going concern,"
said Aemetis in its Quarterly Report for the period ended Sept. 30,
2023.
AGILITI HEALTH: Moody's Puts 'B1' CFR on Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service placed the ratings of Agiliti Health,
Inc. on review for downgrade. Ratings on review include the B1
Corporate Family Rating, B1-PD Probability of Default Rating, and
the B1 rating on the senior secured first lien revolving credit
facility and backed senior secured first lien term loan b. There is
no action on the SGL-1. Previously, the outlook was stable.
On February 26, 2024, Agiliti announced that Thomas H. Lee
Partners, L.P. (THL) plans to acquire the company for approximately
$2.5 billion. The acquisition is expected to close in the first
half of 2024. The transaction is still subject to regulatory
approvals.
The ratings under review reflects Moody's expectation that if the
acquisition is completed, Agiliti will no longer be a public
company and instead will be owned by a private equity sponsor, THL.
As such, governance risk considerations are material to this rating
action.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Excluding the ratings review, Agiliti's B1 CFR rating reflects
Moody's expectation that the company will maintain moderate
financial leverage, with debt/EBITDA in the low 4x range through
2025. Retained free cash flow as a percentage of net debt is
relatively modest at 16.6% LTM Sept. 30, 2023, which is
attributable to substantial capital expenditures. However, as
Agiliti expands its scope to include less capital-intensive
activities such as clinical engineering and on-site managed
services business, Moody's anticipates a reduction in capital
expenditures and improvement in free cash flow.
Agiliti focuses on a narrow segment of the medical equipment
sector. Agiliti's clinical engineering and on-site managed services
businesses are lower margin businesses but tend to be more stable
than the short-term equipment solutions business, as demand for
short-term rentals can be volatile. Agiliti benefits from its
national presence, with around 90% of acute care locations in the
company's service territory. The COVID-19 pandemic has increased
demand for the company's services over the longer term, as
healthcare providers and government agencies increasingly focus on
managing medical equipment needs.
The Speculative Grade Liquidity Rating of SGL-1 reflects very good
overall liquidity that Moody's believes will be supported by
Agiliti's $30 million of cash on the balance sheet as of September
30, 2023, full availability on its $300 million senior secured
first lien revolving credit facility and forecasted positive cash
flow generation of roughly $80 million in 2024.
Agiliti Health, Inc.'s CIS-4 indicates the rating is lower than it
would have been if ESG risk exposures did not exist. Agiliti has
exposure to Governance risk considerations due namely to the
company's board composition that is dominated by a financial
sponsor despite being a public company. Agiliti also has exposure
to social risk considerations and the impact of demographic and
societal trends. While Agiliti has no direct reimbursement risks
from public payors, its customers, which include acute care
hospitals, have significant levels of exposures to government
payors. As a result, any pressures on its customers to lower costs
could impact the demand and pricing for Agiliti's services.
The review for downgrade will primarily focus on Agiliti's change
in ownership, as well as the treatment of Agiliti's debt by the
acquirer along with the updated capital structure. If Agiliti's
debt will be fully repaid as part of the transaction, then its
ratings will be withdrawn. The assessment will also take into
account any extra debt incurred or amounts drawn from its revolving
credit facilities for the purpose of financing the acquisition.
Further, Moody's will evaluate the company's likelihood of adopting
more aggressive financial policies following the change in
ownership.
Headquartered in Minneapolis, MN, Agiliti Health, Inc. serves more
than 10,000 national, regional and local acute care and alternative
site healthcare providers across the US. The company provides
services across three primary service lines: On-site Managed
Services, Clinical Engineering Services and Equipment Solutions.
Revenues were approximately $1.2 billion LTM Sept. 30, 2023.
Affiliates of Thomas H. Lee Partners, L.P. own approximately 73% of
the company, with the balance publicly held.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
AVINGER INC: Armistice Capital, Steven Boyd Report 4.99% Stake
--------------------------------------------------------------
Armistice Capital, LLC and Steven Boyd disclosed in a Schedule
13G/A Report filed with the U.S. Securities and Exchange Commission
that as of December 31, 2023, they beneficially owned an aggregate
amount of 67,226 shares of Avinger, Inc.'s Common Stock,
representing 4.99% of the shares outstanding.
The percentage of Shares reported to be beneficially owned by the
Reporting Persons are based on 1,347,226 Shares outstanding as of
October 23, 2023, as reported on the Issuer's Form 10-Q filed with
the Securities and Exchange Commission on October 26, 2023.
Armistice Capital, LLC ("Armistice Capital") is the investment
manager of Armistice Capital Master Fund Ltd. (the "Master Fund"),
the direct holder of the Shares, and pursuant to an Investment
Management Agreement, Armistice Capital exercises voting and
investment power over the securities of the Issuer held by the
Master Fund and thus may be deemed to beneficially own the
securities of the Issuer held by the Master Fund. Mr. Boyd, as the
managing member of Armistice Capital, may be deemed to beneficially
own the securities of the Issuer held by the Master Fund. The
Master Fund specifically disclaims beneficial ownership of the
securities of the Issuer directly held by it by virtue of its
inability to vote or dispose of such securities as a result of its
Investment Management Agreement with Armistice Capital.
A full-text copy of the Report is available at
http://tinyurl.com/4k9kt6nw
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.
The Company can provide no assurance that it will be successful in
raising funds pursuant to additional equity or debt financings or
that such funds will be raised at prices that do not create
substantial dilution for its existing stockholders. Given the
volatility in the Company's stock price, any financing that the
Company may undertake in the next twelve months could cause
substantial dilution to its existing stockholders, and there can be
no assurance that the Company will be successful in acquiring
additional funding at levels sufficient to fund its various
endeavors. These conditions raise substantial doubt about the
Company's ability to continue as a going concern. In addition, the
macroeconomic environment has in the past resulted in and could
continue to result in reduced consumer and investor confidence,
instability in the credit and financial markets, volatile corporate
profits, and reduced business and consumer spending, which could
increase the cost of capital or limit the availability of capital
to the Company, the Company said in its Quarterly Report for the
period ended Sept. 30, 2023.
AVS MEZZ: Motcomb Estates to Sell Assets on March 7
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Motcomb Estates Ltd. ("secured party") will sell of, by public
sale, the right, title and interest of AVS Mezz LLC ("pledgor") in
and to these assets all of pledgor's right, title and interest,
whether now owned or contingent on hereafter acquired, whether
direct of indirect, whether legal, beneficial or economic, whether
fixed or contingent, whether arising under the articles of
organization and the operating agreement of Adams of Hotels
International LLC ("pledged entity"), and all amendments there to,
under federal, state, county, municipal and other governmental
statues, laws, rules, writs, orders, regulations, ordinances,
judgment, decrees and injections of governmental authorities
affecting pledged entity.
The public sale will take place on March 7, 2024, at 3:30 p.m.
Eastern Standard Time via audio/video teleconference the details of
which be provided to interested parties in advance of the sale date
pursuant to the terms of public sale, based upon the occurrence of
one or more events of default under certain documents copies of
which are available for inspection as hereinafter described,
pursuant to such loan documents, and article 9 of the Uniform
Commercial Code as enacted in the State of New York.
William Mannion will conduct the public sale or such other
auctioneer licensed in the State of New York as is selected by the
secured party in its sole and absolute discretion.
Based upon information provided by pledgor, pledged entity, and
certain other persons and entities affiliated therewith, it is the
understanding of secured party that: (i) pledgor own 100% of the
membership interests in pledged entity; (ii) pledged entity has
good, marketable and insurable leasehold estate in and to each
parcel of real property more particularly described in the loan
documents and located at 130 West 44th Street, New York, New York
10036 (Block 996, Lot 46), the improvements thereon and all
personal property owned by pledged entity and encumbered by the
secured instrument together with all rights pertaining to such
property and improvements ("premises"), and (iii) the premises is
encumbered by an agreement of consolidation and modification of
leasehold mortgage dated Dec. 20, 2019, made by pledged entity to
plaintiff, in the total principal amount of $62,500,000.
Additional information regarding the sale, contact Newmark, 125
Park Avenue, New York, New York 10017, Attn: Nick Scribani, email:
Nick.Scribani@nmrk.com, Tel: (212) 372-2113.
AY PHASE II: DBD to Sell 100% Class B Interest on April 30
----------------------------------------------------------
In accordance with applicable provisions of the Uniform Commercial
Code as enacted in New York, DBD AYB Funding LLC, as administrative
agent for DBD AYB Funding LLC and AYB Funding 100 LLC ("secured
party") will sell 100% of the Class B limited liability membership
interests in AY Phase II Development Company LLC, as more
particularly described in that certain amended and restated pledged
and security agreement, dated June 17, 2015, by and among secured
party's predecessor-in-interest and AY Phase III Mezzanine LLC
("collateral") to the highest qualified bidder at public sale.
The public sale will take place on April 30, 2024, at 3:30 p.m.,
both in person and remotely from the offices of Rosenberg & Estis
PC, 733 Third Avenue, New York 10017, with access afforded in
person and remotely via zoom or other web-based video conferencing
and telephonic conferencing program selected by secured party.
Secured party's understanding is that the principal assets of the
Class B limited liability membership interests in AY Phase II
Development Company LLC is the parcel of real property identified
as B9 and B10 located in Brooklyn, New York, and more particularly
known as the air rights parcels above Block 1121, and the terra
firm known as Lots 42 and 47, Block 1121 in Kings County, New York,
as such collateral is described in that certain Schedule II to the
mezzanine loan agreement dated as of June 17, 2015, by and among
secured party's predecessor-in-interest and AY Phase III Mezzanine
LLC.
The sale will be conducted by Mannion Auctions LLC, by Matthew
Mannion.
Interested parties who would like additional information regarding
the sale must contact the agent for secured party, Nick Scribani of
Newmark at (212) 372-2113 or Nick.Scribani@nmrk.com.
Attorney for the secured party can be reached at:
Rosenberg & Estis PC
Attn: Eric S. Orenstein, Esq.
733 Third Avenue
New York, New York 10017
Tel: (212) 551-8438
Email: eorenstein@rosenbergestis.com
B-1208 PINE: Wins Cash Collateral Access on Final Basis
-------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized B-1208 Pine, LLC to use cash collateral on a final
basis, in accordance with the budget, with a 5% variance.
The Debtor requires the use of cash collateral to continue its
ongoing operations in the ordinary course of business and to avoid
disruption of operations.
Specifically, the Debtor is authorized to use cash collateral to
pay the costs and expenses identified in the final budget.
As adequate protection for the Debtor's use of cash collateral:
a. Pivot Lender is granted valid, binding, enforceable and
perfected replacement liens on and security interests in all
Postpetition Collateral, in same extent and with the same validity
and priority as Pivot Lender's liens in cash collateral as of the
Petition Date, to secure an amount equal to the decrease, if any,
in the value of Pivot Lender's interest in Prepetition Cash
Collateral.
The Debtor will continue to maintain insurance on its assets as the
same existed as of the Petition Date, but will (i) disclose to
Pivot Lender the type of insurance policies it holds and the amount
of insurance coverage it carries; and (ii) add Pivot Lender as an
additional insured on the Debtor's insurance policies.
The Debtor's right to use cash collateral will terminate
automatically upon the earlier of:
(a) the Debtor's breach of any material provision of the Final
Order that remains uncured five business days following Debtor's
receipt of notice of such breach from any parly in interest;
(b) conversion of the Debtor's ease to a ease under Chapter 7 of
the Bankruptcy Code; or
(c) the appointment of a trustee in the Chapter 11 case.
A copy of the order is available at https://urlcurt.com/u?l=wKPwV5
from PacerMonitor.com.
About B-1208 Pine LLC
B-1208 Pine LLC is the owner of real property and improvements
thereon located at 1208 Pine Street, Seattle, WA 98122, commonly
known as the Pivot Apartments. The Property is valued at $31.72
million.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-10088) on January
16, 2024. In the petition signed by James H. Wong, manager, the
Debtor disclosed $32,134,497 in assets and $46,793,638 in
liabilities.
Judge Marc L Barreca oversees the case.
James L. Day, Esq., at Bush Kornfield, LLP, represents the Debtor
as legal counsel.
B.I.C. DESIGN: Files Emergency Bid to Use Cash Collateral
---------------------------------------------------------
B.I.C. Design Company asks the U.S. Bankruptcy Court for the
District of Missouri for authority to use cash collateral and
provide adequate protection, through August 31, 2024.
The Debtor requires the use of cash collateral to pay normal and
necessary business expenses.
The Debtor's legal name was changed from Prestatie Corporation to
B.I.C. Design Company in 2020, approximately the same time the
current owners purchased the business. The current ownership group
purchased the Debtor on February 19, 2020. The business has
struggled from the purchase date to be cash flow positive. The
Debtor's primary owner and manager sold three pieces of real estate
in 2023 that paid the main secured creditor, Sunflower Bank,
approximately $219,000. The Debtor has taken reasonable steps to
reduce expenses and debt.
At the time of filing, the Debtor had bank account balances of
approximately $14,500, zero inventory, accounts receivables of
approximately $140,000, and minimal personal property.
The Debtor's secured creditors are as follows:
a. Sunflower Bank - blanket lien. The UCC1 appears to cover the
assets of the Debtor but does not specifically list accounts
receivables. It does list the "rights to payments".
b. United States Small Business Administration (SBA). The Debtor
believes that there was a lien, but no UCC has been found. If there
is a lien, it is completely unsecured based on the value of the
collateral and preexisting liens (Sunflower Bank).
The Debtor asserts that the SBA does not have a claim to cash
collateral because of the prior lien of Sunflower Bank.
As adequate protection, the Debtor proposes to grant creditors
replacement security interests in, and liens on, all post-Petition
Date acquired property of the debtor and the debtor’s bankruptcy
estate that is the same type of property that the specific creditor
holds a pre-petition interest, lien or security interest to the
extent of the validity and priority of such interests, liens, or
security interests. The amount of each of the Replacement Liens
will be up to the amount of any diminution of each of the
Creditors' respective collateral positions from the Petition Date.
The priority of the Replacement Liens will be in the same priority
as each of the creditor's pre-petition interests, liens, and
security interests in similar property.
The Debtor further proposes paying Sunflower Bank the monthly sum
of $1,000 beginning March 15, 2024, and continuing the 15th day of
the month thereafter for its adequate protection payment.
The Debtor does not propose paying SBA any adequate protection
payment as there is no collateral that protects the SBA lien.
A copy of the Debtor's motion is available at
https://urlcurt.com/u?l=PVlsoQ from PacerMonitor.com.
About B.I.C. Design Company
B.I.C. Design Company sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 24-40229-can11 ) on
February 23, 2024. In the petition signed by John Hansen,
president, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities.
Colin Gotham, Esq., at Evans & Mullinix, P.A., represents the
Debtor as legal counsel.
BETTER DAY: Affiliate Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------------
New Way Day Services, Inc., an affiliate of A Better Day Therapy,
Learning Center, Inc., asks the U.S. Bankruptcy Court for the
Southern District of Florida, Miami Division, for authority to use
cash collateral and provide adequate protection to secured
creditors, Truist Bank, formally known as SunTrust Bank and the
United States Small Business Administration.
The Debtor seeks to use cash collateral to pay its regular daily
expenses, pursuant to the Interim Budget, with a 10% variance.
On April 30, 2018, the Debtor and Truist (formally known as
SunTrust Bank) entered into a loan transaction wherein Truist
provided a $500,000 revolving line of credit to the Debtor as
evidenced by that certain revolving commercial note executed by the
Debtor in favor of Truist on even date.
As security for the Truist Loan, the Debtor granted a blanket lien
upon substantially all of the Debtor's assets. A review of the
Florida Secured Transaction Registry does not reflect any UCC-1
financing statement filed by either Truist or its predecessor
SunTrust Bank. However, the Debtor has identified a UCC-1 financing
statement filed on February 27, 2020 by "FFE Services, LLC, as
representative". The Debtor is not aware of the exact current
balance on the Truist Loan as of the Petition Date but believes it
to be approximately $552,855.
On May 16, 2020, the Debtor obtained a COVID-19 Economic Injury
Disaster Loan from the SBA in the principal amount of $150,000. The
terms of the EIDL Loan is 30 years from the date of the promissory
note and bears interest at a rate of 3.75% per annum.
In connection with the closing of the EIDL Loan, the SBA filed a
form UCC-1 Financing Statement with the Florida Secured Transaction
Registry under File No. 202001772015, which indicates that the SBA
has a perfected interest on all of the Debtor's assets.
The Debtor is not aware of the exact current balance on the EIDL
Loan as of the Petition Date but believes it to be approximately
$483,187.
The Debtor believes that the Secured Creditors are adequately
protected notwithstanding the Debtor's use of their cash as the
Debtor continues to generate revenue. Therefore, the Debtor
proposes to provide Secured Creditors a post-petition replacement
lien pursuant to 11 U.S.C. section 361(2) on and in all property of
the Debtor acquired or generated after the Petition Date, but
solely to the same validity, extent and priority, and of the same
kind and nature, as the lien(s) Secured Creditors had on the
Debtor's assets as of the Petition Date.
The Debtor requests that the replacement liens granted to the
Secured Creditors pursuant to the terms thereof be at all times
subject and junior to: (i) the fees of the Office of the United
States Trustee pursuant to 28 U.S.C. section 1930; (ii) any court
costs, and (iii) the fees and expenses for Court approved
professionals awarded by this Court in the amounts and as set forth
in a prospective approved final and that such replacement liens
granted to Secured Creditors be valid and perfected without the
need for the execution or filing of any further documents or
instruments.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=KNaCvb from PacerMonitor.com.
The Debtor projects $194,697 in available balance and $151,096 in
total expenses for the period through March 2, 2024.
About A Better Day Therapy, Learning Center, Inc.
A Better Day Therapy, Learning Center, Inc. sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-11691-LMI) on February 22, 2024. In the petition signed by Pedro
Curbelo, chief executive officer, the Debtor disclosed up to
$50,000 in both assets and liabilities.
Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor
as legal counsel.
BIOLASE INC: Anson Funds Management, 5 Others Report 8.1% Stake
---------------------------------------------------------------
Anson Funds Management LP, Anson Management GP LLC, Tony Moore,
Anson Advisors Inc., Amin Nathoo and Moez Kassam disclosed in a
Schedule 13G Report filed with the U.S. Securities and Exchange
Commission that as of December 31, 2023, they beneficially owned
185,127 shares of Biolase, Inc.'s Common Stock, representing 8.1%
of the shares outstanding.
a) Anson Funds Management LP, Anson Management GP LLC, Mr.
Moore, Anson Advisors Inc., Mr. Nathoo and Mr. Kassam are the
beneficial owners of 185,127 shares of Common Stock held by the
Fund.
b) Anson Funds Management LP, Anson Management GP LLC, Mr.
Moore, Anson Advisors Inc., Mr. Nathoo and Mr. Kassam are the
beneficial owners of 8.1% of the outstanding shares of Common
Stock. This percentage is determined by dividing 185,127 by
2,296,777 shares of Common Stock issued and outstanding, as
reported in the Issuer's Quarterly Report on Form 10-Q filed with
the Securities and Exchange Commission (the "SEC") on November 09,
2023.
c) Anson Funds Management LP and Anson Advisors Inc., as the
co-investment advisors to the Fund, may direct the vote and
disposition of the 185,127 shares of Common Stock held by the Fund.
Anson Management GP LLC, as the general partner of Anson Funds
Management LP, may direct the vote and disposition of the 185,127
shares of Common Stock held by the Fund. As the principal of Anson
Funds Management LP and Anson Management GP LLC, Mr. Moore may
direct the vote and disposition of the 185,127 shares of Common
Stock held by the Fund. Mr. Nathoo and Mr. Kassam, each as a
director of Anson Advisors Inc., may direct the vote and
disposition of the 185,127 shares of Common Stock held by the
Fund.
A full-text copy of the Report is available at
http://tinyurl.com/mrxxnwhe
About Biolase
Biolase, Inc. -- http://www.biolase.com-- is a medical device
company that develops, manufactures, markets, and sells laser
systems in dentistry and medicine. BIOLASE's products advance the
practice of dentistry and medicine for patients and healthcare
professionals. BIOLASE's proprietary laser products incorporate
approximately 259 actively patented and 24 patent-pending
technologies designed to provide biologically and clinically
superior performance with less pain and faster recovery times.
Biolase reported a net loss of $28.63 million in 2022, a net loss
of $16.16 million in 2021, a net loss of $16.83 million in 2020, a
net loss of $17.85 million in 2019, and a net loss of $21.52
million in 2018. As of Sept. 30, 2023, the Company had $38.74
million in total assets, $32.86 million in total liabilities, $5.55
million in total mezzanine equity, and $332,000 in total
stockholders' equity. The Company had cash and cash equivalents of
approximately $7.8 million on Sept. 30, 2023.
Costa Mesa, California-based BDO USA, LLP, the Company's auditor
since 2005, issued a "going concern" qualification in its report
dated March 28, 2023, citing that the Company has suffered
recurring losses from operations and has had negative cash flows
from operations for each of the three years ended December 31,
2022. These factors, among others, raise substantial doubt about
its ability to continue as a going concern.
The Company incurred losses from operations and used cash in
operating activities for the three and nine months ended September
30, 2023, and for the years ended December 31, 2022, 2021, and
2020. The Company's recurring losses, level of cash used in
operations, and potential need for additional capital, along with
uncertainties surrounding the Company's ability to raise additional
capital, raise substantial doubt about its ability to continue as a
going concern, the Company said in its Quarterly Report for the
period ended Sept. 30, 2023.
CAREISMATIC BRANDS: Seeks to Tap Kobre & Kim as Special Counsel
---------------------------------------------------------------
CBI Parent, L.P., an affiliate of Careismatic Brands, LLC, seeks
approval from the U.S. Bankruptcy Court for the District of New
Jersey to employ Kobre & Kim LLP as special counsel to render
independent legal services on behalf of and at the sole direction
of Harvey Tepner, in his capacity as an Independent Director.
The firm will be investigating certain pre-petition transfers and
transactions that could potentially give rise to claims belonging
to CBI Parent or its estate, and analyzing and advising on the
viability of any such potential claims.
The firm will charge these hourly rates:
Steven G. Kobre, Senior Partner $2,500
Daniel J. Saval, Partner $1,675
Michael Fasano, Special Counsel $1,450
Donna Xu, Principal $1,300
Alaina Heine, Associate $1,050
Layan Charara, Associate $1,050
Naomi Yang, Associate $1,050
Sean Song, Associate $1,050
Fernando Zanzarini, Associate $1,050
Ranita Pitamber-Lalloo, Attorney $1,050
Abigail Roman-Ahlgrim, Analyst $585
Domenic Caturello, Analyst $585
Emily Lin, Analyst $585
Dorothy Simon, Litigation Assistant $450
James Boyd, Jr., Litigation Assistant $450
Kobre & Kim will also be reimbursed for reasonable out-of-pocket
expenses incurred.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed postpetition, explain the
difference and the reasons for the difference.
Response: Kobre & Kim has represented Debtor CBI Parent, acting
through Independent Director, pursuant to the Engagement Letter,
within the 12-month period preceding the Petition Date. The billing
rates and material financial terms have not changed post-petition.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Response: Kobre & Kim expects to develop a prospective budget
and staffing plan for the projects it anticipates undertaking in
the Chapter 11 Cases and plans to share its prospective budget and
staffing plan, tailored to those specific projects, as and when its
services are needed.
Daniel J. Saval, partner of Kobre & Kim LLP, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Kobre & Kim can be reached at:
Daniel J. Saval, Esq.
KOBRE & KIM LLP
800 Third Avenue
New York, NY 10022
Tel: (212) 488-1200
About Careismatic Brands
The Santa Monica, Calif.-based Careismatic Brands, LLC is a
designer, marketer, and distributor of medical apparel, footwear,
and accessories. Founded in 1995 in Chatsworth, Calif., Careismatic
has grown from operating a single flagship brand, Cherokee Medical
Uniforms, to a portfolio of seventeen brands. The company offers
value to its stakeholders through its spectrum of medical apparel
and workwear and omnichannel distribution capabilities across the
globe. It has an extensive portfolio of iconic and emerging brands
across the health and wellness platform, including Cherokee
Uniforms, Dickies Medical, Heartsoul Scrubs, Infinity, Scrubstar,
Healing Hands, Med Couture, Medelita, Classroom Uniforms, AllHeart,
Silverts Adaptive Apparel, and BALA Footwear.
Careismatic Brands filed Chapter 11 petition (Bankr. D. N.J. Lead
Case No. 24-10561) on Jan. 22, 2024, with $1 billion to $10 billion
in both assets and liabilities. Kent Percy, chief restructuring
officer, signed the petition.
Judge Vincent F. Papalia oversees the case.
Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP
represent the Debtor as general bankruptcy counsel; Cole Schotz,
P.C. as local bankruptcy counsel; AP Services, LLC as financial
advisor; PJT Partners, LP as investment banker; and C Street
Advisory Group as strategic communications advisor. Donlin, Recano
& Company, Inc. is the claims, noticing and solicitation agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtor's Chapter
11 case. The committee is represented by Bradford J. Sandler, Esq.,
at Pachulski Stang Ziehl & Jones, LLP.
CAREISMATIC BRANDS: Seeks to Tap McDonald Hopkins as Counsel
------------------------------------------------------------
CBI Intermediate, Inc., an affiliate of Careismatic Brands, LLC,
seeks approval from the U.S. Bankruptcy Court for the District of
New Jersey to employ McDonald Hopkins LLC, as its counsel.
The firm will render independent legal services to Intermediate, at
the sole direction of Roger Meltzer, the disinterested and
independent member of the Board of Directors of Intermediate, with
respect to a potential transaction, the investigation, and conflict
matters involving the Chapter 11 case.
The services relating to the Conflict Matters may include:
(a) any matter constitutes a Conflict Matter;
(b) any release or settlement or potential claims or causes of
action of Intermediate or its subsidiaries, if any, against the
Related Parties;
(c) any decision regarding all or part of a potential
Transaction to the extent it constitutes a Conflicts Matter; and
(d) any other transaction implicating the Intermediate or its
subsidiaries in which the a Related Party has an interest.
The firm will be paid at these rates:
Members $395 to $1,035 per hour
Of Counsel $395 to $1,065 per hour
Associates $290 to $635 per hour
Paralegals $225 to $425 per hour
Intermediate paid $200,000 to McDonald Hopkins, which constituted
an advance prepayment retainer.
In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:
Question: Did the firm agree to any variations from, or
alternatives to, the firm's standard billing arrangements for this
engagement?
Answer: No.
Question: Do any of the firm professionals in this engagement
vary their rate based on the geographical location of the Debtors'
chapter 11 cases?
Answer: No.
Question: If the firm has represented the Debtors in the twelve
months prepetition, disclose the firm's billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the twelve months prepetition. If the firm's
billing rates and material financial terms have changed
postpetition, explain the difference and the reasons for the
difference.
Answer: From McDonald Hopkins' engagement by Intermediate, at
the sole direction of the Disinterested Director, effective as of
Dec. 29, 2023, to the Petition Date, McDonald Hopkins followed its
standard hourly billing rates.
Question: Have the Debtors approved the firm's budget and
staffing plan, and if so, for what budget period?
Answer: Yes. McDonald Hopkins, in conjunction with Intermediate,
at the sole direction of the Disinterested Director, have developed
a budget and staffing plan for these chapter 11 cases for the
period from the Petition Date through and including April 30,
2024.
David Agay, a member of McDonald Hopkins, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
David A. Agay, Esq.
MCDONALD HOPKINS, LLC
300 N. LaSalle Street, Suite 1400
Chicago, IL 60654
Telephone: (312) 269-8000
Email: dagay@mcdonaldhopkins.com
About Careismatic Brands
The Santa Monica, Calif.-based Careismatic Brands, LLC is a
designer, marketer, and distributor of medical apparel, footwear,
and accessories. Founded in 1995 in Chatsworth, Calif., Careismatic
has grown from operating a single flagship brand, Cherokee Medical
Uniforms, to a portfolio of seventeen brands. The company offers
value to its stakeholders through its spectrum of medical apparel
and workwear and omnichannel distribution capabilities across the
globe. It has an extensive portfolio of iconic and emerging brands
across the health and wellness platform, including Cherokee
Uniforms, Dickies Medical, Heartsoul Scrubs, Infinity, Scrubstar,
Healing Hands, Med Couture, Medelita, Classroom Uniforms, AllHeart,
Silverts Adaptive Apparel, and BALA Footwear.
Careismatic Brands filed Chapter 11 petition (Bankr. D. N.J. Lead
Case No. 24-10561) on Jan. 22, 2024, with $1 billion to $10 billion
in both assets and liabilities. Kent Percy, chief restructuring
officer, signed the petition.
Judge Vincent F. Papalia oversees the case.
Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP
represent the Debtor as general bankruptcy counsel; Cole Schotz,
P.C. as local bankruptcy counsel; AP Services, LLC as financial
advisor; PJT Partners, LP as investment banker; and C Street
Advisory Group as strategic communications advisor. Donlin, Recano
& Company, Inc. is the claims, noticing and solicitation agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtor's Chapter
11 case. The committee is represented by Bradford J. Sandler, Esq.,
at Pachulski Stang Ziehl & Jones, LLP.
CARROLS CORP: Chapter 15 Case Summary
-------------------------------------
Chapter 15 Debtor: Carrols Corp
874 Sinclair Road
Oakville, On L6J 2Y1
Canada
Chapter 15 Petition Date: February 26, 2024
Court: United States Bankruptcy Court
District of Alaska
Case No.: 24-00030
Judge: Hon. Gary Spraker
Foreign Proceeding: Toronto, Ontario, Canada
Foreign Representative: Willie Johnson
65 Sidney St.
Buffalo, NY 14211
Foreign
Representative's
Counsel: Willie Johnson
Atem Farms
716-445-1734
atemllc2023@gmail.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is now available for
download at PacerMonitor.com.
CARROLS LLC: Chapter 15 Case Summary
------------------------------------
Chapter 15 Debtor: Carrols LLC
874 Sinclair Road
Oakville, On L6J 2Y1
Canada
Foreign Proceeding: Toronto, Ontario, Canada
Chapter 15 Petition Date: February 23, 2024
Court: United States Bankruptcy Court
District of New Hampshire
Case No.: 24-10112
Judge: Hon. Bruce A. Harwood
Foreign Representative: Willie Johnson
65 Sidney St.
Buffalo, NY 14211
Foreign
Representative's
Counsel: Willie Johnson
Atem Farms
716-445-1734
atemllc2023@gmail.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is now available for
download at PacerMonitor.com.
CELL-NIQUE CORP: U.S. Trustee Appoints Stephen Ferraro as Examiner
------------------------------------------------------------------
William Harrington, the U.S. Trustee for Region 2, appointed
Stephen Ferraro as Chapter 11 examiner for Cell-Nique Corporation.
The appointment comes upon the order by the U.S. Bankruptcy Court
for the Northern District of New York on Feb. 1 to appoint an
examiner in Cell-Nique's Chapter 11 case. The U.S. Trustee's
counsel has consulted the respective attorneys for the company
before appointing Mr. Ferraro.
Mr. Ferraro disclosed in a court filing that he is a "disinterested
person" pursuant to Section 101(14) of the Bankruptcy Code.
About Cell-Nique Corporation
Cell-Nique Corporation is a grocery and related product merchant
wholesaler.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. N.Y. Case No. 23-10815) on August 10,
2023. In the petition signed by Daniel Ratner, president, the
Debtor disclosed up to $50 million in both assets and liabilities.
Judge Robert E. Littlefield Jr. oversees the case.
Peter A. Pastore, Esq., at O'Connell and Aronowitz, P.C.,
represents the Debtor as legal counsel.
CHALLENGE MULTIFAMILY: Court OKs Cash Access on Final Basis
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, authorized Challenge Multifamily Construction,
Inc. to use cash collateral, on a final basis, in accordance with
the budget.
The Debtor is permitted to use cash collateral to pay its normal
operating expenses including but not limited to, payroll, supplies,
payroll taxes, insurance and secured lenders post-petition to meet
the expenses set forth on the budget, with a 10% variance.
The U.S. Small Business Administration and the Internal Revenue
Service hold liens on the Debtor's cash collateral.
As adequate protection, the U.S. Small Business Administration and
the Internal Revenue Service will have valid, post-petition
replacement liens in the Debtor's assets equal in validity and
priority to those held pre-petition to the extent that there is any
diminution in the value of their respective interests in the
Debtor's assets.
The prepetition liens and the replacement liens will be subject and
subordinate to payment of a carve-out. The term Carve-Out means:
(a) statutory fees required to be paid pursuant to 28 U.S.C.
Section 1930(a)(6) plus interest at the statutory rate pursuant to
31 U.S.C. Section 3717; and (b) the aggregate monthly amount of any
fees and expenses of any estate professionals, but only to the
extent such fees and expenses have been approved by the Court.
On the date of filing the Debtor held only $474,919 in cash
collateral, of which $287,978 was over 90 days old.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=XQruAT from PacerMonitor.com.
The Debtor projects $472,000 in gross income and $466,039 in total
expenses for one month.
About Challenge Multifamily Construction, Inc.
The Debtor specializes in senior care and multifamily wood framing
construction.
Challenge Multifamily Construction, Inc. in Rosenberg TX, filed its
voluntary petition for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 24-30391) on February 1, 2024, listing $2,157,101 in assets and
$4,229,865 in liabilities. Javier Garza as president, signed the
petition.
Judge Eduardo V Rodriguez oversees the case.
COOPER & SCULLY, P.C. serve as the Debtor's legal counsel.
CHICKEN SOUP: HPS Investment Partners Holds 4.1% Class A Shares
---------------------------------------------------------------
HPS Investment Partners, LLC, disclosed in a Schedule 13G/A Report
filed with the U.S. Securities and Exchange Commission that as of
December 31, 2023, it directly or through its controlled affiliates
beneficially owns and holds shared voting power and shared
dispositive power over 1,011,530 shares of Class A Common Stock of
Chicken Soup for the Soul Entertainment Inc., representing 4.1% of
the outstanding Common Stock.
The percentage of the shares of Common Stock beneficially owned is
based on 24,561,307 shares of Common Stock outstanding as of
December 20, 2023, as disclosed in the Issuer's Quarterly Report on
Form 10-Q filed with the Securities and Exchange Commission on
December 22, 2023.
A full-text copy of the Report is available at
http://tinyurl.com/4hnpyx5s
About Chicken Soup
Chicken Soup for the Soul Entertainment, Inc. provides premium
content to value-conscious consumers. The company is one of the
largest advertising-supported video-on-demand (AVOD) companies in
the US, with three flagship AVOD streaming services: Redbox,
Crackle, and Chicken Soup for the Soul. In addition, the company
operates Redbox Free Live TV, a free ad-supported streaming
television service (FAST), with over 160 channels as well as a
transaction video on demand (TVOD) service, and a network of
approximately 32,000 kiosks across the US for DVD rentals. To
provide original and exclusive content to its viewers, the company
creates, acquires, and distributes films and TV series through its
Screen Media and Chicken Soup for the Soul TV Group subsidiaries.
Chicken Soup for the Soul Entertainment is a subsidiary of Chicken
Soup for the Soul, LLC, which publishes the famous book series and
produces super-premium pet food under the Chicken Soup for the Soul
brand name.
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 and this could materially impact its
ability to obtain capital financing and the value of its common and
preferred stock.
"In order to partially replace the working capital shortfall
resulting from the lack of the aforementioned working capital loan,
the Company factored its short-dated receivables but was unable to
factor its long-term receivables (which we expected to create
additional liquidity generally sufficient to cover the shortfall).
Also, the Company launched initiatives to improve its efficiency
and reduce its cost structure, including, but not limited to, (i)
optimizing its kiosk network, (ii) evaluating and implementing
workforce reductions across its supply chain and corporate teams
and (iii) maximizing cost synergies across the combined businesses.
The combination of these factors has resulted in asserted defaults
and/or contractual terminations with critical content and service
providers, impacting our ability to procure and monetize content
efficiently across our distribution platforms. Due to the on-going
impact of the above factors on our current and future results of
operations, cash flows and financial condition, there is
substantial doubt as to the ability of the Company to continue as a
going concern," the Company stated in its Quarterly Report for the
period ended Nov. 30, 2023.
Chicken Soup reported a net loss attributable to the Company of
$101.54 million in 2022 and a net loss attributable to the Company
of $50.41 million in 2021. As of Sept. 30, 2023, the Company had
$481.33 million in total assets, $890.06 million in total
liabilities, and a total deficit of $408.72 million.
CHICKEN SOUP: Receives New Deficiency Notice From Nasdaq
--------------------------------------------------------
Chicken Soup for the Soul Entertainment Inc. disclosed in a Form
8-K filed with the Securities and Exchange Commission that the
Company received written notice from the Nasdaq Stock Market LLC
indicating that the Company was not in compliance with the
continued listing standards of Nasdaq because the Nasdaq Rule
5450(b)(1)(C) requires listed securities to maintain a minimum
market value of publicly held shares ("MVPHS") of $5,000,000 and,
based upon Nasdaq's review of the MVPHS of the Company's Class A
Common Stock, $0.0001 par value per share, for the 30 consecutive
business days, from December 19, 2023 to February 7, 2024, the
Company no longer meets this requirement.
Under the Rules, the Company now has 180 calendar days from the
date of the Letter to regain compliance, which 180-day period ends
August 6, 2024. If at anytime during this compliance period the
Company's MVPHS closes at $5,000,000 or more for a minimum of 10
consecutive business days, the Company will have regained
compliance and this matter will be closed. The Company is
considering various strategic options to increase the MVPHS of its
common stock to regain compliance with the Rules.
As the Company previously reported in its Current Report on Form
8-K filed with the SEC September 28, 2023, the Company received
written notice from Nasdaq on September 23, 2023 indicating that
the Company was not in compliance with the Rules because for the
prior 30 consecutive business days (through September 21, 2023),
the closing bid price of the Company's Class A Common Stock,
$0.0001 par value per share had been below the minimum of $1 per
share required for continued listing on the Nasdaq under Nasdaq
Rule 5550(a)(2). The September 23, 2023 Notice stated that the
Company would be afforded 180 calendar days (until March 20, 2024)
to regain compliance. In order to regain compliance, the closing
bid price of the Company's common stock must be at least $1 for a
minimum of ten consecutive business days. The September 23, 2023
Notice also stated that, in the event the Company does not regain
compliance within the initial 180-day period, the Company may be
eligible for an additional 180-day period. If the Company is not
eligible for the additional 180-day period, or if it appears to the
Nasdaq staff that the Company will not be able to cure the
deficiency, Nasdaq will provide notice after the end of the initial
180-day period that the Company's securities will be subject to
delisting. The Company is considering various strategic options to
increase the price of its common stock to regain compliance with
the Rules.
Accordingly, as reported in the Company's Current Report on Form
8-K filed with the SEC On January 10, 2024, it received written
notice from Nasdaq on January 2, 2024 (the "January 2, 2024 Notice"
and, collectively with the September 23, 2023 Notice, the "Prior
Notices") indicating that the Company was not in compliance with
the Rules because the Company has less than $10,000,000 in
stockholders' equity. The Notice stated that under the Rules, the
Company has 45 calendar days, which 45-day period ended February
20, 2024, to submit a plan to regain compliance to Nasdaq. If
Nasdaq accepts the Company's plan, Nasdaq can grant an exception of
up to 180 calendar days from the date of the January 2, 2024
Notice, which 180-day period would end on July 3, 2024, to regain
compliance.
The Letter does not have, and the Prior Notices did not have, any
immediate effect on the listing of the Company's securities on
Nasdaq, which remain trading. There can be no assurance, however,
that the Company will be able to regain compliance with the Rules
discussed above.
About Chicken Soup
Chicken Soup for the Soul Entertainment, Inc. provides premium
content to value-conscious consumers. The company is one of the
largest advertising-supported video-on-demand (AVOD) companies in
the US, with three flagship AVOD streaming services: Redbox,
Crackle, and Chicken Soup for the Soul. In addition, the company
operates Redbox Free Live TV, a free ad-supported streaming
television service (FAST), with over 160 channels as well as a
transaction video on demand (TVOD) service, and a network of
approximately 32,000 kiosks across the US for DVD rentals. To
provide original and exclusive content to its viewers, the company
creates, acquires, and distributes films and TV series through its
Screen Media and Chicken Soup for the Soul TV Group subsidiaries.
Chicken Soup for the Soul Entertainment is a subsidiary of Chicken
Soup for the Soul, LLC, which publishes the famous book series and
produces super-premium pet food under the Chicken Soup for the Soul
brand name.
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 and this could materially impact its
ability to obtain capital financing and the value of its common and
preferred stock.
"In order to partially replace the working capital shortfall
resulting from the lack of the aforementioned working capital loan,
the Company factored its short-dated receivables but was unable to
factor its long-term receivables (which we expected to create
additional liquidity generally sufficient to cover the shortfall).
Also, the Company launched initiatives to improve its efficiency
and reduce its cost structure, including, but not limited to, (i)
optimizing its kiosk network, (ii) evaluating and implementing
workforce reductions across its supply chain and corporate teams
and (iii) maximizing cost synergies across the combined businesses.
The combination of these factors has resulted in asserted defaults
and/or contractual terminations with critical content and service
providers, impacting our ability to procure and monetize content
efficiently across our distribution platforms. Due to the on-going
impact of the above factors on our current and future results of
operations, cash flows and financial condition, there is
substantial doubt as to the ability of the Company to continue as a
going concern," the Company stated in its Quarterly Report for the
period ended Nov. 30, 2023.
Chicken Soup reported a net loss attributable to the Company of
$101.54 million in 2022 and a net loss attributable to the Company
of $50.41 million in 2021. As of Sept. 30, 2023, the Company had
$481.33 million in total assets, $890.06 million in total
liabilities, and a total deficit of $408.72 million.
CLEARWATER PAPER: S&P Affirms 'BB-' ICR, Alters Outlook to Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issuer credit rating on
Clearwater Paper Corp. because S&P believe it will maintain
leverage of 3x-4x, notwithstanding a material increase in funded
debt.
This is a deviation from S&P's earlier forecast of debt leverage
materially below 3x across the next 12-24 months, so it revised the
outlook to stable from positive.
S&P said, "At the same time, we lowered our issue-level rating on
the company's senior unsecured notes to 'B' from 'BB-' and revised
our recovery rating on the notes to '6' from '3'. The '6' recovery
rating reflects our expectation of negligible (0%-10%; rounded
estimate: 0%) recovery in the event of a conventional payment
default.
"The stable outlook reflects our view that the company will
maintain leverage of 3x-4x over the next few years following its
acquisition of Augusta.
"The $700 million new funded debt to finance the announced
acquisition will pressure Clearwater's debt leverage metrics and
thin the cushion under the current 'BB-' rating. Our base-case
forecast assumes Clearwater's S&P Global Ratings-adjusted debt to
EBITDA is about 4x at the end of fiscal 2024, but we expect this to
improve to the mid-3x area in 2025--more in line with the current
'BB-' issuer credit rating--and further improve as market demand
for the company's paperboard products recovers and acquisition
contributions improve. This is a material deviation from our
previous expectation of debt leverage sustained materially below 3x
on a standalone basis through 2025. Nonetheless, we believe this
spike in debt leverage following the transaction will be
temporary.
"We note that the company's management has publicly stated its
intention to deleveraging to a 2.5x net leverage target within two
years following the close of the Augusta transaction (which we
expect will occur in the second quarter of 2024).
"End-market demand for Clearwater's paperboard products remains
soft, but overall we expect a meaningful rebound in 2025. Driven by
favorable and improving industry fundamentals, we expect operating
rates in the industry will rebound close to historical levels in
fiscal 2025. We believe that industry operating rates for 2023 were
80%-85%, down from 90%-95% a year earlier. This follows a
more-than-12-month run of inventory destocking, and we believe
modest incremental moves toward the higher historical trendlines
will improve the company's earnings and support its deleveraging
prospects."
Clearwater's successful integration of Augusta will improve its
scale, adding two paper machines and almost $1 billion in top-line
revenue absent material operational disruptions.
S&P said, "We view the acquisition as credit positive because we
expect it will strengthen the company's business, improving scale
while reducing the operational risks associated with a two-machine
operation. We understand the acquired assets will operate lower
along the industry cost curve than legacy Clearwater paper
machines, so we expect the company's S&P Global Ratings-adjusted
EBITDA margin to improve modestly following a successful
integration. Despite this, we still view the company's competitive
position as somewhat weaker relative to other rated industry peers
such as Domtar Corp. (B+/Negative/--) and Cascade (BB-/Stable/--).
"The stable outlook reflects our view that Clearwater will maintain
debt leverage of 3x-4x over the next few years following its
acquisition of Augusta."
S&P could lower the rating in the next 12 months if it expects
Clearwater's S&P Global Ratings-adjusted debt to EBITDA to increase
above 4x. This could occur because of:
-- Weaker than expected demand for the company's paperboard
products, most likely related to continued destocking and
deteriorating macroeconomic conditions that lead to sustained
pressures on earnings; or
-- Operational missteps that delay the successful integration of
Augusta.
While unlikely over the next 12 months, S&P could raise the ratings
on Clearwater if:
-- S&P expects the company will sustain S&P Global
Ratings-adjusted debt to EBITDA of less than 3x, with free
operating cash flow to debt above 15% through the cycle; and
-- The company reduces funded debt over the next few years.
S&P said, "We believe this will require the company to generate
higher earnings led by sustained higher product prices without an
offsetting increase in input costs. In this scenario, we believe
the stronger earnings from Clearwater will mitigate the risk of
future higher capital expenditure.
"Environmental factors are a moderately negative consideration in
our credit analysis of Clearwater. This is due to its
products--tissue products, bleached paperboard, and pulp--being
chemical-intensive to produce. While its consumer products division
products--bath and facial tissue products--are purely single-use,
its paperboard products division products--folding carton, liquid
packaging, cup and plate products, and blister and carded
packaging, in addition to pulp--have relatively fewer end-of life
and waste implications, although difficulty in recycling certain
plastic-lined products can be an issue."
CNX RESOURCES: Fitch Gives BB+ Rating on New 8-Yr. Unsecured Notes
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+'/'RR4' rating to CNX Resources
Corporation's proposed eight-year senior unsecured notes. Proceeds
will be used to pay for the tender and redemption of all of the
outstanding 7.25% senior unsecured notes due 2027 as well as a
portion of revolver borrowing. The Long-Term Issuer Default Rating
is 'BB+' and the Rating Outlook is Stable.
CNX Resources Corporation's rating reflects its material generation
of FCF and the expectation that this trend will continue over the
forecast horizon along with debt reduction efforts, a robust
hedging program, lack of near-term maturities and material
liquidity.
KEY RATING DRIVERS
Material FCF Generation: CNX's ability to consistently generate
positive FCF is supportive of its credit quality. FCF is driven by
the company's low operating cost structure, reduced finding and
development costs, strong hedging program that locks in future
revenues and modest production growth. CNX's strong hedging program
increases certainty in projected cash flow despite the volatility
of natural gas prices. Fitch anticipates continued positive FCF,
which will be applied primarily to stock buybacks over the forecast
horizon.
Low-Cost Operator: A low-cost position allows for profitability
even in low price environments. CNX is one of the lowest-cost
operators in the Appalachian Basin, driven by relatively lower firm
transportation charges, midstream ownership and investment in water
infrastructure. Transportation, gathering and compression costs are
well-below most competitors, as CNX owns it own midstream company
and has kept production growth goals modest, which allowed the
company not to compete for high-cost, long-term capacity.
Cost position is benefited by a strategy of using significant basis
hedging as opposed to locking up significant transportation to move
gas out of the basin. The company generated Fitch-calculated fully
burdened cash costs, such as operating; selling, general and
administrative (SG&A); and interest of $1.27/mcfe in 3Q23.
Robust Hedging Program: Fitch views CNX's hedging strategy as a
credit positive. The company has one of the strongest hedging
positions in the industry, with approximately 80% of expected 2024
gas production hedged at an average of $2.52/mcf with nearly 100%
of this amount also basis hedged. CNX attempts to match NYMEX and
basis hedges for the next 12 months of production. The company
maintains a material portion of hedges through 2027.
Fitch believes CNX has a thoughtful hedging program that locks in
expected returns and reduces volatility in cash flows, while
extensive basis hedging protects from potential disruptions in the
Appalachian Basin. CNX's hedge program, combined with a low-cost
structure, allows for capital allocation flexibility for its future
development program.
Production Scale and Inventory: Fitch believes scale is important
as it can reduce operating and capital costs per unit and provides
ability to enhance liquidity. CNX is significantly smaller in terms
of production than other 'BB' rated issuers, such as Southwestern
Energy Corporation (BB+/Positive) and Chesapeake Energy Corp.
(BB+/Positive). CNX's low-cost position and focus on in-basin sales
of gas are offset by a robust basis hedging strategy; however, this
position allows the company to avoid costly long-term
transportation and gathering costs.
Fitch estimates reserve to production at 20 years. There are
questions as to the remaining amount of high-quality inventory,
which could provide for some uncertainty in future cash flows.
Fitch believes the company's strong credit metrics provide for
opportunities to address these uncertainties over time.
Single Basin Risk: CNX's operations are primarily in Appalachia,
which exposes the company to significant basis risk due to takeaway
constraints, although differentials improved as new pipeline
capacity was installed. CNX resisted signing long-term, takeaway
contracts to avoid entering into firm transportation commitments
that could have resulted in expensive long-term obligations.
Instead, the company used hedges to mitigate pricing risk.
CNX was able to move production without entering into contracts
that would make it inflexible to adjust production during periods
of low natural gas prices as it had to meet takeaway commitments.
This strategy could be risky if Appalachian takeaway becomes
constrained, but thus far the avoidance of long-term transportation
obligations has benefited the company.
DERIVATION SUMMARY
CNX's production profile of 1.6 billion cubic feet equivalent per
day (bcfed) in 2022 is below Appalachian peers, such as Antero
Resources Corporation (BBB-/Stable) at 3.2bcfed, Ascent Resources
Utica Holdings, LLC (B/Stable) at 2.1 bcfed, Chesapeake Energy
Corp. (BB+/Positive) at 4.0bcfed, EQT Corporation (BBB-/Stable) at
5.3bcfed and Southwestern Energy Company (BB+/Positive) at
4.7bcfed.
Consolidated leverage of 1.7x is slightly worse than 'BB'
category-rated peers, such as Chesapeake at 0.7x and Southwestern
at 1.3x. Fitch-calculated unhedged cash netback margin, as of YE
2022, of 80% was the highest of peers, including Chesapeake at 79%,
EQT at 78% and Southwestern at 78%, due to the company's material
lower gathering and transportation costs. CNX hedges approximately
80% of expected 2024 production compared with Southwestern at
roughly 84% and EQT at 65%. CNX attempts to match its NYMEX hedge
with basis hedges, which provides significantly more price
protection than peers. Fitch believes a strong hedge program is
important given the volatility of natural gas prices.
KEY ASSUMPTIONS
- Floating rate debt using the three-month SOFR forward curve;
- Henry Hub natural gas prices of $3.25/mcf in 2024, $3.00/mcf in
2025 and $2.75/mcf in 2026;
- West Texas Intermediate oil prices of $75/bbl in 2024, $65/bbl in
2025 and $60/bbl in 2026;
- Flat to low-single digit production growth throughout the
forecast;
- Capex between $500 million and $600 million throughout the
forecast period;
- FCF used for debt repayment and share repurchases.
RATING SENSITIVITIES
Factor that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Production scale approaching 2.5bcfed or proved reserves
approaching 20 trillion cubic feet (tcfe);
- An increase in diversification of upstream operations;
- Mid-cycle EBITDA leverage approaching 1.5x.
Factor that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Inability to replace reserves or a material reduction in net
production;
- Mid-cycle EBITDA leverage above 2.5x;
- Material reduction in FCF or reduced credit metrics from
allocation of FCF to shareholder-friendly actions;
- Deviation from stated financial policy, including material
reduction in hedging;
- Weakening of unit cost profile or capital returns.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity Position: CNX has $8.7 million of consolidated
cash on hand and $1.23 billion of borrowing capacity on its
revolver as of Sept. 30, 2023, after consideration for LOC.
Borrowing base and revolver commitments were $2.25 billion and $1.3
billion, respectively, as of YE 2022, and maturity is in October
2026. The revolving credit facility (RCF) includes a springing
maturity at any point after Jan. 30, 2026, if availability under
the RCF, minus the aggregate principal amount of any and all such
outstanding convertible notes is less than 20% of the aggregate
commitments under the RCF. There is also a maximum net leverage
ratio of no greater than 3.5/1.0, which is based on net debt. CNX
must also maintain a minimum current ratio of no less than
1.0/1.0.
CNX Midstream Partners LP has its own RCF not guaranteed by CNX.
The facility has $600 million in commitments and had $88 million of
borrowings outstanding, leaving availability at $512 million after
consideration for LOC, as of Sept. 30, 2023. Fitch considers CNX's
maturity schedule manageable with the next major maturity being the
senior unsecured convertible notes in 2026. Fitch believes there is
a good chance these notes could be converted to equity before the
maturity. Excluding the revolver, the next note maturity is not
until 2027. Fitch believes near-term liquidity should be
sufficient, given the ability to generate material FCF, which
benefits from a high degree of certainty through the hedge program
and low-cost structure.
ISSUER PROFILE
CNX Resources Corporation (NYSE: CNX) is an independent oil and gas
company focused on the exploration, development, production,
gathering, processing and acquisition of natural gas properties
primarily in the Appalachian Basin. The company focuses on
unconventional shale formations, primarily in the Marcellus and
Utica shales.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
CNX Resources
Corporation
senior
unsecured LT BB+ New Rating RR4
COMMUNITY HEALTH: Eversept Entities Disclose Equity Stakes
----------------------------------------------------------
The following entities disclosed in a Schedule 13G/A filed with the
U.S. Securities and Exchange Commission that as of December 31,
2023, they beneficially owned shares of Community Health Systems,
Inc.'s common stock.
Shares Percent
Beneficially of
Reporting Person Owned Class
Eversept Partners, LP 7,231,126 5.3%
Eversept GP, LLC 5,267,529 3.9%
Eversept Global Healthcare 5,267,529 3.9%
Fund, LP
Eversept 1 LLC 7,231,126 5.3%
Kamran Moghtaderi 7,231,126 5.3%
As of the close of business on December 31, 2023, Eversept and its
controlling persons beneficially owned 7,231,126 Shares, including
249,331 Shares held in Eversept's Managed Accounts.
As of December 31, 2023, Eversept and its controlling persons were
the beneficial owners of approximately 5.3% of the outstanding
Shares, based on 136,800,913 shares of Common Stock of the Issuer
outstanding as of October 20, 2023, as reported in the Issuer's
Form 10-Q filed on October 26, 2023, including 0.2% of the
outstanding Shares held in Eversept's Managed Accounts.
A full-text copy of the Report is available at
http://tinyurl.com/2z89svsc
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."
CROSSED INDUSTRIES: Unsecureds to Split $24K in Consensual Plan
---------------------------------------------------------------
Crossed Industries, LLC filed with the U.S. Bankruptcy Court for
the Middle District of Florida a Plan of Reorganization dated
February 20, 2024.
The Debtor is a full-service boat dealer providing new and used
sales of watercraft along with maintenance and repair of a variety
of watercraft.
The Debtor's principal place of business is located at 31499 US
Highway 27, Haines City, Florida 33844, which is a commercial space
leased from Ingram Family Limited Partnership ("Landlord").
Class 4 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $24,000.00. The
Reorganized Debtor shall pay said amount in equal quarterly
payments of $2,000.00 and shall be disbursed pro rata to the
holders of Allowed General Unsecured Claims. Payments shall
commence on the fifteenth day of the month, on the first month that
begins more than fourteen days after the Effective Date and shall
continue quarterly for eleven additional quarters. Pursuant to
Section 1191 of the Bankruptcy Code, the value to be distributed to
unsecured creditors is greater than the Debtor's projected
disposable income to be received in the 3-year period beginning on
the date that the first payment is due under the plan. Holders of
Class 4 General Unsecured Claims shall be paid directly by the
Debtor.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, Debtor proposes
to pay unsecured creditors a pro rata portion of its projected
Disposable Income, $23,887.00. If the Debtor remains in possession,
plan payments shall include the Subchapter V Trustee's
administrative fee which will be billed hourly at the Subchapter V
Trustee's then current allowable blended rate. Plan Payments shall
commence on December 31, 2024, and shall continue yearly for two
additional years. The initial projected annual payment is
$7,371.00. Holders of class 4 claims shall be paid directly by the
Debtor.
Class 5 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Unimpaired. Holders of a Class 5 interests shall retain their full
equity interest in the same amounts, percentages, manner and
structure as existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business. Except as explicitly set forth in
this Plan, all cash in excess of operating expenses generated from
operation until the Effective Date will be used for Plan Payments
or Plan implementation, cash on hand as of Confirmation shall be
available for Administrative Expenses.
A full-text copy of the Plan of Reorganization dated February 20,
2024 is available at https://urlcurt.com/u?l=gN8Fld from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Jeffrey S. Ainsworth, Esq.
Jacob D. Flentke, Esq.
BransonLaw, PLLC
1501 East Concord Street
Orlando, Florida 32803
Telephone: (407) 894-6834
Facsimile: (407) 894-8559
E-mail: jeff@bransonlaw.com
E-mail: jacob@bransonlaw.com
About Crossed Industries
Crossed Industries, LLC, a company in Haines City, Fla., offers
accessories for fishing, boating, hunting, and outdoor industries.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-05249) on Nov. 20,
2023, with $338,530 in assets and $1,436,832 in liabilities.
Charles B. Hickcox III, managing member, signed the petition.
Judge Roberta A. Colton oversees the case.
Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC represents the
Debtor as legal counsel.
CUMULUS MEDIA: S&P Downgrades ICR to 'CC', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.-based
Cumulus Media Inc. to 'CC' from 'B-' and its issue-level rating on
its senior secured notes and senior secured term loan B to 'CC'
from 'B'.
The negative outlook reflects that, upon the completion of the
transaction, S&P expects to lower its issuer credit rating on the
company to 'SD' (selective default) and its issue-level ratings on
its senior secured notes and senior secured term loan B to 'D'.
Cumulus Media has announced a restructuring transaction, under
which it will offer its existing debtholders $800 in principal
amount of new notes and term loan B due 2029 per $1,000 of par
value of its $346 million outstanding senior secured notes due 2026
and $330 million outstanding senior secured term loan B due 2026.
S&P views the proposed restructuring as distressed and tantamount
to a default. In its view, the proposed debt exchanges are
distressed because Cumulus' lenders will receive less than they
were originally promised. In addition, the company's leverage is
currently elevated at more than 10x and S&P has little visibility
into its ability to materially improve its leverage ahead of its
2026 debt maturities, given the secular and cyclical challenges
facing the broadcast radio industry. Cumulus also has a significant
exposure to national advertising (which has underperformed local
advertising over the last 18 months) that has further pressured its
operating and financial performance.
Under the proposed debt restructuring, the company will exchange
new senior secured notes and a new senior secured term loan
maturing in 2029 for its existing $346 million senior secured notes
due July 2026 and $330 million senior secured term loan B due March
2026. Cumulus plans to realize an original principal discount of
over $130 million through the proposed transaction (assuming full
participation). S&P said, "We do not believe the higher interest
rates on the new debt will provide the company's lenders with
adequate compensation. In addition, both of Cumulus' proposed debt
issuances provide it with the ability to elect payment-in-kind
(PIK) interest for up to two semi-annual interest payments over the
life of the debt. We also view the potential slowing of the
company's payments to its lenders as providing inadequate
compensation."
The participating lenders will benefit from a guarantee from, and
security interest in, the assets held by an unrestricted subsidiary
that generated nearly 50% of Cumulus' EBITDA in 2023, while the
lenders that do not participate will become subordinated
debtholders.
S&P said, "If the company completes the transaction as described,
we would treat it as a selective default and lower our issuer
credit rating on Cumulus to 'SD' and our issue-level ratings on
both debt tranches to 'D'. Following the completion of the
transaction, we would review Cumulus' new capital structure, cash
flow, liquidity position, and business risk and reassess our
ratings on the company and its new senior secured notes and term
loan B.
"The negative outlook reflects our expectation that, upon the
completion of the transaction, we will lower our issuer credit
rating on Cumulus to 'SD' and our issue-level ratings on its senior
secured notes and senior secured term loan B to 'D'.
"We will lower our issuer credit rating on Cumulus to 'SD' and our
issue-level rating on the affected debt to 'D' if it completes the
transaction as proposed.
"We could raise our rating on Cumulus if it does not consummate the
transaction, likely to the CCC category. Under this scenario, our
rating would reflect the potential for other restructuring
initiatives and its ability to refinance its upcoming debt
maturities while maintaining healthy free operating cash flow."
CUPCAKE QUILTS: Court OKS Cash Collateral Access Thru May 21
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Corpus Christi Division, authorized Cupcake Quilts, LLC to use cash
collateral, on a final basis, in accordance with the budget, with a
15% variance, through May 21, 2024.
The creditors that assert an interest in the Debtor's cash
collateral are Small Business Administration, Alternative Funding,
M2 Leasing, Fundbox, New Lane, and QFS.
In total, there are over $743,524 worth of claims which the Debtor
believes will be asserted as secured claims against cash collateral
in the case.
As adequate protection, the Secured Lenders are granted valid and
perfected additional and replacement security interests in, and
liens upon, all of the relevant the Debtor's right, title and
interest in, to, and under all of the Debtor's now owned and
after-acquired cash, and cash collateral of the Debtor.
The priority of any postpetition replacement liens granted to the
Secured Lenders will be the same as existed of the Petition Date.
The Adequate Protection Liens will be valid only to the extent the
Secured Lenders' prepetition claims and liens exist, are valid,
prior to all others, and not subject to defense, offset, avoidance
or subordination.
The Adequate Protection Liens are subject and subordinate to a
carve-out of funds for all fees required to be paid to:
(i) the Clerk of the Bankruptcy Court,
(ii) the Office of the United States Trustee pursuant to Section
1930(a) of Title 28, United States Code, if any,
(iii) all reasonable fees and expenses incurred by a trustee, if
any, under section 726(b) of the Bankruptcy Code in an amount not
exceeding $15,000, and
(iv) all fees and expenses of the Subchapter V Trustee approved
by the Court, to the extent such fees and expenses are provided for
in the Budget or any subsequent budgets and allowed by Order of the
Bankruptcy Court.
A copy of the motion is available at https://urlcurt.com/u?l=XAfN4F
from PacerMonitor.com.
A copy of the order is available at https://urlcurt.com/u?l=THiwvm
from PacerMonitor.com.
About Cupcake Quilts, LLC
AMK Investment Properties, LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Case No.
24-00099) on Jan. 9, 2024, listing $100,001 to $500,000 in both
assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Eric C. Welch, Esq. at Welch, Gregg & Company, LLC represents the
Debtor as counsel.
D AND J'S: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------
D and J's Hash House, Inc. d/b/a D&J's Hash House asks the U.S.
Bankruptcy Court for the District of Massachusetts, Western
Division, for authority to use cash collateral and provide adequate
protection.
The Debtor needs to use its cash collateral assets generated by the
restaurant to operate the day-to-day functions of a busy
restaurant, including but not limited to payment of utilities,
employee wages, and food inventory that are all crucial to the
restaurant business.
The Debtor disputes the validity and extent of the secured claims
against it. The Debtor's purported secured creditors with unexpired
UCC-1 financing statements are Celtic Bank/OnDeck, Funding Futures,
LLC, and United First, LLC.
The Debtor estimates there is approximately $262,424 in other
unsecured debt outstanding as of the date of filing.
The Debtor estimates that, as of the Petition Date, the total value
of its primary assets (excluding goodwill or value as a going
concern), is approximately $11,121 , which includes: (i) equipment
and food inventory; (ii) cash on hand; (iii) accounts receivable.
The Debtor filed to invoke an automatic stay and reorganize its
debt due to a recent tax audit, resulting in a substantial
Massachusetts Meals Tax liability, and unfair practices by its
lenders and creditors, particularly Merchant Cash Advance
creditors. The Massachusetts Department of Revenue audited the
Debtor's books and records, revealing significant liabilities
dating back to 2018. Despite significant payments, the Debtor still
owes $78,264 to the Department of Revenue. The Debtor sought
working capital assistance to cover increased expenses, entering
into several Merchant Cash Advance agreements. These agreements
required daily or weekly ACH payments from the bank accounts, which
became unsustainable. The debtor's financial situation was further
complicated by false promises from one MCA creditor, United First,
LLC. The Debtor entered into two separate MCA agreements, one
providing $15,000 in upfront working capital in exchange for the
sale of future accounts receivables, and another providing $100,000
in upfront working capital in exchange for $139,900 in future
accounts receivables.
The Debtor seeks to provide adequate assurance to its secured
creditors to the extent the Lienholders (in this case, the MCA
creditors) held validly perfected liens prior to the filing of the
case.
As adequate protection, the Debtor proposes that the most Senior
secured creditor, believed to be Forward Financing, receive a
continuing lien on all the Debtor's assets, including cash
collateral and post-petition accounts receivables, but only
recognized to the same extent and amount, and in the same priority,
that they were perfected and valid prepetition pursuant to 11
U.S.C. 361(2). Said replacement liens will also be recognized only
to the extent of diminution in the value of the Lienholders'
prepetition collateral constituting cash collateral resulting from
the Debtor's use thereof.
A copy of the motion is available at https://urlcurt.com/u?l=Z3rvEE
from PacerMonitor.com.
About D and J's Hash House, Inc.
D and J's Hash House, Inc. operates D&J's Hash House restaurant in
Southwick, MA, which is open for breakfast and lunch.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Mass. Case No. 24-30072) on February 23,
2024. In the petition signed by Susan Duffy, president, the Debtor
disclosed up to $50,000 in assets and up to $500,000 in
liabilities.
Robert E. Girvan III, Esq., at Weiner Law Firm, P.C., represents
the Debtor as legal counsel.
DELCATH SYSTEMS: Biotechnology Value Fund, 9 Others Report Stakes
-----------------------------------------------------------------
Biotechnology Value Fund, LP and affiliates disclosed in a Schedule
13G/A Report filed with the U.S. Securities and Exchange Commission
that as of December 31, 2023, they collectively own shares of
Delcath Systems, Inc.'s Common Stock.
Reporting Person Shares Beneficially Owned Percent
of Class
Biotechnology Value Fund, LP 1,433,024
6.2%
BVF I GP LLC 1,433,024
6.2%
Biotechnology Value Fund II, LP 790,282
3.5%
BVF II GP LLC 790,282
3.5%
Biotechnology Value Trading
Fund OS LP 90,229 Less
than 1%
BVF Partners OS Ltd. 90,229 Less
than 1
BVF GP Holdings LLC 2,223,306
9.5%
BVF Partners LP 2,338,426
9.99%
BVF Inc. 2,338,426
9.99%
Mark N. Lampert 2,338,426
9.99%
(a) Amount beneficially owned:
As of the close of business on December 31, 2023, the Reporting
Persons and a certain Partners managed account (the "Partners
Managed Account") held an aggregate of 4,358 shares of Series F-3
Convertible Preferred Stock (the "Series F-3 Preferred Stock"),
convertible into an aggregate of 968,444 Shares at a conversion
price of $4.50 per Share. A holder of the Series F-3 Preferred
Stock shall not have the right to convert any portion of the Series
F-3 Preferred Stock and such Series F-3 Preferred Stock shall not
be automatically converted, to the extent that after giving effect
to such conversion, such holder thereof, together with its
affiliates, any other persons acting as a group together, and any
other persons whose beneficial ownership of Shares would be
aggregated with such holder and the other attribution parties for
purposes of Section 13(d) of the Securities Exchange Act of 1934
(the "Exchange Act") would beneficially own in excess of 9.99% of
the Shares outstanding immediately after giving effect to such
conversion, excluding for purposes of such determination Shares
which would be issuable upon conversion of the remaining,
unconverted portion of all series of Series F Convertible Preferred
Stock of the Issuer beneficially owned (the "Beneficial Ownership
Limitation"). As of the close of business on December 31, 2023, the
Beneficial Ownership Limitation does not limit the conversion of
any of the Series F-3 Preferred Stock held by the Reporting Persons
and the Partners Managed Account.
As of the close of business on December 31, 2023, the Reporting
Persons held preferred stock tranche B warrants (the "Tranche B
Warrants"), exercisable into an aggregate of 6,250 shares of Series
F-4 Convertible Preferred Stock (the "Series F-4 Preferred Stock"),
which in turn are convertible into an aggregate of 1,041,667 Shares
at a conversion price of $6.00 per Share. The Tranche B Warrants
are exercisable at any time, have an exercise price of $1,000 per
share of Series F-4 Preferred Stock, and expire on the earlier of
(i) twenty-one (21) days following the date of the Issuer's public
announcement of recording at least $10,000,000 in quarterly U.S.
revenue from the commercialization of HEPZATO and (ii) March 31,
2026. The conversion of the shares of Series F-4 Preferred Stock
underlying the Tranche B Warrants are subject to the Beneficial
Ownership Limitation. As of the close of business on December 31,
2023, assuming all the Tranche B Warrants held in the aggregate by
the Reporting Persons and the Partners Managed Account were
exercised for Series F-4 Preferred Stock, the Beneficial Ownership
Limitation limits the conversion of the Series F-4 Preferred Stock
held by the Reporting Persons and the Partners Managed Account to
393,833 out of the 1,041,667 Shares underlying the Series F-4
Preferred Stock held by them.
As of the close of business on December 31, 2023, (i) BVF
beneficially owned 1,433,024 Shares, including (a) 519,111 Shares
underlying the Series F-3 Preferred Stock, and (b) 393,833 Shares
underlying certain Series F-4 Preferred Stock, which in turn are
underlying certain Tranche B Warrants held by it, and excluding
167,333 Shares underlying certain Series F-4 Preferred Stock, which
in turn are underlying certain Tranche B Warrants held by it, (ii)
BVF2 beneficially owned 790,282 Shares, including 394,222 Shares
underlying the Series F-3 Preferred Stock held by it, and excluding
127,667 Shares underlying the Series F-4 Preferred Stock, which in
turn are underlying the Tranche B Warrants held by it, and (iii)
Trading Fund OS beneficially owned 90,229 Shares, including 44,222
Shares underlying the Series F-3 Preferred Stock held by it, and
excluding 15,167 Shares underlying the Series F-4 Preferred Stock,
which in turn are underlying the Tranche B Warrants held by it.
BVF GP, as the general partner of BVF, may be deemed to
beneficially own the 1,433,024 Shares beneficially owned by BVF.
BVF2 GP, as the general partner of BVF2, may be deemed to
beneficially own the 790,282 Shares beneficially owned by BVF2.
Partners OS, as the general partner of Trading Fund OS, may be
deemed to beneficially own the 90,229 Shares beneficially owned by
Trading Fund OS.
BVF GPH, as the sole member of each of BVF GP and BVF2 GP, may be
deemed to beneficially own the 2,223,306 Shares beneficially owned
in the aggregate by BVF and BVF2.
Partners, as the investment manager of BVF, BVF2 and Trading Fund
OS, and the sole member of Partners OS, may be deemed to
beneficially own the 2,338,426 Shares beneficially owned in the
aggregate by BVF, BVF2 and Trading Fund OS and held in the Partners
Managed Account, including 24,891 Shares held in the Partners
Managed Account, including 10,889 Shares underlying the Series F-3
Preferred Stock held in the Partners Managed Account, and excluding
5,167 Shares underlying the Series F-4 Preferred Stock, which in
turn are underlying the Tranche B Warrants held in the Partners
Managed Account.
BVF Inc., as the general partner of Partners, may be deemed to
beneficially own the 2,338,426 Shares beneficially owned by
Partners.
Mr. Lampert, as a director and officer of BVF Inc., may be deemed
to beneficially own the 2,338,426 Shares beneficially owned by BVF
Inc.
The foregoing should not be construed in and of itself as an
admission by any Reporting Person as to beneficial ownership of any
Shares owned by another Reporting Person. BVF GP disclaims
beneficial ownership of the Shares beneficially owned by BVF. BVF2
GP disclaims beneficial ownership of the Shares beneficially owned
by BVF2. Partners OS disclaims beneficial ownership of the Shares
beneficially owned by Trading Fund OS. BVF GPH disclaims beneficial
ownership of the Shares beneficially owned by BVF and BVF2. Each of
Partners, BVF Inc. and Mr. Lampert disclaims beneficial ownership
of the Shares beneficially owned by BVF, BVF2 and Trading Fund OS
and held in the Partners Managed Account, and the filing of this
statement shall not be construed as an admission that any such
person or entity is the beneficial owner of any such securities.
(b) Percent of class:
The following percentages are based upon a denominator that is the
sum of (i) 22,046,101 Shares outstanding as of November 8, 2023,
which is the total number of Shares outstanding as reported in the
Issuer's Quarterly Report on Form 10-Q filed with the Securities
and Exchange Commission on November 13, 2023, (ii) certain or all
of the 968,444 Shares issuable upon the conversion of the Series
F-3 Preferred Stock, as applicable, and (iii) 393,833 Shares
issuable upon the conversion of certain Series F-4 Preferred Stock,
as applicable.
As of the close of business on December 31, 2023, (i) BVF
beneficially owned approximately 6.2% of the outstanding Shares,
(ii) BVF2 beneficially owned approximately 3.5% of the outstanding
Shares, (iii) Trading Fund OS beneficially owned less than 1% of
the outstanding Shares, (iv) BVF GP may be deemed to beneficially
own approximately 6.2% of the outstanding Shares, (v) BVF2 GP may
be deemed to beneficially own approximately 3.5% of the outstanding
Shares, (vi) Partners OS may be deemed to beneficially own less
than 1% of the outstanding Shares, (vii) BVF GPH may be deemed to
beneficially own approximately 9.5% of the outstanding Shares, and
(viii) each of Partners, BVF Inc. and Mr. Lampert may be deemed to
beneficially own approximately 9.99% of the outstanding Shares
(less than 1% of the outstanding Shares are represented by Shares
held in the Partners Managed Account).
A full-text copy of the Report is available at
http://tinyurl.com/mry7rjc8
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.
The Company believes that current cash and cash equivalents will
enable the Company to have sufficient cash through the launch of
HEPZATO. If there is a substantial delay in the launch of HEPZATO,
the Company expects to need to raise additional capital under
structures available to the Company, including debt or equity
offerings, which may not be on favorable terms. If
commercialization were significantly delayed, the Company would not
have sufficient funds to meet its obligations within 12 months from
the issuance date of these condensed consolidated financial
statements. As such, there is uncertainty regarding the Company's
ability to maintain liquidity sufficient to operate its business
effectively, which raises substantial doubt about its ability to
continue as a going concern, according to the Company's Quarterly
Report for the period ended Sept. 30, 2023.
DELCATH SYSTEMS: COO, Director to Retire
----------------------------------------
Delcath Systems, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that John Purpura notified
the Company of his intent to retire as the Company's Chief
Operating Officer.
The Company is engaged in active discussions to appoint a new Chief
Operating Officer with a preferred candidate identified. Purpura
will remain with the Company until such time as his successor is
named and has agreed to consult with the Company after he leaves.
Additionally, on February 9, 2024, Roger Stoll notified the Company
of his intent to retire from the board of directors of the Company
and not stand for re-election at the Company's 2024 Annual Meeting
of Stockholders. Mr. Stoll has served the Board for over 14 years
and, after the recent FDA approval and commercial launch of
Delcath's first product, Mr. Stoll decided that this was an
appropriate time to retire from the Board. Mr. Stoll's retirement
will become effective at the conclusion of the 2024 Annual Meeting.
Mr. Stoll's decision to retire and not stand for re-election was
not the result of a disagreement with the Company on any matter
relating to the Company's operations, policies or practices.
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.
The Company believes that current cash and cash equivalents will
enable the Company to have sufficient cash through the launch of
HEPZATO. If there is a substantial delay in the launch of HEPZATO,
the Company expects to need to raise additional capital under
structures available to the Company, including debt or equity
offerings, which may not be on favorable terms. If
commercialization were significantly delayed, the Company would not
have sufficient funds to meet its obligations within 12 months from
the issuance date of these condensed consolidated financial
statements. As such, there is uncertainty regarding the Company's
ability to maintain liquidity sufficient to operate its business
effectively, which raises substantial doubt about its ability to
continue as a going concern, according to the Company's Quarterly
Report for the period ended Sept. 30, 2023.
DISKIN SYSTEMS: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
Diskin Systems, Inc. asks the U.S. Bankruptcy Court for the Middle
District of Florida, Tampa Division, for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay the Debtor's
regular operating expenses in the regular course of business, as
well as the administrative expenses in these Chapter 11 proceedings
as they become due.
There are two unknown creditors who may have a lien on the cash
collateral of Debtor by virtue of a UCC-1 filed by Corporation
Service Company, As Representative, on August 2, 2023, and March
11, 2023. Each of these UCC-1 Financing Statements were filed in
the Office of the Illinois Secretary of State.
There is one unknown creditor who may have a lien on the cash
collateral of Debtor by virtue of a UCC-1 filed by CT Corporation,
As Representative, on March 14, 2023. The UCC-1 Financing Statement
was filed in the Office of the Illinois Secretary of State.
The U.S. Small Business Administration may have a lien on the cash
collateral of the Debtor by virtue of a UCC-1 filed on June 27,
2020 in the Office of the Illinois Secretary of State.
Huntington National Bank may have a lien on the cash collateral of
the Debtor by virtue of a UCC-1 Financing Statement filed on June
9, 2020 in the Office of the Illinois Secretary of State.
Kapitus, LLC may have a lien on the cash collateral of the Debtor
by virtue of a Loan Agreement and Security Agreement executed on
March 9, 2023.
Mulligan Funding/FinWise Bank may have a lien on the cash
collateral of the Debtor by virtue of a Business Loan and Security
Agreement executed on March 10, 2023.
ODK Capital, LLC may have a lien on the cash collateral of the
Debtor by virtue of a Business Loan and Security Agreement.
The Debtor will grant a replacement lien to the Unknown CT
Creditors, Unknown CSC Creditors, SBA, Huntington, Kapitus,
Mulligan, and OnDeck to the same extent as any prepetition lien,
pursuant to 11 U.S.C. section 361(2) on and in all property set
forth in the respective security agreements and related lien
documents.
A copy of the motion is available at https://urlcurt.com/u?l=1OvaBz
from PacerMonitor.com.
About Diskin Systems Inc
Diskin Systems Inc filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-00669) on Feb. 9, 2024, listing $100,001 to $500,000 in assets
and $500,001 to $1 million in liabilities.
Judge Roberta A Colton presides over the case.
Craig I Kelley, Esq. at Kelley Kaplan & Eller, PLLC represents the
Debtor as counsel.
DIVERSIFIED HEALTHCARE: The Vanguard Group Holds 8.35% Stake
------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 20,078,770 shares of Diversified
Healthcare Trust's Common Stock, representing 8.35% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/52xse88x
About Diversified Healthcare Trust
Diversified Healthcare Trust (Nasdaq: DHC) -- www.dhcreit.com -- is
a real estate investment trust, which owns senior living
communities, medical office and life science buildings and wellness
centers throughout the United States. As of Sept. 30, 2023, DHC's
approximately $7.2 billion portfolio included 376 properties in 36
states and Washington, D.C., occupied by approximately 500 tenants,
and totaling approximately 9 million square feet of life science
and medical office properties and more than 27,000 senior living
units. DHC is managed by The RMR Group (Nasdaq: RMR), an
alternative asset management company with approximately $36 billion
in assets under management as of Sept. 30, 2023 and more than 35
years of institutional experience in buying, selling, financing and
operating commercial real estate.
The Company stated in its Quarterly Report for the period ended
Sept. 30, 2023, that there is substantial doubt about its ability
to continue as a going concern for at least one year from the date
of issuance of the financial statements. The Company's continuation
as a going concern is dependent upon many factors, including its
ability to meet its debt covenants and repay its debts and other
obligations when due. While it believes raising permissible new
capital, including proceeds from its planned asset sales, and the
possible extension of its credit facility, will alleviate the
substantial doubt about its ability to continue as a going concern,
the Company cannot provide assurance that any new capital raised,
including proceeds from its planned asset sales, will be available
to the Company or sufficient to repay its upcoming maturing debt,
or that its lenders will agree to an extension of the maturity date
of its credit facility. The Company cannot be sure that it will be
able to obtain any future debt financing, and any such debt
financing it may obtain may not be sufficient to repay its upcoming
maturing debt. If it is unable to obtain sufficient funds, the
Company may be unable to continue as a going concern.
* * *
As reported by the TCR on Jan. 5, 2024, S&P Global Ratings raised
its issuer credit rating on Diversified Healthcare Trust (DHC) to
'CCC+' from 'CCC-', its issue-level rating on its non-guaranteed
senior unsecured notes to 'CCC+' from 'CCC-', and its issue-level
rating on its guaranteed senior unsecured notes to 'B' from 'CCC+'
and removed the ratings from CreditWatch, where S&P placed them
with positive implications on Dec. 19, 2023. S&P also revised its
recovery rating on the non-guaranteed notes to '4' from '3'.
DODD DRILLING: Seeks Cash Collateral Access
-------------------------------------------
Dodd Drilling, LLC asks the U.S. Bankruptcy Court for the Northern
District of Georgia, Gainsville Division, for authority to use cash
collateral and provide adequate protection.
The Debtor requires the use of cash collateral for critical
operating expenses.
Various lenders, merchant cash advance financing companies and
equipment vendors have filed UCC-1 financing statements of record
against the Debtor, and/or have purchase money security interests
in the Debtor's equipment and may claim interests in the assets of
the Debtor, as follows:
1) SBFS Funding/Rapid Finance - $120,000 (MCA)
2) Capybara Capital, LLC - $43,500 (MCA)
3) Cloudfund, LLC - $18,800 (MCA)
4) Alternative Funding, LLC - $83,000 (MCA)
5) Vital Cap Funding - $104,493 (MCA)
6) Crestmark - Metabank - $120,577 (Drilling Rig)
7) Ascentium Capital - $186,394 (Drilling Rig)
8) Ascentium Capital - $137,274 (Drilling Rig)
9) Truist Bank - $29,043 (2019 Ford F450 Truck)
10) Ally Auto Financial - $25,995 (Flatbed Truck)
11) Ally Auto Financial - $111,718 (Flatbed Truck)
12) TD Auto Finance - $131,549 (2020 Dodge Ram 3500 Truck)
13) Pinnacle Bank-JB & B Capital - $,86,772 (Dozer)
Lenders may assert liens upon and security interests against assets
of the Debtor, including accounts receivable owned by the Debtor,
and the proceeds thereof, and against the Debtor's inventory,
equipment and fixtures.
As adequate protection for any interest Lenders may have in cash
collateral, the Debtor proposes:
A. That Lenders be granted a security interest in and lien upon the
Debtor's post-petition accounts receivable, and proceeds to the
same extent and priority as their pre-petition liens and interests
in its pre-petition collateral;
B. Continuation of the lien and security interests held by Lenders
in their pre-petition Collateral; and
C. Provision of the Debtor's monthly operating reports as required
by the U.S. Trustee and filed with the Court.
The Debtor seeks approval of a carve-out of the Collateral in the
amount of $5,000 per week. The Carve-Out will be utilized for the
payment of professional fees, including but not limited to fees
incurred pre-petition, post-petition, and postconversion as
approved by the Court.
A copy of the https://urlcurt.com/u?l=2F5WAA from
PacerMonitor.com.
About Dodd Drilling, LLC
Dodd Drilling, LLC owns and operates a construction drilling
company specializing in drilling boreholes into the soil to allow
subsurface site investigation and data collection.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20212-jrs) on February
23, 2024. In the petition signed by Dustin Dodd, managing member,
the Debtor disclosed up to $10 million in assets and up to $10
million in liabilities.
Theodore N. Stapleton, Esq., at Theodore N. Stapleton, P.C.,
represents the Debtor as legal counsel.
ECHOSTAR CORP: Renaissance Entities Hold 5.17% Class A Shares
-------------------------------------------------------------
Renaissance Technologies, LLC and Renaissance Technologies Holdings
Corporation disclosed in a Schedule 13G Report filed with the U.S.
Securities and Exchange Commission that as of November 14, 2023,
both entities beneficially owned 1,871,804 shares of EchoStar's
Class A Common Stock, representing 5.17% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/5e6umpp9
About EchoStar
Headquartered in Englewood, Colorado, EchoStar Corporation operates
satellite communication infrastructures.
* * *
As reported by the Troubled Company Reporter on Feb 01, 2024, S&P
Global Ratings assigned its 'CCC+' issuer credit rating to parent
EchoStar Corp. due to high leverage, a significant cash burn, and
substantial refinancing requirements in the coming years at its
largest subsidiary, Dish Network.
EchoStar has completed its acquisition of Dish Network Corp. in an
all-stock transaction.
S&P also lowered its issuer credit rating on Hughes Satellite
Systems Corp. to 'CCC+' from 'BB' in line with the rating on the
parent due to support it will provide in helping fund cash
shortfalls at sister company Dish Network.
The negative outlook reflects capital intensity associated with
Dish's wireless build that will continue large cash flow deficits;
execution risk associated with profitably expanding its wireless
business; and high cost of capital with significant refinancing
requirements through 2026.
S&P believes EchoStar is vulnerable to tight financing conditions
and depends on favorable business, financial, and economic
conditions to meet its financial commitments in the next 2-3 years.
The company will need to raise substantial capital in the coming
years to fund capital spending, wireless losses, and debt
maturities. Dish's merger with EchoStar (whose primary operating
subsidiary prior to the merger was Hughes) does not solve its
financial problems but improves its liquidity position: -- EchoStar
has about $2 billion cash (as of Sept. 30, 2023).
ECHOSTAR CORP: Steven Tananbaum, 2 Others Hold 2.2% Class A Shares
------------------------------------------------------------------
GoldenTree Asset Management LP and its affiliates disclosed in a
Schedule 13G/A Report filed with the U.S. Securities and Exchange
Commission that as of December 31, 2023, they beneficially owned
shares of EchoStar Corporation's Class A Common Stock.
The breakdown of ownership is as follows:
Reporting Person Shares Owned Percent of
Class
GoldenTree Asset Management LP 3,092,277 2.2%
GoldenTree Asset Management LLC 3,092,277 2.2%
Steven A. Tananbaum 3,092,277 2.2%
A full-text copy of the Report is available at
http://tinyurl.com/udjy6ed2
About EchoStar
Headquartered in Englewood, Colorado, EchoStar Corporation operates
satellite communication infrastructures.
* * *
As reported by the Troubled Company Reporter on Feb 01, 2024, S&P
Global Ratings assigned its 'CCC+' issuer credit rating to parent
EchoStar Corp. due to high leverage, a significant cash burn, and
substantial refinancing requirements in the coming years at its
largest subsidiary, Dish Network.
EchoStar has completed its acquisition of Dish Network Corp. in an
all-stock transaction.
S&P also lowered its issuer credit rating on Hughes Satellite
Systems Corp. to 'CCC+' from 'BB' in line with the rating on the
parent due to support it will provide in helping fund cash
shortfalls at sister company Dish Network.
The negative outlook reflects capital intensity associated with
Dish's wireless build that will continue large cash flow deficits;
execution risk associated with profitably expanding its wireless
business; and high cost of capital with significant refinancing
requirements through 2026.
S&P believes EchoStar is vulnerable to tight financing conditions
and depends on favorable business, financial, and economic
conditions to meet its financial commitments in the next 2-3 years.
The company will need to raise substantial capital in the coming
years to fund capital spending, wireless losses, and debt
maturities. Dish's merger with EchoStar (whose primary operating
subsidiary prior to the merger was Hughes) does not solve its
financial problems but improves its liquidity position: -- EchoStar
has about $2 billion cash (as of Sept. 30, 2023).
EDGEMONT FARMS: Case Summary & Four Unsecured Creditors
-------------------------------------------------------
Debtor: Edgemont Farms LLC
49 Jewett Road
Petaluma, CA 94952
Business Description: Edgemont Farms is the owner of the real
property located at 49 Jewett Road
Petaluma, CA 94952 having an appraised value
of $4.6 million.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 24-10095
Judge: Hon. Charles Novack
Debtor's Counsel: Gina R. Klump, Esq.
LAW OFFICE OF GINA R. KLUMP
11 5th Street, Suite 102
Petaluma, CA 94952
Tel: 707-778-0111
Fax: 707-339-8017
Email: klumplaw@gmail.com
Total Assets: $4,656,722
Total Liabilities: $2,679,083
The petition was signed by JoAnn Claeyssens as member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/63G26GQ/Edgemont_Farms_LLC__canbke-24-10095__0001.0.pdf?mcid=tGE4TAMA
ELWOOD ENERGY: S&P Affirms 'CCC+' Rating on Senior Secured Debt
---------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' rating on Elwood Energy
LLC's senior secured debt.
S&P revised the recovery rating to '1+' from '1', indicating its
expectation of full recovery (rounded estimate: over 100%) in the
event of a payment default.
The negative outlook incorporates the risk of a liquidity shortage
beyond the next 12 months, when S&P forecasts the project would not
have sufficient sources to meet financial commitments absent
improved PJM capacity prices or sponsor support.
Elwood is a 1,350-megawatt (MW) power plant about 50 miles
southwest of Chicago. The project has nine simple-cycle 7FA
combustion turbines sourced from General Electric Co. It operates
as a peaking facility that earns revenue by selling production
capacity and electricity into PJM's ComEd power market. Illinois'
Climate and Equitable Jobs Act (CEJA), enacted in late 2021,
restricts Elwood's carbon emissions corresponding to maximum annual
generation of about 388 gigawatt hours (GWh). Elwood is one of nine
assets owned by Japan-based Electric Power Development Co. Ltd.
(J-Power; A/Stable) and John Hancock Life Insurance Co. (USA)
(AA-/Stable) in a 50/50 joint venture. Significant decisions,
including bankruptcy filing, need approval of both partners,
therefore we delink the project from its parents.
-- S&P expects debt service coverage ratios (DSCR) will be below
1x until the end of the debt term (2026), indicating the project
depends on reserve accounts and/or sponsor support to meet its
financial commitments.
-- As a peaking facility, Elwood relies on capacity payments for
most of its revenues, thus PJM capacity prices would have to
increase substantially beyond 2025 to cover debt service.
-- Elwood's energy production is limited to about 338 GWh annually
by CEJA, which permanently restrict project's merchant revenue.
-- Elwood has stable operating performance with few forced outages
and high availability percentage over the past four years.
-- It has a fully amortizing debt profile by July 2026, with an
outstanding balance of $23.5 million.
-- Investment-grade sponsors J-Power and John Hancock Life
contributed $22.5 million in 2023 to pay a PJM performance penalty
related to the December 2022 winter storm and associated gas
obligations, showing commitment to support the project.
-- Elwood's debt is not restricted by minimum DSCR covenants.
-- S&P expects full recovery of the debt balance under its
hypothetical default scenario using an asset liquidation approach,
given the low debt outstanding.
S&P said, "We expect continued pressure on operating cash flow over
the next 12 months driven by low PJM-CoMed capacity prices and
limitations on production imposed by CEJA. We expect Elwood's
operating cash flow will be slightly negative in 2024 due to record
low PJM capacity prices for the 2024-2025 auction period and the
implementation of CEJA, which limits Elwood's operation to about
250 hours per year. We therefore expect the project will need to
use its debt service reserve account (DSRA) and working capital
facility to cover its financial needs."
Elwood is a 1,350-MW, about 11.1 Btu/MWh heat rate peaker plant in
Illinois that has historically generated about 80% of its revenues
from capacity payments (more than $90 million annually) when PJM
capacity prices were $150-$200/MW-day. S&P said, "Given that
PJM-CoMed capacity prices have declined to $28/MWd for the
2024-2025 settled auction, we estimate that the project cannot
cover its fixed operating costs in 2024. We expect a gross margin
of approximately $33 million--about $30 million in capacity and
other fixed payments and about $3 million in energy margin. Our
estimated $37 million of operating costs include $27.7 million of
fixed operating and selling, general, and administrative (SG&A)
expenses and about $9.1 million in major maintenance. We note that
most of its capital spending is related to hot gas path inspection,
scheduled in spring 2024, which could be pushed to the fall or next
year if the inspection determines maintenance is not required."
Further, Illinois passed CEJA in December 2021, which limits
Elwood's emissions to the average annual tons of carbon dioxide
equivalent between 2018 and 2020. As a result, Elwood can produce
only about 338 GWh annually, down from approximately 500 GWh in
2021. The project is vulnerable and dependent upon favorable market
conditions to meet its financial commitments, including an
improvement of PJM-ComEd capacity prices.
S&P said, "Our 'CCC+' rating on Elwood's senior debt indicates that
the project has sufficient liquidity to meet its obligations over
the next 12 months, however it could run into a shortfall beyond
that absent favorable market conditions. Our estimate of nearly $20
million of liquidity uses include senior debt service of $14.6
million, an approximately $4.4 million operating cash shortage, and
about $1 million of interest on Elwood's $20 million working
capital facility, which we assume is fully drawn. We estimate the
project will use its available cash and cash-funded major
maintenance reserve of $11.3 million, letter of credit-funded DSRA
of about $7.3 million (average six-month requirement over the next
12 months), and draw an additional $1.3 million from its $20
million working capital facility to meet its obligations. We note
that the DSRA is an obligation of Elwood's parent, J-Power USA
Generation Capital LLC, which is responsible for repaying any
letter of credit loans and associated fees and interest for the
facility. Elwood can use the $20 million working capital facility,
issued by J-Power Elwood Capital LLC (JEC), to cover senior debt
service. Under the agreement, the project must repay any working
capital loans within 90 days. The facility matures in July 2024 and
renews automatically for one year.
"The negative outlook incorporates the risk of a liquidity shortage
beyond the next 12 months, when the project would have to repay
potential working capital loans withing 90 days. In 2025, we
forecast cash flow available for debt service will turn slightly
positive due to our expectation of higher PJM-CoMed capacity prices
and spark spreads based on forward-curve power and gas prices. Our
DSCR forecast is below 1x until the end of the debt term,
indicating that the project will continue to draw on its working
capital facility to meet debt service. Therefore, we could lower
our debt rating on Elwood if we believe it will run out of
liquidity within a year or it amends its working capital facility
terms such that we consider the transaction distressed.
"Elwood's history of sponsors' support indicates willingness and
ability of equity owners to continue funding the project's
obligations. We do not incorporate equity support from the two
sponsors, J-Power and John Hancock Life, because it is not
committed. However, the sponsors have indicated willingness and
ability to fund past and future project obligations. In 2023,
equity owners contributed $22.5 million to pay for the PJM capacity
penalty related to the December 2022 winter storm and related gas
obligations. In addition, Elwood has only $23.5 million outstanding
on its senior notes, supported by collateral coverage of over 3.5x
the value of the debt (under our hypothetical default scenario),
which indicates full recovery for debtholders and residual equity
value for the owners.
"The negative outlook incorporates the risk of a liquidity shortage
beyond the next 12 months, when we forecast the project would need
to repay a potential draw on its working capital facility within 90
days. While we do not include sponsor support under our base-case
scenario, they funded operations and debt service in 2023.
"We could lower the rating if we forecast the project has less than
12 months of liquidity remaining and we foresee specific default
scenarios within 12 months, including failure to make a principal
or interest payment on outstanding obligations.
"We could revise the outlook to stable or raise the rating if we
think operating cash flow will improve materially such that the
project can cover its obligations and commitments without sponsor
support, leading to DSCRs approaching 1x for the rest of the debt
term."
EMERGENT BIOSOLUTIONS: The Vanguard Group Holds 5.73% Stake
-----------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 2,974,638 shares of Emergent
Biosolutions Inc.'s Common Stock, representing 5.73% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/3hy5tbmc
About Emergent Biosolutions
Headquartered in Gaithersburg, MD, Emergent Biosolutions Inc. is a
global life sciences company focused on providing innovative
preparedness and response solutions addressing accidental,
deliberate and naturally occurring public health threat. The
Company's solutions include a product portfolio, a product
development portfolio, and a contract development and manufacturing
("CDMO") services portfolio.
Tysons, Virginia-based Ernst & Young LLP, the Company's auditor
since 2004, issued a "going concern" qualification in its report
dated March 1, 2023, citing that the Company does not expect to be
in compliance with debt covenants in future periods without
additional sources of liquidity or future amendments to its Credit
Agreement, has a working capital deficiency, and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.
As of September 30, 2023, Emergent had unrestricted cash and cash
equivalents of $87.8 million and remaining capacity under its
Revolving Credit Facility of $88.3 million. Also as of September
30, 2023, there was $211.2 million outstanding on the Company's
Revolving Credit Facility and $202.1 million on its Term Loan
Facility that mature in May 2025. Certain provisions within the
Credit Agreement Amendment require further action from the Company,
most notably the requirement to raise not less than $75.0 million
through the issuance of equity or unsecured indebtedness by April
30, 2024, and that the Company make quarterly principal payments of
approximately $3.9 million on the Term Loan Facility, according to
the Company's Quarterly Report for the period ended Sept. 30, 2023.
As a result, the Company determined that there is substantial doubt
about its ability to continue as a going concern within one year
after the date that the financial statements were issued. The
Company will need to obtain substantial additional funding in
connection with its continuing operations, which cannot be assured.
ENVIVA INC: Moody's Lowers CFR to Ca & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Investors Service downgraded Enviva Inc.'s Corporate Family
Rating to Ca from Caa1, and the Probability of Default Rating to
Ca-PD/LD from Caa1-PD, following a limited default due to a missed
interest payment on its unsecured debt. Moody's also downgraded the
ratings on its senior unsecured notes due 2026, The Industrial
Development Authority of Sumter County, Alabama tax-exempt
facilities revenue bonds, Series 2022, and backed tax exempt
revenue bonds, Series 2022, issued by the Mississippi Business
Finance Corporation (MBFC) to C from Caa2. The Speculative Grade
Liquidity Rating was maintained at SGL-4 and the outlook was
changed to negative from ratings under review.
Enviva entered into a forbearance agreement with its lenders on
February 15, 2024 after its missed interest payment; this agreement
expires on March 4, 2024, but may be extended. While the company
continues to work with its banks and noteholders to find a
favorable resolution to the missed interest payment and to
restructure the company's debt, any delays in reaching a solution
are a negative for the credit. The downgrade to Ca reflects the
fact that in bankruptcy, noteholders could be required to take a
meaningful haircut to outstanding debt, given the uncertainty over
future profitability and the value of the company's assets.
RATINGS RATIONALE
Enviva's Ca CFR reflects expectations for a debt restructuring,
bankruptcy or liquidation following its missed interest payment.
Additionally, concerns over its ability to generate profits during
a period of weak wood pellet prices could extend the period
required to negotiate a resolution to the missed interest payment
and any future payments to debtholders. It also reflects Moody's
view of the potential recovery on Enviva's debt given the value of
the business and sizeable third-party liabilities. The company's
financial performance in 2023 was extremely weak and the company
needs to renegotiate long term contacts on its wood pellets to
enable it to generate a reasonable profit margin. Given that
2023/2024 season has been another warm winter in Europe and Asia,
wood pellet pricing is likely to remain depressed over the next
several quarters at a minimum.
Liquidity is weak as the company's missed interest payment is
beyond the grace period and it is operating under a waiver from
noteholders. If the company and its debtholders do not come to an
agreement on revising the company's capital structure, Enviva will
likely file for, or be pushed into, bankruptcy fairly quickly.
The negative outlook reflects the uncertainty over the recovery for
noteholders until a formal agreement with its debtholders is
reached or it files for bankruptcy.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Enviva's ratings could be upgraded should it successfully achieve
an out of bankruptcy restructuring of its debt maturities, which
results in a sustainable level of debt and interest payments going
forward, and is able to renegotiate the majority of its wood pellet
contracts to provide for an adequate profit margin.
Enviva's probability of default rating could be downgraded to D-PD
should it pursue a formal reorganization or liquidation under US
Bankruptcy Code.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
FAT DADDY: Wins Cash Collateral Access Thru April 16
----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ohio
authorized Fat Daddy Co. to use cash collateral on an interim basis
in accordance with the budget, through April 16, 2024.
The Debtor asserts these entities have or may have a prepetition
lien on the Debtor's cash collateral:
a. Crediby of Arizona in the amount of $62,442
b. Proventure Capital LLC in the amount of $27,000(disputed)
c. Alpine Advance 5 LLC in the amount of $64,457
d. Capify Capital in the amount of $ unknown
e. Cardinal Funding Group in the amount of $30,000
f. Blade Funding in the amount of $83,021.
g. Diesel Funding LLC in the amount of $28,366
i. EBF Holdings, LLC dba Everest Business Funding in the
amount of $80,000.
j. Reef Funding in the amount of $60,304
k. Square Funding in the amount of $97,435
l. Wynwood Capital in the amount of $60,842
m. Delta Capital the amount is unknown
n. CT Corporation System, as Agent the amount and creditor is
unknown
o. Corporation Service Company, as Agent the amount and
creditor is unknown
The Debtor asserts that it is unable to determine who would be in
the first position with regard to perfection of the security
interests on the items subject to the cash collateral order for the
reason that the initial filing was by CT Corporation as agent, with
no indication as to the party for whom they were agent.
As adequate protection, the Prepetition Lenders are granted valid,
binding, enforceable and perfected postpetition replacement liens
on the Debtor's post-petition property in the same validity,
priority, and extent as they existed before the Petition Date, and
additional liens solely to the extent of any diminution of the
Prepetition Lenders' Collateral, in all of the Debtor's assets.
A final hearing on the matter is set for April 16, 2024 at 11 a.m.
A copy of the order is available at https://urlcurt.com/u?l=lzpwVW
from PacerMonitor.com.
About Fat Daddy Co.
Fat Daddy Co. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ohio Case No 23-61331-tnap) on
November 9, 2023. In the petition signed by Matthew C. Webster,
president, the Debtor disclosed up to $50,000 in assets and up to
$1 million in liabilities.
Judge Tiiara N.A. Patton oversees the case.
Edwin H. Breyfogle, Esq. represents the Debtor as legal counsel.
FLO-BACK EQUIPMENT: Chapter 15 Case Summary
-------------------------------------------
Chapter 15 Debtor: Flo-Back Equipment Inc.
251 Little Falls Drive
Wilmington DE 19808
Chapter 15 Petition Date: February 20, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-90059
Judge: Hon. Marvin Isgur
Foreign Proceeding: Court of King's Bench of Alberta, File
No. 2301-16371, Calgary Judicial Center
Foreign Representive: FTI Consulting Canada Inc.
520 Fifth Avenue S.W. Suite 1610
Calgary, AB T2P 3R7
Canada
Dustin Olver, Senior Managing Director
Foreign
Representative's
Counsel: John D. Cornwell, Esq.
MUNSCH HARDT KOPF & HARR, P.C.
700 Milam St. Suite 800
Houston TX 77002
Tel: (713) 222-1470
Email: jcornwell@munsch.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/KO77RCA/Flo-Back_Equipment_Inc__txsbke-24-90059__0001.0.pdf?mcid=tGE4TAMA
FLOREZ GROUP: Seeks Cash Collateral Access
------------------------------------------
The Florez Group, Inc. asks the U.S. Bankruptcy Court for the
Western District of Texas, Austin Division, for authority to use
the cash collateral of Gulf Coast Business Credit, Funding Circle,
the U.S. Small Business Administration, Fora Financial, and
possibly Channel Partners.
The Debtor requires the use of cash collateral to pay expenses of
its business operations and the Chapter 11 case, in accordance with
the budget, with a 5% variance.
Gulf Coast holds a first lien on all of the Debtor's assets and the
proceeds thereof, including its accounts receivable and equipment.
The Debtor requests, in order to provide adequate protection to the
Lenders that they be granted replacement security interests in and
liens upon all categories of property of the Debtor and its estate,
upon which they each held valid, perfected and enforceable
pre-petition liens and security interests in the same priority as
pre-petition to the extent and only to the extent that such
pre-petition lien and security interests are valid, perfected,
enforceable and nonavoidable.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=M2vDYX from PacerMonitor.com.
The Debtor projects $298,982 in total cash receipts and $301,996 in
total cash paid out for the period from February 25, 2024 to April
6, 2024.
About The Florez Group, Inc.
The Florez Group, Inc. provides employee staffing services in the
Austin metropolitan area and throughout the country containers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-10182-smr) on
February 23, 2024. In the petition signed by John. F. Florez,
president, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities.
Frank B Lyon, Esq. represents the Debtor as legal counsel.
GENWORTH FINANCIAL: S&P Affirms 'BB-' LT ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
ratings on Genworth Financial Inc. and Genworth Holdings Inc. The
outlook remains stable.
Impact Of Revised Capital Model Criteria
The implementation of S&P's revised criteria for analyzing
insurers' risk-based capital supports its view that the Genworth
group maintains a satisfactory capital position.
Outlook
The stable outlook reflects S&P's expectations that Genworth will
sustain its underwriting performance and capital adequacy redundant
at its '99.50%' confidence level. S&P expects the company's risk
profile will not change materially.
Downside scenario
S&P could lower its ratings in the next two years if:
-- Genworth's consolidated capitalization deteriorates
significantly from the '99.50%' confidence level;
-- Its risk profile worsens materially; or
-- Financial leverage increases to 40% or the coverage ratio
worsens consistently below 4x.
Upside scenario
S&P could raise its ratings in the next two years if:
-- The U.S. economic and housing fundamentals are supportive of
Genworth's mortgage insurance business, which is the key driver of
the group's earnings; and
-- Genworth's consolidated capitalization sustainably strengthens
to a level that is sufficiently redundant at '99.80%' stress
level.
Rationale
Genworth's business profile is anchored by the strength of its U.S.
mortgage insurance business generated through Enact Holdings Inc.
and Enact Mortgage Insurance Corp. (collectively, Enact), which
accounts for most of the group's earnings and capital
contributions.
S&P said, "We expect that Enact will generate strong,
capital-accretive earnings. However, we do think mortgage
delinquencies could rise and near-term loss ratios could become
elevated given S&P Global Ratings economists' expectations for
rising unemployment in the next few years. We expect Enact's
combined ratio will rise to 50%-55% in 2024 and 2025."
The strength of the mortgage insurance segment is partially offset
by weaknesses in Genworth's U.S. life insurance business (which
includes long-term care insurance, life insurance, and fixed
annuities) given its weak results. Genworth has continued to make
progress on its multi-year rate action plan, achieving a total of
$354 million in premium rate increase approvals in 2023. This has
brought Genworth's economic value gap between potential claims and
premiums down to $5 billion. While S&P believes Genworth will
continue to seek rate increases, it remains uncertain of their
efficacy because they are contingent upon regulatory approvals.
S&P said, "We think Genworth will continue to pursue capital
actions and maintain financial leverage below 30% through
2024-2025, with healthy fixed-charge coverage of at least 4x. We
believe regular and extraordinary dividends from Enact will
underpin Genworth's capital strategy and support capital at the
99.50% confidence level through 2025."
GILLIAM CONSTRUCTION: Court OKs Interim Cash Collateral Access
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Gilliam Construction, Inc. to use the cash collateral of Capybara
Capital, Retail Capital LLC dba Credibly and BayFirst National
Bank, on an interim basis, in accordance with the budget.
As previously reported by the Troubled Company Reporter, at the
time the case was filed, the Debtor's cash totaled approximately
$25,000 and the Debtor's receivables totaled approximately
$50,000.
The Debtor requires the use of cash collateral to pay ordinary
expenses necessary for operation of its business.
The Debtor also expressed willingness to grant Secured Creditors a
replacement lien against all cash received by Debtor
post-petition.
A copy of the order is available at https://urlcurt.com/u?l=KJOFDr
from PacerMonitor.com.
About Gilliam Construction, Inc.
Gilliam Construction, Inc. offers new construction and remodeling
services in Reno, Nevada.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 24-50090) on January 29,
2024. In the petition signed by Jeremiah Gilliam, president, the
Debtor disclosed $159,251 in assets and $1,142,700 in liabilities.
Judge Hilary L. Barnes oversees the case.
Kevin A. Darby, Esq., at Darby Law Practice, represents the Debtor
as legal counsel.
GOODLIFE PHYSICAL: Court OKs Deal on Cash Access Thru May 15
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Los Angeles Division, authorized Goodlife Physical Medicine Corp to
use cash collateral on an interim basis in accordance with its
agreement with the U.S. Small Business Administration.
The Debtor and the SBA have reached a further agreement to permit
the Debtor to use cash collateral through May 15, 2024, for payment
of the ordinary and necessary expenses as set forth in the budget.
Pre-petition, on February 25, 2022, the Debtor executed an SBA
Note, pursuant to which the Debtor obtained a COVID-19 Economic
Injury Disaster Loan in the amount of $1.5 million. On May 14,
2022, the Debtor executed a First Modification of Note, pursuant to
which the Debtor increased the Original SBA Loan by $100,000 in the
cumulative amount of $1.6 million. The terms of the Modified Note
require the Debtor to pay principal and interest payments of $8,468
every month beginning 24 months from the date of the Note over the
30-year term of the SBA Loan, with a maturity date of March 2,
2052. Interest has accrued and continues to accrue since February
25, 2022. The SBA Loan has an annual rate of interest of 3.75% and
may be prepaid at any time without notice or penalty. As of the
Petition Date, the amount due on the SBA Loan was $1.652 million.
As evidenced by a Security Agreement and subsequently the Amended
Security Agreement executed on May 14, 2022 and a valid UCC-1
filing on March 14, 2022 as Filing Number U220173912326, the SBA
Loan is secured by all tangible and intangible personal property of
the Debtor.
As adequate protection, retroactive to the Petition Date, the SBA
will receive a replacement lien(s) that is deemed valid, binding,
enforceable, non-avoidable, and automatically perfected, effective
as of the Petition Date, on all postpetition revenues of the Debtor
to the same extent, priority and validity that its lien attached to
the Personal Property Collateral. The scope of the Replacement Lien
is limited to the amount (if any) that the cash collateral
diminishes post-petition as a result of the Debtor's post-petition
use of the cash collateral.
The Debtor will remit adequate protection payments to the SBA in
the amount of $3,500 per month, to be paid on March 1, 2024, April
1, 2024 and May 1, 2024.
The SBA will be entitled to a super-priority claim over the life of
the Debtor's bankruptcy case, pursuant to 11 U.S.C. Sections
503(b), 507(a)(2) and 507(b), which claim will be limited to any
diminution in the value of the SBA's collateral, pursuant to the
SBA Loan, as a result of the Debtor's use of cash collateral on a
post-petition basis.
A hearing on the matter is set for March 20, 2024 at 9 a.m.
A copy of the stipulation and the Debtor's budget is available at
https://urlcurt.com/u?l=8pc0o4 from PacerMonitor.com.
A copy of the order is also available at
https://urlcurt.com/u?l=TBfqGZ from PacerMonitor.com.
The Debtor projects $288,762 in total revenue and $288,198 in total
expenses, on a monthly basis.
About Goodlife Physical Medicine Corp
Goodlife Physical Medicine Corp, a company in Redondo Beach,
Calif., filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10340) on Jan. 23,
2023. In the petition filed by its owner, David Carry, the Debtor
reported up to $50,000 in assets and $1 million to $10 million in
liabilities.
Judge Sandra R. Klein oversees the case.
The Debtor is represented by Leslie A. Cohen, Esq., at Leslie Cohen
Law, PC.
GROM SOCIAL: Ionic Ventures, 3 Others Acquire 7.8% Equity Stake
---------------------------------------------------------------
Ionic Ventures, LLC, Ionic Management, LLC, Brendan O'Neil, and
Keith Coulston disclosed in a Schedule 13G/A Report filed with the
U.S. Securities and Exchange Commission that as of December 31,
2023, they collectively owned 166,666 shares of Grom Social
Enterprises, Inc.'s Common Stock, representing 7.8% of the shares
outstanding.
The ownership percentages reported are based on (i) 1,970,404
shares of Common Stock outstanding, as reported in the Issuer's
Registration Statement on Form S-1, filed with the SEC on December
27, 2023, and (ii) up to 166,666 shares of Common Stock issuable
upon full exercise of the Issuer's Series B warrants held by Ionic.
Ionic is the beneficial owner of 166,666 shares of Common Stock
(the "Shares"). Ionic has the power to dispose of and the power to
vote the Shares beneficially owned by it, which power may be
exercised by its manager, Ionic Management. Each of the managers of
Ionic Management, Mr. O'Neil and Mr. Coulston, has shared power to
vote and/or dispose of the Shares beneficially owned by Ionic and
Ionic Management. Neither Mr. O'Neil nor Mr. Coulston directly owns
the Shares. By reason of the provisions of Rule 13d-3 of the Act,
each of Mr. O'Neil and Mr. Coulston may be deemed to beneficially
own the Shares which are beneficially owned by each of Ionic and
Ionic Management, and Ionic Management may be deemed to
beneficially own the Shares which are beneficially owned by Ionic.
A full-text copy of the Report is available at
http://tinyurl.com/2byz34sj
About Grom Social Enterprises Inc.
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
www.gromsocial.com -- is a media, technology and entertainment
company that focuses on (i) delivering content to children under
the age of 13 years in a safe secure platform that is compliant
with the Children's Online Privacy Protection Act ("COPPA") and can
be monitored by parents or guardians, (ii) creating, acquiring, and
developing the commercial potential of Kids & Family entertainment
properties and associated business opportunities, (iii) providing
world class animation services, and (iv) offering protective web
filtering solutions to block unwanted or inappropriate content.
Grom Social reported a net loss of $16.77 million for the year
ended Dec. 31, 2022, compared to a net loss of $10.22 million
forthe year ended Dec. 31, 2021.
Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated April 17, 2023, citing that the
Company's significant operating losses and negative cash flows from
operations raise substantial doubt about its ability to continue as
a going concern.
HAGA-MOF LLC: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: HAGA-MOF, LLC
d/b/a Long John Silvers
25 South Kings Highway
Cape Girardeau, MO 63701
Business Description: HAGA-MOF primarily operates in the Eating
Places business/industry.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
Eastern District of Missouri
Case No.: 24-10077
Judge: Hon. Brian C. Walsh
Debtor's Counsel: Spencer Desai, Esq.
THE DESAI LAW FIRM
13321 North Outer Forty Road
Suite 300
Chesterfield, MO 63017
Tel: 314-666-9781
Email: spd@desailawfirmllc.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Hector Gomez as manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
now available for download at PacerMonitor.com.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/AEYBMGY/HAGA-MOF_LLC__moebke-24-10077__0001.0.pdf?mcid=tGE4TAMA
HARBOR CUSTOM: Court OKs Cash Collateral Access on Final Basis
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington,
at Tacoma, authorized Harbor Custom Development, Inc. and
affiliates to use cash collateral on a final basis, in accordance
with the budget, with a 10% variance, through May 31, 2024.
As of the Petition Date, Debtor HCDI was indebted in the
approximate amount of $14.322 million pursuant to the Loan
Agreement, dated as of March 27, 2022, by and among the HCDI and
BankUnited, N.A.
The HCDI Revolving Lender is secured by liens on (i) all or
substantially all of the assets of the Debtor HCDI pursuant to the
Security Agreement, dated as of March 7, 2022, and UCC-1 Filing
with the Washington State Department of Licensing (Filing No.
2022-076-6595-6 on March 17, 2022) and (ii) the membership
certificates of Debtors Pacific Ridge CMS, LLC, HCDI FL Condo LLC,
and HCDI at Semiahmoo, LLC, pursuant to the Amendment to Loan
Agreement dated as of February 22, 2023.
As adequate protection to the Sound Entities for the diminution of
any interest that the Sound Entities are determined to hold in
their prepetition collateral as a result of the Debtors use of cash
Ccollateral during the Final Period:
i. The Belfair, Pacific Ridge, and HCDI Debtors will make adequate
protection payments to the Sound Entities as follows:
1. For the months of February and March 2024, the amount of
$250,000 per month will be paid to the Sound Entities as follows:
(i) $150,000 from HCDI, (ii) $50,000 from Belfair and (iii) $50,000
from Pacific Ridge, to be paid the week of February 16, 2024 and
March 15, 2024, respectively; and
2. For the month of April 2024, the amount of $300,000 will be paid
to the Sound Entities as follows: (i) $150,000 from HCDI, (ii)
$100,000 from Belfair and (iii) $50,000 from Pacific Ridge, to be
paid the week of April 12, 2024.
As adequate protection for the diminution of any interest that the
Sound Entries are determined to hold in the Prepetition Collateral
as a result of the Debtors' use of cash collateral, the Sound
Entities are granted a replacement lien in the Belfair, Pacific
Ridge, and HCDI Debtors' postpetition assets of the same kind,
type, and nature as the Prepetition Collateral in which the Sound
Entities held a lien.
As adequate protection for the diminution of any interest that
Buchanan is determined to hold in the Prepetition Collateral as a
result of the Debtors' use of cash collateral, Buchanan is granted
a replacement lien in the Tanglewilde Debtor's postpetition assets
of the same kind, type, and nature as the Prepetition Collateral in
which Buchanan held a lien, subject to the Professional Fee.
Any Postpetition Lien in Postpetition Collateral granted will be in
the same order, priority, validity and enforceability as any
prepetition lien in Prepetition Collateral securing the claim of
Buchanan in the same type of assets.
As adequate protection for the diminution of any interest that
BankUnited is determined to hold in the Prepetition Collateral as a
result of the Debtors' use of cash collateral, BankUnited is
granted a replacement lien in the HCDI Debtor's postpetition assets
of the same kind, type, and nature as the Prepetition Collateral in
which BankUnited holds a valid and enforceable lien. Any
Replacement Lien in Postpetition Collateral granted will be in the
same order, priority, validity and enforceability as any
prepetition lien in Prepetition Collateral securing the claim of
BankUnited in the same type of assets.
As further adequate protection for the diminution of any interest
that BankUnited is determined to hold in the Prepetition Collateral
as a result of the Debtors' use of cash collateral, BankUnited is
granted a lien in all distributions of Tanglewilde LLC and proceeds
thereof, up to the amount of the BankUnited Diminution.
To the extent of any diminution in value of the Bank United's
interest in the Prepetition Collateral due to the Debtors' cash
collateral use, which is not otherwise protected by the BankUnited
Postpetition Lien granted, BankUnited will be granted a claim under
11 U.S.C. Section 507(b).
The BankUnited Postpetition Lien and retention of rights under 11
U.S.C. Section 507 constitute adequate protection of the
BankUnited's interest in the Prepetition Collateral during the term
of the Final Order but will not prejudice the rights of the
BankUnited to request additional adequate protection at any time.
As additional adequate protection to the Secured Parties, the
Debtors will continue to maintain insurance on their assets as the
same existed as of the Petition Date.
A copy of the order is available at https://urlcurt.com/u?l=BY2hyl
from PacerMonitor.com.
About Harbor Custom Development, Inc.
Harbor Custom Development, Inc. is a real estate development
company involved in all aspects of the land development cycle,
including land acquisition, entitlement, development, construction
of project infrastructure, home and apartment building
construction, marketing, and sales of various residential
projects.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-42180) on December
11, 2023. In the petition signed by Shelly Crocker, chief
restructuring officer, the Debtor disclosed $223,981,000 in assets
and $172,528,500 in liabilities.
Judge Mary Jo Heston oversees the case.
Aditi Paranjpye, Esq., at CAIRNCROSS & HEMPELMANN, P.S., represents
the Debtor as legal counsel.
HELIUS MEDICAL: Columbus Capital Management Reports 9.9% Stake
--------------------------------------------------------------
Columbus Capital Management, LLC disclosed in a Schedule 13G/A
Report filed with the U.S. Securities and Exchange Commission that
as of December 31, 2023, it beneficially owned 50,000 shares of
Common Stock and 20,116 warrants to purchase shares of Common Stock
of Helius Medical Technologies, Inc., representing 9.9% of the
shares outstanding.
A full-text copy of the report is available at
http://tinyurl.com/4tzjrm4r
About Helius Medical
Helius Medical Technologies, Inc. -- http://www.heliusmedical.com/
-- is a neurotech company in the medical device field focused on
neurologic deficits using orally applied technology platform that
amplifies the brain's ability to engage physiologic compensatory
mechanisms and promote neuroplasticity, improving the lives of
people dealing with neurologic diseases.
Helius Medical reported a net loss of $14.07 million for the year
ended Dec. 31, 2022, compared to a net loss of $18.13 million for
the year ended Dec. 31, 2021. As of Sept. 30, 2023, the Company
had $8.85 million in total assets, $5.83 million in total
liabilities, and $3.02 million in total stockholders' equity.
Minneapolis, Minnesota-based Baker Tilly US, LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated March 9, 2023, citing that the Company has recurring
losses from operations, an accumulated deficit, expects to incur
losses for the foreseeable future and requires additional working
capital, thus raising substantial doubt about the Company's ability
to continue as a going concern.
As of September 30, 2023, the Company had cash, cash equivalents
and warrant proceeds receivable from the issuance of Common Stock
of $7.0 million. For the nine months ended September 30, 2023, the
Company had an operating loss of $10.2 million, and as of September
30, 2023, its accumulated deficit was $158.9 million. For the nine
months ended September 30, 2023, the Company had $0.5 million of
net revenue from the commercial sale of products. The Company
expects to continue to incur operating losses and net cash outflows
until such time as it generates a level of revenue to support its
cost structure. There is no assurance that the Company will
achieve profitable operations, and, if achieved, whether it will be
sustained on a continued basis. These factors indicate substantial
doubt about the Company's ability to continue as a going concern
within one year after the date the consolidated financial
statements were filed, Helius said in its Quarterly Report for the
period ended Sept. 30, 2023.
HELIX ENERGY: The Vanguard Group Holds 8.77% Stake
--------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 13,214,461 shares of Helix Energy
Solutions Group, Inc.'s Common Stock, representing 8.77% of the
shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/2uc4by6y
About Helix Energy
Helix Energy Solutions Group, Inc. is an American oil and gas
services company headquartered in Houston, Texas.
As of June 30, 2023, Helix Energy reported $2,423,845,000 in total
assets and $891,917,000 in total liabilities.
* * *
Egan-Jones Ratings Company on June 23, 2023, maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Helix Energy Solutions Group, Inc.
IAMGOLD CORP: Completes Acquisition of Vanstar Mining
-----------------------------------------------------
IAMGOLD Corporation has announced on February 13, 2024, the
successful completion of the previously announced transaction with
Vanstar Mining Resources Inc., whereby IAMGOLD has acquired all of
the issued and outstanding common shares of Vanstar pursuant to a
court-approved plan of arrangement.
Pursuant to the Arrangement, former Vanstar shareholders received
0.2008 of an IAMGOLD common share (each whole common share of
IAMGOLD, an "IAMGOLD Share") for each Vanstar Share. As a result of
the Arrangement, IAMGOLD issued an aggregate of 11,989,406 IAMGOLD
shares.
With the acquisition of Vanstar complete, IAMGOLD now owns a 100%
interest in the Nelligan Gold Project, located 60 kilometres
southwest of Chibougamau, Quebec, Canada. In addition, IAMGOLD
acquired a 1% NSR royalty on selected claims of Nelligan, as well
as other earlier stage exploration properties in Northern Quebec.
Trading of the Vanstar Shares on the TSX Venture Exchange (the
"TSXV") has been halted and will remain halted until the Vanstar
Shares have been delisted from the TSXV, which was expected to be
on February 15, 2024. The Vanstar Shares are also expected to be
delisted from the OTCQX and the Frankfurt Stock Exchange. Following
the delisting, Vanstar intends to submit an application to the
applicable securities regulators in Canada to cease to be a
reporting issuer. In connection with the Arrangement, IAMGOLD will
file a report on its SEDAR+ profile at www.sedarplus.ca pursuant to
National Instrument 62-103 - The Early Warning System and Related
Take-Over Bid and Insider Reporting Issues containing additional
information respecting the foregoing matters. A copy of such report
may be obtained by contacting Graeme Jennings, Vice President
Investor Relations at IAMGOLD at (416) 360-4743.
Fasken Martineau Dumoulin LLP is acting as Canadian legal advisor
to IAMGOLD in connection with the Arrangement. Paul Weiss Rifkind
Wharton & Garrison LLP is acting as US legal advisor.
About IAMGOLD Corporation
Headquartered in Toronto, Canada, IAMGOLD Corporation is an
intermediate gold producer and developer based in Canada with
operating mines in North America and West Africa.
In June 2023, S&P Global Ratings revised its outlook on IAMGOLD
Corp. to positive from negative and affirmed its 'CCC+' issuer
credit rating. At the same time, S&P lowered its issue-level
rating on the company's unsecured notes to 'CCC' from 'CCC+' and
revised its recovery rating to '5' from '4'.
In September 2023, Egan-Jones Ratings Company maintained its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by IAMGOLD.
IAMGOLD CORP: Implements Squeeze-Out for Euro Resources Shares
--------------------------------------------------------------
IAMGOLD Corporation announced that its wholly-owned subsidiary
IAMGOLD France S.A.S. has notified the Autorite des marches
financiers ("AMF") in France of its intention to implement a
squeeze-out under French law (the "Squeeze-Out") for the remaining
5,291,832 common shares ("EURO Shares") of EURO Resources S.A.
("EURO") that IAMGOLD France does not already own for cash
consideration of €3.50 per EURO Share net of all applicable costs
(the "Squeeze-Out Consideration") in accordance with the terms of
IAMGOLD France's buy-out offer under French law to acquire all of
the outstanding EURO Shares (the "Offer") that was approved by the
AMF on January 23, 2024, as previously announced by the Company on
November 14, 2023 and January 24, 2024.
On February 13, 2024, the Euronext Paris stock exchange published a
timetable for implementation of the Squeeze-Out and delisting of
the EURO Shares on February 27, 2024, which is available on its
website (https://www.euronext.com/fr/markets/paris).
An offer document and information on the legal, financial and
accounting characteristics of IAMGOLD France supplementing the
offer document, prepared in accordance with French law and approved
by the AMF on January 23, 2024, disclosing, among other things, the
terms of, and proposed timetable for, the Offer as well as certain
legal, financial and accounting information concerning IAMGOLD
France are available on the websites of IAMGOLD (www.iamgold.com)
and the AMF (www.amf-france.org), and under EURO's profile on
SEDAR+ (www.sedarplus.ca). The IAMGOLD website does not constitute
a part of, and is not incorporated by reference into, the offer
document or any of the other mentioned documents.
A reply document prepared by EURO, and approved by the AMF on
January 23, 2024, and information on the legal, financial and
accounting characteristics of EURO are available on the AMF website
(www.amf-france.org) and EURO's website (www.goldroyalties.com).
IAMGOLD has appointed Natixis as its Financial Advisor, Presenting
and Guaranteeing Bank for the Offer. In connection with the Offer,
Norton Rose Fulbright LLP is acting as French counsel to IAMGOLD
and Fasken Martineau DuMoulin LLP is acting as Canadian legal
counsel to IAMGOLD.
About IAMGOLD Corporation
Headquartered in Toronto, Canada, IAMGOLD Corporation is an
intermediate gold producer and developer based in Canada with
operating mines in North America and West Africa.
In June 2023, S&P Global Ratings revised its outlook on IAMGOLD
Corp. to positive from negative and affirmed its 'CCC+' issuer
credit rating. At the same time, S&P lowered its issue-level
rating on the company's unsecured notes to 'CCC' from 'CCC+' and
revised its recovery rating to '5' from '4'.
In September 2023, Egan-Jones Ratings Company maintained its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by IAMGOLD.
IBIO INC: The Vanguard Group Reports 0.23% Equity Stake
-------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 8,439 shares of iBio, Inc.'s Common
Stock, representing 0.23% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/4w3dnbru
About iBio Inc.
iBio, Inc. -- http://www.ibioinc.com-- is a preclinical stage
biotechnology company that leverages the power of Artificial
Intelligence (AI) for the development of precision antibodies. Its
proprietary technology stack is designed to minimize downstream
development risks by employing AI-guided epitope-steering and
monoclonal antibody (mAb) optimization.
iBio reported a net loss available to the Company's stockholders of
$65.01 million for the year ended June 30, 2023, compared to a net
loss available to stockholders of $50.39 million for the year ended
June 30, 2022. As of June 30, 2023, the Company had $41.21 million
in total assets, $25.83 million in total liabilities, and $15.38
million in total stockholders' equity.
Holmdel, New Jersey-based CohnReznick LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated Sept. 27, 2023, citing that the Company has suffered
recurring losses from operations and negative cash flows from
operating activities for the years ended June 30, 2023 and 2022 and
has an accumulated deficit as of June 30, 2023. These matters,
among others, raise substantial doubt about its ability to continue
as a going concern.
INFINERA CORP: The Vanguard Group Holds 10.91% Equity Stake
-----------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 24,750,346 shares of Infinera Corp.'s
Common Stock, representing 10.91% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/5exd4b6w
About Infinera Corp.
Headquartered in Sunnyvale, Calif., Infinera Corp. --
www.infinera.com -- is a semiconductor manufacturer and a global
supplier of networking solutions comprised of networking equipment,
optical semiconductors, software and services.
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.
INSPIREMD INC: Nantahala Capital, Two Others Report 9.9% Stake
--------------------------------------------------------------
Nantahala Capital Management, LLC, Wilmot B. Harkey, and Daniel
Mack disclosed in a Schedule 13G Report filed with the U.S.
Securities and Exchange Commission that they beneficially own
shares of InspireMD, Inc.'s Common Stock.
As of December 31, 2023, Nantahala may be deemed to be the
beneficial owner of 2,162,392 Shares held by funds and separately
managed accounts under its control, and as the managing members of
Nantahala, each of Messrs. Harkey and Mack may be deemed to be a
beneficial owner of those Shares. The 2,162,392 Shares include
95,936 Shares which may be acquired by the Reporting Persons within
sixty days through the exercise of warrants.
Each of the Reporting Persons may be deemed to be the beneficial
owner of 9.9% of the total number of Shares outstanding (based upon
information provided by the Issuer on Form 10-Q filed November 6,
2023, there were 21,549,639 Shares outstanding in addition to the
95,936 Shares issuable upon the exercise of the warrants).
A full-text copy of the Report is available at
http://tinyurl.com/2nfas7ca
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
InspireMD reported a net loss of $18.49 million for the year ended
Dec. 31, 2022, compared to a net loss of $14.92 million for the
year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$24.65 million in total assets, $7.26 million in total liabilities,
and $17.39 million in total equity.
Tel-Aviv, Israel-based Kesselman&Kesselman, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2023, citing that the Company has suffered
recurring losses from operations and cash outflows from operating
activities that raise substantial doubt about its ability to
continue as a going concern.
INSPIREMD INC: OrbiMed Entities Disclose Equity Stakes
------------------------------------------------------
OrbiMed Advisors, LLC and OrbiMed Capital GP IX, LLC disclosed in a
Schedule 13G Report filed with the U.S. Securities and Exchange
Commission that as of December 31, 2023, they beneficially owned an
aggregate amount of 2,133,405 and 1,878,704 shares of InspireMD,
Inc.'s Common Stock, representing 9.9% and 8.7% of the shares
outstanding, respectively.
A full-text copy of the Report is available at
http://tinyurl.com/3tt9328f
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
InspireMD reported a net loss of $18.49 million for the year ended
Dec. 31, 2022, compared to a net loss of $14.92 million for the
year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$24.65 million in total assets, $7.26 million in total liabilities,
and $17.39 million in total equity.
Tel-Aviv, Israel-based Kesselman&Kesselman, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2023, citing that the Company has suffered
recurring losses from operations and cash outflows from operating
activities that raise substantial doubt about its ability to
continue as a going concern.
INSPIREMD INC: Rosalind Advisors, 4 Others Disclose Equity Stakes
-----------------------------------------------------------------
Rosalind Advisors, Inc, and affiliates, Rosalind Master Fund LP
("RMF"), Rosalind Opportunities Fund I LP ("ROFI"), Steven Salamon,
and Gilad Aharon disclosed disclosed in a Schedule 13G/A Report
filed with the U.S. Securities and Exchange Commission that as of
December 31, 2023, they collectively own shares of InspireMD,
Inc.'s Common Stock.
Rosalind Advisors, Inc., Steven Salamon, and Gilad Aharon each
beneficially own 989,940 shares of Common Stock of InspireMD, Inc.
Additionally, they each have 8,988,318 shares of Common Stock
issuable upon exercise of warrants. This represents approximately
9.9% of the class.
Rosalind Master Fund LP holds 705,066 shares of Common Stock and
has 7,617,192 shares of Common Stock issuable upon exercise of
warrants, representing 9.9% of the class.
Rosalind Opportunities Fund I LP holds 284,874 shares of Common
Stock and has 1,371,126 shares of Common Stock issuable upon
exercise of warrants, representing 5.4% of the class.
A full-text copy of the Report is available at
http://tinyurl.com/2ryxxc7s
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
InspireMD reported a net loss of $18.49 million for the year ended
Dec. 31, 2022, compared to a net loss of $14.92 million for the
year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$24.65 million in total assets, $7.26 million in total liabilities,
and $17.39 million in total equity.
Tel-Aviv, Israel-based Kesselman&Kesselman, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2023, citing that the Company has suffered
recurring losses from operations and cash outflows from operating
activities that raise substantial doubt about its ability to
continue as a going concern.
INTELLIPHARMACEUTICS: Armistice, Steven Boyd No Longer Hold Shares
------------------------------------------------------------------
Armistice Capital, LLC and Steven Boyd disclosed in a Schedule
13G/A Report filed with the U.S. Securities and Exchange Commission
that as of December 31, 2023, they ceased to beneficially own
shares of Intellipharmaceutics International, Inc.'s common stock.
A full-text copy of the Report is available at
http://tinyurl.com/m5959kaw
About Intellipharmaceutics
Intellipharmaceutics International Inc. is a pharmaceutical company
specializing in the research, development and manufacture of novel
and generic controlled-release and targeted-release oral solid
dosage drugs. The Company's patented Hypermatrix technology is a
multidimensional controlled-release drug delivery platform that can
be applied to the efficient development of a wide range of existing
and new pharmaceuticals. Based on this technology platform, the
Company has developed several drug delivery systems and a pipeline
of products (some of which have received FDA approval) and product
candidates in various stages of development, including ANDAs filed
with the FDA (and one ANDS filed with Health Canada) and one NDA
filing, in therapeutic areas that include neurology,
cardiovascular, gastrointestinal tract ("GIT"), diabetes and pain.
Intellipharmaceutics reported a net loss and comprehensive loss
of$2.89 million for the year ended Nov. 30, 2022, compared to a net
loss and comprehensive loss of $5.14 million for the year ended
Dec. 31, 2021. As of Aug. 31, 2023, the Company had $1.56 million
in total assets, $14.44 million in total liabilities, and a total
shareholders' deficiency of $12.87 million.
Toronto, Canada-based MNP LLP, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated June 5,
2023, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raise substantial
doubt about its ability to continue as a going concern.
INVITAE CORP: Court Okays Sell-Down Protocols for Trading Claims
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey entered an
order establishing a record date for potential notice and sell-down
procedures for trading in certain claims against Invitae
Corporation and its debtor-affiliates.
Pursuant to the record date order, claimholders and potential
purchasers of claims against the Debtors are hereby notified that
claimholders that acquire after the record cate in an amount that
would entitle them to receive more than 4.5% of the stock of the
reorganized Debtors under the Debtors' plan of reorganization may
be subject to a required sell-down of any claims purchased after
the record date.
Upone the request of any person or entity, the Debtors' proposed
claims and noticing agent, Kurtzman Carson Consultants LLC, will
provide a copy of the record date order in a reasonable amount of
time.
Complete copies of the motion and record date order are available
via PACER on the Court's website at https://www.njb.uscourts.gov
for a fee, or free of charge by accessing the Debtors'
restructuring website at https://www.kccllc.net/invitae.
About Invitae Corp
Invitae Corporation is a medical genetics company that is in the
business of delivering genetic testing services, digital health
solutions, and health data services that support a lifetime of
patient care and improved outcomes.
Invitae Corp. and five of its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Lead Case
No. 24-11362) on Feb. 13, 2024. In the petition filed by Ana
Schrank, chief financial officer, disclosed $535,115,000 in assets
against $1,618,519,000 in debt.
Kirkland & Ellis LLP and Kirkland & Ellis International LLP are the
Debtors' bankruptcy counsel and Cole Schotz, P.C. is the Debtors'
co-bankruptcy counsel. Moelis & Company LLC is the Debtors'
investment banker. FTI Consulting Inc is the Debtors' restructuring
advisor. Kurtzman Carson Consultants LLC is the Debtors's notice
and claims agent. Deloitte Touche Tohmatsu Limited serves as the
Debtors' tax advisor.
JCS HOSPITALITY: Court OKs Interim Cash Collateral Access
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of North
Carolina, Wilmington Division, authorized JCS Hospitality LLC to
use cash collateral, on an interim basis, in accordance with the
budget.
The Debtor requires the use of cash collateral to pay operating
expenses, including purchasing food, payroll, office expenses,
insurance premiums, utilities, and other normal operating expenses.
Prior to the Petition Date, certain UCC-1 filings were on record as
related to the Debtor. In order of priority, the purported UCC
liens against the cash collateral of the Debtor are:
a. File no. 20190023377F; filed on March 8, 2019 in favor of the
First Bank;
b. File no. 20210027391J; filed on March 5, 2021 in favor of US
Foods, Inc.;
c. File no. 20230052984G; filed on April 26, 2023 in favor of FTC
Advance.
There also appear of record two UCC filings where CT Corporation
System is listed as the Secured party, and four UCC filings where
Corporation Service Company is the Secured Party. These were filed
between March 2023 and September 2023. Upon information and belief,
these filing relate to Merchant Cash Advances. However, at this
time, it cannot be determined which MCA each UCC filing belongs to.
Nevertheless, once the identity of these MCAs is determined, the
Debtor states it will object to any claim (including any secured
claim) held by the respective MCAs.
As adequate protection, the Secured Creditors will retain a
continuing and replacement post-petition lien and security interest
in all property, receivables and assets of the Debtor and the
proceeds thereof, whether acquired pre-petition or post-petition.
A further hearing on the matter is set for March 6, 2024 at 11
a.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=ws9J15 from PacerMonitor.com.
The Debtor projects $135,000 in income and $134,300 in expenses for
the period from February 16, 2024 through March 17, 2024.
About JCS Hospitality LLC
JCS Hospitality LLC operates a restaurant in downtown Wilmington,
North Carolina called the Fork n Cork that has been featured on the
hit television show Diners, Drive-Ins and Dives.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00508-5-PWM) on
February 16, 2024. In the petition signed by Patricia Diane Smith,
managing member, the Debtor disclosed up to $50,000 in assets and
up to $1 million in liabilities.
Judge Pamela W. McAfee oversees the case.
Richard P. Cook, Esq., at Richard P. Cook. PLLC, represents the
Debtor as legal counsel.
JETASAP LLC: Unsecured Creditors to Split $230K in Plan
-------------------------------------------------------
JetASAP, LLC submitted a Second Amended Plan of Reorganization
dated February 20, 2024.
This Plan provides for 1 class of unsecured claims; and 1 class of
equity security holders.
On the Petition Date (July 7, 2023), the Debtor had no employees.
In 2022, the Debtor had gross revenues in the amount of
$130,100.00; and in 2023, the Debtor had gross revenues in the
amount of $247,456.70.
Class 1 consists of the Allowed Class 1 General Unsecured Claims
against the Debtor. This Class is Impaired. The liquidation value
or amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay Class 1 a pro rata portion of $230,000.00, which
will be funded by the Capital Infusion Donor in the event that
holders of Allowed Class 1 General Unsecured Claims have voted to
accept this Plan such that the Plan is confirmed consensually
pursuant to Section 1191(a) of the Bankruptcy Code. Allowed Class 1
General Unsecured Claims shall receive their respective pro rata
payments from the $230,000.00 capital infusion on the Effective
Date.
Pursuant to Section 1191 of the Bankruptcy Code, the value to be
distributed to unsecured creditors is greater than the Debtor's
projected disposable income projected by the Debtor to be received
in the 3-year period beginning on the date that the first payment
is due under the Plan. Holders of Allowed Class 1 General Unsecured
Claims shall be paid directly by the Debtor. Further, on the
Effective Date the remaining balance of the $50,000 debtor-in
possession loan from GV1 Funding, LLC to the Debtor shall be
forgiven.
Class 2 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Impaired.
This Plan will be funded in large part by the Capital Infusion
Donor. On the Effective Date the following shall occur: (i) payment
of $230,000.00 by the Capital Infusion Donor to the Debtor for
distribution to Class 1 Allowed General Unsecured Claims; and (ii)
Lisa Sayer shall transfer 67% of her membership interests in the
Reorganized Debtor to the Capital Infusion Donor.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business. Except as explicitly set forth in
this Plan, all cash in excess of operating expenses generated from
operation until the Effective Date will be used for Plan Payments
or Plan implementation, cash on hand as of Confirmation shall be
available for Administrative Expenses.
A full-text copy of the Second Amended Plan dated February 20, 2024
is available at https://urlcurt.com/u?l=VQMyV4 from
PacerMonitor.com at no charge.
Debtor's Counsel:
Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Fax: 407 894 8559
E-mail: jeff@bransonlaw.com
About JetASAP LLC
JetASAP, LLC, acts as a conduit between a charter customer and a
certificated air carrier. It provides subscribers a full suite of
services to manage every step of the searching and sourcing
process. These tools include the JetRATE intelligent pricing tool
that offers flyers insight into expected market pricing for any
trip; the ability to submit trip requests to over 700 charter
operators and receive live bookable quotes commission free;
exclusive partner services at discounted rates such as Charter
Flight Support's aircraft coverage and support when a booked
aircraft becomes unavailable due to a mechanical; innovative search
tools such as the JetSEARCH operator directory; and live operator
availability, including empty legs and one way flight deals.
JetASAP filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-03019) on July 27,
2023, with $29,093 in assets and $3,498,814 in liabilities. Lisa
Sayer, chief executive officer, signed the petition.
Judge Grace E. Robson oversees the case.
Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC, is the Debtor's
legal counsel.
JL TEXAS PALLETS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: JL Texas Pallets & Logistics LLC
6838 Bourgeois Road
Houston, TX 77066
Business Description: The Debtor is a new pallet manufacturer.
Chapter 11 Petition Date: February 28, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-30802
Judge: Hon. Jeffrey P Norman
Debtor's Counsel: Robert C. Lane, Esq.
THE LANE LAW FIRM
6200 Savoy Dr Ste 1150
Houston TX 77036-3369
Tel: (713) 595-8200
E-mail: notifications@lanelaw.com
Total Assets: $275,185
Total Debts: $1,425,750
The petition was signed by Jerry Marshal as JSM member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GLYKODQ/JL_Texas_Pallets__Logistics_LLC__txsbke-24-30802__0001.0.pdf?mcid=tGE4TAMA
KENNESAW FALLS: Lender Seeks to Prohibit Cash Collateral Access
---------------------------------------------------------------
ServisFirst Bank asks the U.S. Bankruptcy Court for the Northern
District of Georgia, Atlanta Division, to prohibit Kennesaw Falls
Holdings, LLC from using cash collateral.
The Debtor collects rental income from the Real Property, which
constitutes cash collateral. The Debtor has not filed a motion
requesting authorization to use cash collateral. Any use of cash
collateral during the pendency of the case has been in violation of
the Bankruptcy Code.
As of the Petition Date, ServisFirst holds a secured claim in the
principal amount of $2.3 million, accrued interest through February
6, 2024 in the amount of $76,285, late charges of $1,750,
collection costs of $7,649, advertising expense of $805, plus
additional fees and costs and attorney's fees pursuant to a Real
Estate Note in the original principal amount of $2.530 million
naming the Debtor as Borrower and ServisFirst as Lender. The Debt
is secured by a first priority lien on the Debtor's Real Property
pursuant to the "Deed to Secure Debt, Security Agreement, and
Uniform Commercial Code Fixture Filing" recorded on June 17, 2019,
on the Records of the Clerk, Cobb County Superior Court.
The U.S. Small Business Administration asserts a second priority
lien on the Debtor's Real Property and second priority security
interest in the Debtor's cash collateral pursuant to a Security
Deed naming Capital Partners Development Company as lender and
recorded at Deed Book 15638, Page 5084 on June 19, 2019 in the real
property records of Cobb County, Georgia securing indebtedness in
the original principal amount of $2.092 million and the Assignment
of Leases and Rents recorded at Deed book 15368, Page 460 of said
records.
A copy of the motion is available at https://urlcurt.com/u?l=ed2hwO
from PacerMonitor.com.
About Kennesaw Falls Holdings, LLC
Kennesaw Falls Holdings, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-51415) on
February 6, 2024. In the petition signed by Brenda Carter, manager,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Lisa Ritchey Craig oversees the case.
Paul Reece Marr, Esq., at PAUL REECE MARR, P.C., represents the
Debtor as legal counsel.
LEGACY-XSPIRE HOLDINGS: Court OKs Interim Cash Collateral Access
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized Legacy-Xspire, Holdings LLC and affiliates to
use the cash collateral of the Secured Creditors, Valley National
Bank and Plexus Fund IV-A, L.P., on an interim basis in accordance
with the budget.
The court said Secured Creditors will have perfected post-petition
liens and security interests against (a) the cash collateral and
(b) upon all post-petition property of the Debtors that is similar
to the pre-petition property on which the Secured Creditors held
their prepetition liens, to the same extent and with the same
validity and priority as the prepetition liens and security
interests of the Secured Creditors, without the need to file or
execute any document as may otherwise be required under applicable
non bankruptcy law.
In the event that the adequate protection granted to the Secured
Creditors in the Interim Order fails to adequately protect the
interests of the Secured Creditors in the cash collateral and the
property subject to their pre-petition liens and security
interests, the Secured Creditors are granted an administrative
expense claim which will have priority of the kind specified in 11
U.S.C. Section 507(b) over any and all administrative expenses of
the kind specified in 11 U.S.C. Section 507(a)(1).
A continued hearing on the matter is set for March 7, 2024 at 10
a.m.
A copy of the order is available at https://urlcurt.com/u?l=NSlFxz
from PacerMonitor.com.
About Legacy-Xspire Holdings LLC
Legacy-Xspire Holdings LLC market and distribute niche branded and
generic prescription products to physicians, pharmacies, wholesale
distributors, and specialty pharmaceutical distributors across the
United States. Legacy-Xspire's product portfolio consists primarily
of therapies for pain management and steroid-responsive disease
states.
Legacy-Xspire Holdings LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04251) on Sept.
26, 2023. In the petition filed by Greg Stokes, as CEO, the Debtor
reports estimated assets between $50 million and $100 million and
estimated liabilities between $10 million and $50 million.
Honorable Bankruptcy Judge Roberta A. Colton oversees the case.
The Debtor is represented by Steven M Berman, Esq. of Shumaker,
Loop & Kendrick, LLP.
LIVEONE INC: Rho Ventures, 8 Others Report Equity Stake
-------------------------------------------------------
Rho Ventures VI LP and its affiliates filed a Schedule 13G/A with
the U.S. Securities and Exchange Commission disclosing beneficial
ownership of LiveOne, Inc.'s Common Stock as of December 31, 2023.
Reporting Persons Beneficial Ownership
Percentage of Class
Rho Ventures VI LP 1,756,599 1.9%
Rho Ventures V LP 1,756,599 1.9%
Rho Ventures V Affiliates LLC 1,756,599 1.9%
RMV VI LLC 1,756,599 1.9%
RMV V LLC 1,756,599 1.9%
Rho Capital Partners LLC 1,756,599 1.9%
Joshua Ruch 1,756,599 1.9%
Mark Leschly 1,756,599 1.9%
Habib Kairouz 1,756,599 1.9%
RMV VI is the general partner of RV VI and RCP is the managing
member of RMV VI. RMV V is the general partner of RV V and the
managing member of RV V Affiliates, and RCP is the managing member
of RMV V. As such, (i) RMV VI and RCP possess power to direct the
voting and disposition of the shares owned by RV VI and may be
deemed to have indirect beneficial ownership of the shares held by
RV VI and (ii) RMV V and RCP possess power to direct the voting and
disposition of the shares owned by RV V and RV V Affiliates and may
be deemed to have indirect beneficial ownership of the shares held
by RV V and RV V Affiliates. RMV VI, RMV V and RCP hold no shares
of the Issuer directly. Ruch, Kairouz and Leschly are managing
members of RCP and as such, Ruch, Kairouz and Leschly possess power
to direct the voting and disposition of the shares owned by RV VI,
RV V and RV V Affiliates and may be deemed to have indirect
beneficial ownership of the shares held by RV VI, RV V and RV V
Affiliates. Ruch, Kairouz and Leschly hold no shares of the Issuer
directly.
The percentage set forth above is calculated based on 91,175,153
shares of Common Stock reported to be outstanding as of November
17, 2023 as set forth in the Issuer's Form 10-Q for the period
ended September 30, 2023, as filed with the SEC on November 20,
2023.
A full-text copy of the Report is available at
http://tinyurl.com/bdhjcpmm
About LiveOne
Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ:
LVO) (formerly known as LiveXLive Media, Inc.) is a creator-first,
music, entertainment and technology platform focused on delivering
premium experiences and content worldwide through memberships and
live and virtual events.
LiveOne reported a net loss of $10.02 million for the year ended
March 31, 2023, compared to a net loss of $43.91 million for the
year ended March 31, 2022. As of Dec. 31, 2023, the Company had
$65.83 million in total assets, $56.64 million in total
liabilities, $4.93 million in mezzanine equity, and $4.25 million
in total equity.
Los Angeles, CA-based Macias Gini & O'Connell LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated June 29, 2023, citing that the Company has suffered
recurring losses from operations, negative cash flows from
operating activities and has a net capital deficiency. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.
LOCAL GYM: Seeks to Use Cash Collateral
---------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia,
Rome Division, authorized The Local Gym, LLC to use cash
collateral, on an interim basis, in accordance with the budget,
with a 15% variance.
In 2022, the Debtor needed cash, and entered into a credit
relationship with EBF Moldings, LLC d/b/a Everest Business Funding,
which relationship was essentially a Merchant Cash Advance
arrangement. Thereby, Everest acquired a lien on the Debtor's
accounts receivable that derived from the Debtor's monthly income
in the ordinary course. The current approximate owed to Everest is
approximately $50,000. Corporation Service Company acts as the
representative of Everest, and is the nominal secured party on the
UCC-I. The estimated secured claim is $50,000.
As adequate protection for the use of cash collateral, the Lenders
are granted a conditional replacement lien in the Debtor's assets
of the same type as its prepetition collateral to the extent that
the Debtor's use of cash collateral results in a decrease in value
of their interest in such property to the same extent, validity and
priority as their lien in the cash collateral on the petition
date.
A copy of the order is available at https://urlcurt.com/u?l=XFn5ut
from PacerMonitor.com.
About The Local Gym, LLC
The Local Gym, LLC is a membership-based gym located in Paulding
County, Georgia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-41899) on December 22,
2023. In the petition signed by Bryan Wetzel, manager, the Debtor
disclosed up to $50,000 in both assets and liabilities.
Judge Barbara Ellis-Monro oversees the case.
Michael Familetti, Esq., at Familetti Law Firm, represents the
Debtor as legal counsel.
LOGANSPORT MACHINE: Court OKs Cash Collateral Access on Final Basis
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Indiana,
South Bend Division, authorized Logansport Machine Co., Inc. to use
cash collateral, on a final basis, in accordance with the budget,
with a 10% variance.
The Debtor is indebted to MMG Investments III, LLC in the
approximate aggregate amount of $3.1 million. MMG acquired the loan
and collateral security interests from CL45 MW Loan 1 LLC in 2021.
CL45 had originally purchased the subject loans with associated
collateral security interests from the Debtor's original lender,
Fifth Third Bank. Fifth Third Bank had originally provided secured
financing to the Debtor for its operations beginning in 2008. On
account of its acquired debt purchased from CL45, MMG asserts a
blanket lien on the assets of the Debtor including deposit
accounts, accounts receivable, inventory and proceeds thereof.
As adequate protection for the use of cash collateral, MMG
Investments III, LLC, Manufacturers Capital, a Division of
Commercial Credit Group, Inc., and the United States Small Business
Administration will each have a replacement lien, retroactive to
the petition date, on the Debtor's post-petition assets in the same
priority, extent and validity as existed as of the petition date.
In accordance with 11 U.S.C. Section 507(b), MMG, CCG and the SBA
will each have an allowed superpriority administrative expense,
effective retroactively to the petition date, in the Debtor's
bankruptcy estate to the extent that their replacement liens do not
adequately protect them against the diminution in value of cash
collateral in such amount as may be determined by the Court. The
Superpriority Admin Expense so determined will be in the same
priority, extent and validity of the liens of MMG, CCG and the SBA
that existed as of the petition date.
The Debtor will maintain adequate insurance coverage in amounts
reasonably acceptable to MMG, CCG, and SBA on any insurable assets
which are subject of the secured creditors' secured claims.
The events that constitute an "Event of Default" include:
1) Failure to comply with any of the adequate protection or
reporting obligations;
2) Failure to comply with the terms of the Agreed Order, any other
order, or the Debtor's failure to comply with the requirements
imposed by the United States Trustee's Office; and
3) The Debtor makes any payment not set forth in the projected
budget, except that the Debtor may exceed budgeted expenditures
only as may be provided for or to the extent the Debtor limits or
reduces expenses in other categories so that the resulting effect
is that the total expenditures during the budget period do not
exceed the allowed expenditures.
A status hearing is set for May 8, 2024 at 1:30 p.m.
A copy of the order is available at https://urlcurt.com/u?l=CPU4Ln
from PacerMonitor.com.
About Logansport Machine Company, Inc.
Logansport Machine Company, Inc. provides products, services and
solutions to the workholding industry. The Debtor sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind. Case
No. 24-30079) on January 26, 2024. In the petition signed by Gordon
J. Duerr III, president, the Debtor disclosed $6,281,311 in assets
and $7,919,388 in liabilities.
Judge Paul E. Singleton oversees the case.
Scot T. Skekloff, Esq., at HallerColvin PC, represents the Debtor
as legal counsel.
LUMEN TECHNOLOGIES: The Vanguard Group Holds 11.73% Equity Stake
----------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 118,327,820 shares of Lumen
Technologies Inc.'s Common Stock, representing 11.73% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/5n8729ed
About Lumen Technologies
Headquartered in Monroe, Louisiana, Lumen Technologies, Inc. is an
international facilities-based technology and communications
company focused on providing its business and mass markets
customers with a broad array of integrated products and services
necessary to fully participate in its ever-evolving digital world.
The Company's platform empowers its customers to swiftly adjust
digital programs to meet immediate demands, create efficiencies,
accelerate market access and reduce costs -- allowing customers to
rapidly evolve their IT programs to address dynamic changes.
* * *
As reported by the TCR on Feb. 22, 2024, Moody's Investors Service
downgraded Lumen Technologies, Inc.'s corporate family rating to
Caa2 from Caa1 and its probability of default rating to Caa2-PD
from Caa1-PD. The CFR downgrade reflects Lumen's continued weak
operating performance and medium to longer term refinancing risks.
MAG DS CORP: Moody's Affirms 'B3' CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service affirmed MAG DS Corp's B3 corporate
family rating and B3-PD probability of default rating.
Concurrently, Moody's affirmed the B3 rating on MAG's senior
secured bank credit facilities due April 2025 and April 2027. The
outlook is stable.
Affirmation of the ratings reflect Moody's expectation of
significant deleveraging and improvement in operating performance
once a previously announced new contract award becomes operational
in the second half of 2024. Liquidity will remain adequate,
supported by positive free cash flow and only modest draws on its
revolver over the next 12 to 18 months.
RATINGS RATIONALE
The B3 CFR reflects the volatility of MAG's revenue base, contract
concentration and ability to bid as a prime contractor on
government contracts. The company generates less than $500 million
of revenue annually and is subject to sudden changes in revenue
such as when the US military withdrew from Afghanistan in August
2021. MAG was awarded the US Army's ATHENA-R program in August 2023
which Moody's expects will drive significant improvement in revenue
and profitability, albeit while requiring significant debt-funded
upfront capital investment. As a result, Moody's expects adjusted
debt/EBITDA of over 10.0 times as of September 30, 3023 will
decline to around 5.0 times in next 12-18 months. Liquidity will
remain adequate, supported by positive free cash flow following the
commencement of the new mission in the second half of 2024.
The ratings are supported by MAG's strong operational capabilities,
niche focus, and bidding qualifications that enable competition
against larger and better capitalized contractors. The US
government will continue to invest in surveillance technologies,
providing MAG with revenue stability.
The stable outlook reflects Moody's expectation that the ATHENA-R
program will commence on schedule and generate sufficient earnings
to deleverage the business by 2025. Liquidity will be adequate
though additional investments will be needed in the first half of
2024 to launch the new program.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings may be upgraded if the company generates significant
organic growth, sustains debt/EBITDA below 5.0 times and generates
free cash-flow to debt of at least 5%. EBIT/Interest expense above
1.0 time would also support an upgrade.
Ratings may be downgraded if the ATHENA-R mission is significantly
delayed or sustains material cost overruns. Any erosion of
liquidity or debt/EBITDA sustained above 7.5 times may also support
a downgrade.
MAG DS Corp, headquartered in Fairfax, Virginia, is a technology
services company delivering full-spectrum, joint-domain, command
and control services and engineering solutions around the world.
The Company specializes in C5ISR (Command, Control, Communications,
Computers, Combat Systems, Intelligence, Surveillance, and
Reconnaissance) by using both manned and unmanned platforms to
conduct a variety of training, coordination, data gathering and
analysis, maintenance, and integration services using both
government and contractor-owned assets. Additionally, MAG provides
networking engineering, cyber security, electronic warfare, and
software design and development services to the United States
(U.S.) Department of Defense, as both a prime and subcontractor.
MAG is majority-owned by entities of New Mountain Capital.
The principal methodology used in these ratings was Aerospace and
Defense published in October 2021.
MAGNA SERVICE: Court OKs Cash Collateral Access Thru May 15
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
authorized Magna Service Agency, Inc. to use cash collateral, on an
interim basis, in accordance with the budget, through May 15, 2024
at 2 p.m., at which time a final hearing on the motion will take
place.
The court said prepetition liens of First National Bank of
Pennsylvania will be continued post-petition as to both prepetition
and post-petition assets, but the value of the FNB's liens will not
be greater post-petition than the value thereof at the time of the
filing of the bankruptcy petition initiating the case, plus
accruals and advances thereafter, and minus payments to FNB
thereafter. No additional financing statements need to be filed to
perfect such post-petition liens and security interests.
The pre-petition record liens of any other creditor with an alleged
interest in cash collateral will continue post-petition, to the
extent it is determined, a valid lien exists, but said liens will
not be greater post-petition than the value of their lien at the
inception of the Chapter 11 case plus accruals and advances,
thereafter minus any payments by the Debtor. Further, any
replacement lien will not attach to potential avoidance actions to
be filed by the Parties.
The Debtor will make a one-time payment of $14,728 within seven
days of the Order which represents the unpaid pre-petition interest
due FNB.
Commencing on or by March 1, 2024, and the 1st day of each
succeeding month until further order of court, the Debtor will
remit a monthly payment to FNB in the amount of $4,216.
A copy of the order is available at https://urlcurt.com/u?l=Y4fXjB
from PacerMonitor.com.
About Magna Service Agency, Inc.
Magna Service Agency, Inc. provides the trucking industry with
experienced, dependable, professional, and safe drivers. Magna
Service Agency also provides the trucking industry with certified
pilot car, escort vehicles and pole cars for
over-dimensional/over-weight loads.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 24-20318) on February 9,
2024. In the petition signed by Todd Matthew Bauer, chief executive
officer, the Debtor disclosed $839,413 in assets and $7,159,710 in
liabilities.
Judge Gregory Taddonio oversees the case.
Corey J. Sacca, Esq., at BONONI & COMPANY, P.C., represents the
Debtor as legal counsel.
MICHIGAN MEDICAL: Ongoing Operations to Fund Plan
-------------------------------------------------
Michigan Medical Group, P.C. and Najam Syed filed with the U.S.
Bankruptcy Court for the Eastern District of Michigan a Combined
Plan of Reorganization dated February 20, 2024.
Organized in 2001, MMG is a medical practice located in Taylor,
Michigan that specializes in internal medicine. MMG's sole
shareholder is Dr. Syed.
The majority of the Debtors' value arise from MMG's ongoing
operations and ability to continue to provide services to patients.
Prior to filing, Dr. Syed was the owner of a related entity called
Michigan Medical Associates, P.C. ("MMA"). MMA was a financial
drain on the resources of the Debtors.
The Subchapter V bankruptcy was necessary to focus on the success
of MMG and the Debtors to address outstanding amounts owed to the
SBA, Chase Bank, Internal Revenue Service, the State of Michigan,
and business loans.
Class V consists of the Holders of Allowed Unsecured Claims against
the Debtors. Neither pre-confirmation interest nor
post-confirmation interest on Allowed Class V Claims will be paid.
A Creditor in this Class shall receive a pro rata distribution
incident to its Allowed Unsecured Claim based on 4 payments each
year by the Debtors of $5,000.00 for 5 years.
The first quarterly payment shall be due on or before March 1st.
The second quarterly payment will be due on or before June 1st. The
fourth quarterly payment will be due on or before September 1st.
The fourth quarterly payment will be due on or before December 1st.
Payments will begin on September 1, 2024 and such payments shall
continue to be made until the earlier occurs of (i) the respective
Claim is paid in full; or (ii) July 31, 2029. This Class is
impaired.
On the effective date, all of MMG's and Dr. Syed's rights, titles,
and interests in and to all of his property shall revest in the
Reorganized Debtors free and clear of any claims or interests,
including liens, except as expressly provided in this Plan.
A full-text copy of the Combined Plan of Reorganization dated
February 20, 2024 is available at https://urlcurt.com/u?l=15iWHY
from PacerMonitor.com at no charge.
Counsel for the Debtors:
Elliot G. Crowder, Esq.
Ernest M. Hassan, III, Esq.
Stevenson & Bullock, PLC
26100 American Drive, Suite 500
Southfield, MI 48034
Tel: (248) 354-7906
Fax: (248) 354-7907
Email: ecrowder@sbplclaw.com
About Michigan Medical Group
Organized in 2001, Michigan Medical Group, P.C. is a medical
practice located in Taylor, Mich., that specializes in internal
medicine. Its sole shareholder is Dr. Najam K. Syed.
Michigan Medical Group filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. E.D. Mich. Case No.
23-50240) on Nov. 22, 2023, with up to $50,000 in assets and $1
million to $10 million in liabilities. Najam Syed, president,
signed the petition.
Dr. Najam Syed also commenced a personal Chapter 11 bankruptcy case
(Bankr. E.D. Mich. Case No.23-50241) on Nov. 22, 2023. Mr. Syed's
case is jointly administered with Michigan Medical's.
Judge Mark A. Randon oversees the cases.
The Debtors are represented by Elliot G. Crowder, Esq., a
practicing attorney in Canton, Mich.
MOBIQUITY TECHNOLOGIES: Walleye Entities Cease Ownership of Shares
------------------------------------------------------------------
Walleye Opportunities Master Fund, Ltd and Walleye Capital, LLC
disclosed in a Schedule 13G/A Report filed with the U.S. Securities
and Exchange Commission that as of December 31, 2023, they ceased
to beneficially own shares of Mobiquity Technologies, Inc's common
stock.
A full-text copy of the Report is available at
http://tinyurl.com/2j52r8de
About Mobiquity Technologies Inc.
Headquartered in Shoreham, NY, Mobiquity Technologies, Inc., is a
next-generation advertising technology, data compliance and
intelligence company which operates through our various proprietary
software platforms. The Company's product solutions are comprised
of three proprietary software platforms: Advertising Technology
Operating System (ATOS Platform); Data Intelligence Platform; and
publisher Platform for Monetization and Compliance.
The Company reported a net loss of $8.06 million in 2022, compared
to a net loss of $18.33 million in 2021. As of Sept. 30, 2023, the
Company had $3.28 million in total assets, $1.73 million in total
liabilities, and $1.55 million in total stockholders' equity.
Mobiquity's management concluded that there is substantial doubt
about the Company's ability to continue as a going concern within
the next 12 months, the Company disclosed in a Form 10-Q Report
filed with the U.S. Securities and Exchange Commission for the
quarterly period ended September 30, 2023. As of September 30,
2023, the Company reported accumulated deficit of $215,727,236, and
working capital deficit of $1,448,281.
MOVING & STORAGE: Wins Interim Cash Collateral Access
-----------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized the Geoffrey Groshong, the Subchapter V Trustee of
Moving & Storage Solutions, Inc. to use cash collateral on an
interim basis, in accordance with the budget, with a 15% variance.
Specifically, the Subchapter V Trustee is authorized to use cash
collateral for payment of post-petition operating expenses
including future payroll and related taxes.
As adequate protection for the use of the cash collateral, the
Court grants Banker's Healthcare Group, LLC/Pinnacle Bank, Banker's
Healthcare Group, LLC/State Bank of Mendocino County, Banker's
Healthcare Group, LLC/First State Bank (or their assigns), Kapitus,
Fox Capital Group and Fundr with an interest in cash collateral
replacement liens in the debtor's post-petition assets in which
Secured Creditors held valid and perfected liens prior to the
petition date and all cash or other proceeds generated
post-petition by such pre-petition collateral to the same extent,
validity and priority as existed on the pre-petition collateral to
the extent that any cash collateral of the Secured Creditors are
actually used by the Subchapter V Trustee.
The Subchapter V Trustee is authorized to make periodic cash
payments in the amount of $300 per month to Banker's Healthcare
Group, LLC/Pinnacle Bank as adequate protection.
The Subchapter V Trustee's authority to use cash collateral will
terminate on the date when one or more of the following conditions
has occurred or has been met:
a. May 15, 2024;
b. The Court enters an order converting the case under Chapter 7 of
the Bankruptcy Code, or the Subchapter V Trustee has filed a
motion or has not timely opposed a motion seeking such relief;
c. The Court enters an order appointing or electing a trustee,
examiner or any other similar entity with expanded powers;
d. The Court enters an order dismissing this case, or the
Subchapter V Trustee has filed a motion or has not timely opposed a
motion seeking such relief;
e. The Court enters any order that stays, modifies, or reverses the
Final Order;
f. Confirmation of the debtor's plan, whichever is sooner.
A copy of the order is available at https://urlcurt.com/u?l=FomZz2
from PacerMonitor.com.
About Moving & Storage Solutions Inc.
Moving & Storage Solutions Inc. sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No.
24-10039-CMA) on January 9, 2024. In the petition signed by David
Powell, president, the Debtor disclosed up to $5000,000 in assets
and up to $1 million in liabilities.
Judge Christopher M. Alston oversees the case.
Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents
the Debtor as legal counsel.
NABORS INDUSTRIES: The Vanguard Group Holds 8.23% Equity Stake
--------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 779,035 shares of Nabors Industries
Ltd.'s Common Stock, representing 8.23% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/5n76kdt2
About Nabors
Nabors Industries Ltd. (NYSE: NBR) owns and operates land-based
drilling rig fleets and provides offshore platform rigs in the
United States and several international markets. Nabors also
provides directional drilling services, tubular services,
performance software, and innovative technologies for its own rig
fleet and those of third parties.
Nabors Industries reported a net loss of $307.22 million in 2022, a
net loss $543.69 million in 2021, a net loss of $762.85 million in
2020, a net loss of $680.51 million in 2019, a net loss of $612.73
million in 2018, and a net loss of $540.63 million in 2017. As of
Sept. 30, 2023, the Company had $4.72 billion in total assets,
$3.34 billion in total liabilities, $834.19 million in redeemable
noncontrolling interest in subsidiary, and $548.17 million in total
equity.
* * *
Egan-Jones Ratings Company on September 28, 2023, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Nabors Industries, Inc. to CCC+ from CCC-.
NANO MAGIC: Ronald Berman, 6 Others Disclose Equity Stake
---------------------------------------------------------
Ronald J. Berman and affiliated entities filed a Schedule 13D/A
with the U.S. Securities and Exchange Commission disclosing
beneficial ownership of Nano Magic Inc.'s Common Stock as of
December 5, 2023.
Reporting Person Total Beneficial Ownership Percent,
fully diluted
Ronald J. Berman 12,644,686 54.5
Tom J. Berman 13,555,862 58.4
PEN Comeback, LLC 3,349,467 14.4
PEN Comeback 2, LLC 2,842,670 12.2
Magic Growth, LLC 1,961,496 8.4
Magic Growth 2 LLC 2,308,912 9.9
Magic Growth 3 LLC 1,483,254 6.4
Group Total 14,254,749 61.4
A full-text copy of the Report is available at
http://tinyurl.com/3vmh55tx
About Nano Magic
Headquartered in Madison Heights, Michigan, Nano Magic Inc. --
www.nanomagic.com -- develops, commercializes and markets
nanotechnology powered consumer and industrial cleaners and
coatings to clean, protect, and enhance products for peak
performance. Consumer products include lens and screen cleaners and
coatings, anti-fog solutions, and household and automobile cleaners
and protective coatings sold direct-to-consumer and in big box
retail.
Nano Magic reported a net loss of $2.10 million for the year ended
Dec. 31, 2022, compared to a net loss of $1.57 million for the year
ended Dec. 31, 2021. As of Sept. 30, 2023, Nano Magic has $3.5
million in total assets and $2.5 million in total liabilities.
Sterling Heights, Michigan-based UHY LLP, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 11, 2023, citing that the Company has recurring losses
from operations, negative cash flow from operations, and an
accumulated deficit. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
As reflected in the unaudited consolidated financial statements,
the Company had losses from continuing operations and net cash used
by continuing operations of $2,003,577 and $1,057,794 for the nine
months ended September 30, 2023, and a loss from continuing
operations of $2,448,637 and cash used by continuing operations
$1,488,818 for the nine months ended September 30, 2022. These
factors raise substantial doubt about the Company's ability to
continue as a going concern within one year after the date that
these unaudited consolidated financial statements are issued,
according to the Company's Quarterly Report for the period ended
Sept. 30, 2023.
NATIVE WASHINGTONIAN: Case Summary & Six Unsecured Creditors
------------------------------------------------------------
Debtor: Native Washingtonian, LLC
3901 17th Place, NE
Washington, DC 20018
Business Description: Native Washingtonian is primarily engaged in
renting and leasing real estate properties.
The Debtor is the owner of six real
properties located in Washington, DC having
a total value of $5.25 million.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00058
Judge: Hon. Elizabeth L Gunn
Debtor's Counsel: William C. Johnson, Jr., Esq.
THE JOHNSON LAW GROUP, LLC
6305 Ivy Lane
Suite 630
Greenbelt, MD 20770
Tel: (301) 477-3450
Fax: (301) 477-4813
Email: William@JohnsonLG.Law
Total Assets: $5,246,100
Total Liabilities: $4,387,873
The petition was signed by Marcus Sands as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/7DOHUAI/Native_Washingtonian_LLC__dcbke-24-00058__0001.0.pdf?mcid=tGE4TAMA
NEILLY'S FOOD: Lender Seeks to Prohibit Cash Collateral Access
--------------------------------------------------------------
JTS Capital 3, LLC asks the U.S. Bankruptcy Court for the Middle
District of Pennsylvania to prohibit Neilly's Food, LLC from using
cash collateral.
The Debtor is obligated to JTS pursuant to a Promissory Note dated
May 2, 2017, in the original principal amount of $100,000 and a
Promissory Note dated October 11, 2017, in the original principal
amount of $89,575.
The Notes are secured by, inter alia, the Commercial Security
Agreements dated May 2, 2017 and October 11, 2017, which grant JTS
first priority liens on all of the Debtor's personal property
assets including its cash and cash collateral. The total estimated
indebtedness owed as of the Petition Date under the Loan Documents
was $125,640, which amount does not include the amounts owed for
attorney's fees, interest, and related charges also owing by the
Debtor to JTS under the Loan Documents.
On October 26, 2023, the Court entered the Second Cash Collateral
Order, which, inter alia, provides that the Debtor is required to
make adequate assurance monthly payments of $657 to JTS.
As of the filing of the Motion, JTS has not received any of the
adequate assurance monthly payments required under the Cash
Collateral Order. On December 4, 2023, counsel for JTS notified
counsel for the Debtor that the Debtor had failed to make the
adequate assurance payments for November and December in accordance
with the Cash Collateral Order. On December 18, 2023, counsel for
JTS notified counsel for the Debtor that the Debtor had failed to
make the November and December adequate protection payments and the
Debtor was in default of the Cash Collateral Order.
Due to the default under the Cash Collateral Order, the Debtor is
no longer able to use JTS' cash collateral.
On December 18, 2023, the Debtor filed its Plan of Reorganization.
On January 17, 2024, JTS, through counsel, filed its Objection to
the Plan, which, inter alia, objected to confirmation of the Plan
for the Debtor's failure to comply with the Cash Collateral Order
and make any of the adequate assurance payments to JTS required
therein. A continued hearing on the confirmation of the Plan is set
for April 2, 2024.
The Debtor is continuing to operate and utilize JTS's cash
collateral despite its failure to adhere to the requirements under
the Cash Collateral Order, namely making the adequate assurance
payments to JTS.
The Debtor's failure to remit adequate assurance payments in
compliance with the terms of the Cash Collateral Order is a default
under the Cash Collateral Order that has left JTS without adequate
protection of its rights in the cash collateral.
If the Debtor is unable to comply with the requirements of the Cash
Collateral Order and make adequate assurance payments, JTS requests
that that the Court enter an order granting JTS relief from the
automatic stay pursuant to 11 U.S.C. section 362(d), allowing JTS
to enforce the terms of the Loan Documents, and allowing it to seek
any and all remedies that are available to JTS with regards to the
cash collateral.
A hearing on the matter is set for March 19, 2024 at 9:30 a.m.
A copy of the motion is available at https://urlcurt.com/u?l=Qba02z
from PacerMonitor.com.
About Neilly's Food, LLC
Neilly's Food, LLC is a manufacturer and distributor of healthy
multicultural meal solutions.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Pa. Case No. 23-02135) on September
19, 2023. In the petition signed by Albert Ndjee, manager/member,
the Debtor disclosed up to $1 million in assets and up to $10
million in liabilities.
Judge Henry W. Van Eck oversees the case.
Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky
PC, represents the Debtor as legal counsel.
NEWELL BRANDS: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Newell Brands Inc.'s Long-Term Issuer
Default Rating (IDR) at 'B+' and unsecured notes at 'BB-'/'RR3'.
Fitch has upgraded the revolving credit facility to 'BB+'/'RR1'
from 'BB-'/'RR3', given the recent amendment that resulted in the
revolving facility becoming secured, with the facility size reduced
to $1.0 billion from $1.5 billion. The Rating Outlook is Stable.
Newell's ratings reflect ongoing challenges that indicate
significantly reduced medium-term earnings power and cash flow.
Beyond the overall slowdown in discretionary consumer spending,
execution risk remains a concern, as Newell continues to realign
and restructure its business segments and supply chain network and
reposition its brand portfolio, which could further disrupt
operations. Fitch therefore expects EBITDA to remain below $1
billion, with EBITDA leverage (gross debt/EBITDA) elevated at just
over 6x in 2024 and the high 5x in 2025. Continued weakness leading
leverage to sustain above 6x beginning in 2025 would be a ratings
concern.
KEY RATING DRIVERS
Accelerated Declines: Newell's operations beginning 2H22 have been
challenged by changing consumer behavior with a shift toward
services after strong pandemic-induced demand, a slowdown in
consumer spending on discretionary products given moderating
consumer fundamentals, and declining customer orders as retailers
reduce inventory levels across general merchandise categories. This
has been compounded by the company's brand execution challenges.
The company saw significant margin headwinds from cost inflation,
an increase in advertising and promotion expense as a percentage of
sales and an unfavorable impact from foreign exchange, partially
offset by pricing, productivity savings and lower overhead costs.
Core sales (a Newell metric that eliminates the impact of M&A and
other non-comparable factors such as category exits) declines
accelerated into 2023, with core sales declines of around 12% and a
Fitch-adjusted EBITDA margin of 10.4%, with EBITDA declining to
$840 million from about $1.2 billion in 2022. Fitch expects 2024
core sales to decline in the mid-single digit range with overall
net sales declines in the high-single digit range, and for EBITDA
to remain below $1 billion with EBITDA margins in the 11% range.
EBITDA margins are expected to improve toward 12% in 2025/26
assuming the top line could stabilize, but remain well below the
14% range achieved pre-2022.
Elevated Leverage: Gross leverage increased to 6.2x in 2023, versus
4.9x in 2022 and 3.7x in 2021, given the decline in EBITDA. Fitch
expects EBITDA leverage to remain elevated around 6x in 2024 with
EBITDA levels relatively flat in the mid-$800 million range and
trend to the mid to high 5x thereafter. The inability to reduce
leverage below 6x beginning 2025 would be a ratings concern.
Adequate Liquidity: Liquidity is adequate in the near term with
$361 million of cash on hand as of Dec. 31, 2023 and approximately
$850 million of availability under its revolving credit facility,
proforma for the recent downsize to $1.0 billion from $1.5 billion.
Fitch expects FCF to be close to breakeven in 2024 relative to
approximately positive $600 million in 2023 given anticipated
restructuring charges partially relating to Newell's new
organizational realignment plan announced January 2024. The company
has $200 million in debt maturities in 2024, which it could
refinance or pay down with revolver borrowings. Based on Fitch's
cash flow projections, Newell will need to largely refinance $550
million of unsecured notes due 2025 and close to $2 billion due
2026.
Focus on Major Brands: Newell previously shared that it expects to
sustain low-single-digit organic sales growth over the medium term
by strengthening brands through increased innovation, focusing on
omnichannel initiatives (with ecommerce at around 22% of sales),
and accelerating international growth (around one-third of sales).
Newell has realigned its business segments several times over the
last few years in an effort to drive growth and improve
profitability. This combined, with material shifts in consumer
spending patterns during and post the pandemic, make it challenging
to assess underlying business trends.
Moving forward the company plans to focus on front-end or brand
capability build out, with a shift in focus toward larger and more
profitable brands, prioritizing the business in the U.S., and
disproportionately investing in segments that have greater
potential. The company noted that its top 25 brands comprised
around 90% of its revenue and profits, and has been pruning less
profitable brands. Sales could stabilize in 2025 on improved
industry prospects supported by investments in its core brands,
after what is expected to be another challenging year for
discretionary categories in 2024.
Return to 14% EBITDA Margin Challenging: The company has announced
a number of initiatives to drive sales and margins over the last
few years. In September 2021, Newell discussed a multi-year supply
chain initiative (Project OVID) to transform its go-to market
strategy, particularly in the U.S., moving from 23 business
specific supply chains to a single integrated supply chain.
In January 2023, Newell undertook a restructuring and savings
initiative, Project Phoenix, that aims to strengthen the company
and further reduce complexity, streamline its operating model and
drive operational efficiencies, with annualized pre-tax savings in
the range of $220 million to $250 million beginning 2024. In
January 2024, the company announced an organizational realignment
aimed to improve Newell's front-end commercial capabilities and
unlock additional efficiencies to generate an estimated $65 million
to $90 million of annualized pre-tax savings net of reinvestment.
Given Newell's ongoing top line deterioration, gross margin
challenges in a number of categories, investments required to
support its brands and potential execution risk, Fitch expects it
could be challenging to return to the 14% EBITDA range seen in
2019-2021, although Fitch expects margins to improve toward 12% in
2025/2026 from the 10%-11% range in 2023/2024 on stabilizing top
line, better inventory alignment and moderating inflationary
headwinds.
DERIVATION SUMMARY
Newell's 'B+'/Stable rating reflects ongoing challenges that
indicate significantly reduced medium-term earnings power and cash
flow. Beyond the overall slowdown in discretionary consumer
spending, execution risk remains a concern, as Newell continues to
realign and restructure its business segments and supply chain
network and reposition its brand portfolio, which could further
disrupt operations.
Other consumer product companies within Fitch's rated portfolio
include ACCO Brands Corporation, Reynolds Consumer Products Inc.,
Spectrum Brands, Inc. and Knowlton Development Corporation, Inc.
(KDC).
ACCO's 'BB'/Stable ratings reflect the company's historically
consistent FCF, which it has used to reduce debt and maintain
reasonable EBITDA leverage over the past several years. The ratings
are constrained by secular challenges in the office products
industry, channel shifts within the company's customer mix, and
reflects recent top line weakness related to spending pullbacks in
key discretionary categories like electronics, which Fitch expects
to continue into 2024.
Reynolds' 'BB+'/Stable rating reflects its leading market position
in the categories in which it participates, its strong innovation
pipeline, and Fitch's expectation that Reynolds will reduce
Fitch-calculated leverage (total debt/EBITDA) to the low-3x area
over the next 24 months, given strong cash flows and EBITDA
recovery. The rating also considers Reynolds' limited scale and
diversification compared against its larger, well capitalized CPG
competitors.
Spectrum's 'BB'/Negative ratings reflect Fitch's expectation that
EBITDA leverage could decline from 7.3x in FY 2023 (ending
September 2023) to around 4x in FY 2024 as a result of debt
repayment funded from the sale of its HHI business. The Negative
Outlook reflects uncertainty around the company's medium-term
strategy and business composition, as well as its ability to
reverse recent weak operating trends.
KDC's 'B-'/Stable ratings reflect its position as a global leader
in custom formulation, packaging and manufacturing solutions for
beauty, personal care and home care brands, supported by a diverse
product portfolio and long-term customer relationships. While Fitch
expects EBITDA leverage could improve in fiscal years 2024 and 2025
on margin recovery supported by cost initiatives, Fitch would
require increased confidence in continued organic EBITDA growth, a
commitment to sustaining leverage below 7x, and generating positive
FCF to consider a positive rating action.
KEY ASSUMPTIONS
- Revenue declines in the high-single digits to $7.5 billion in
2024 from $8.1 billion in 2023, reflecting core sales decline of
around 6% and low single digit currency and brand exit headwinds.
Sales are expected to grow modestly in the low single digits in
2025 and thereafter;
- Operating EBITDA is expected to be relatively flat in the
mid-$800 million range in 2024, versus around $840 million in 2023
and $1.2 billion in 2022, and is expected to grow towards $900
million in 2025. EBITDA margin is expected to be approximately
11.3% in 2024 (versus 10.4% in 2023) and approach around 12% in
2025/2026, with the improvement reflecting stabilizing top line and
some benefit from cost reduction initiatives;
- Capex of around $300 million and dividends at close to $120
million in 2024 and thereafter, compared with dividends of $184
million in 2023 and $385 million in 2022. In May 2023, Newell
reduced its quarterly dividend to $0.07 per share compared with the
prior pay-out of $0.23 per share;
- FCF (after dividends) is expected to be breakeven to modestly
positive in 2024, with working capital improvement offset by cash
restructuring costs. This compares with FCF inflow of around $600
million in 2023 (after Fitch's adjustment for change in factored
receivables) and significant FCF outflow of almost $1 billion in
2022, mainly driven by working capital. FCF is expected to be
remain modestly positive in 2025/2026 given Fitch's projected
EBITDA levels in the $900 million range and assuming neutral
working capital;
- Fitch expects leverage to be just over 6x in 2024, relatively
flat to the 6.2x in 2023 (versus 4.9x in 2022) before trending
toward the mid-5x range in 2025, assuming some top line
stabilization and EBITDA margin recovery. The projected net EBITDA
leverage of 5.7x in 2024 (5.4x excluding off-balance sheet factored
receivables) is significantly higher than Newell's long-term net
leverage (net debt/EBITDA) target of 2.5x;
- Newell's committed facilities have a floating interest rate
structure and Fitch assumes around 3.5% to 5% SOFR base rates over
the forecast horizon. Newell's notes have a fixed interest rate
structure.
RECOVERY ANALYSIS
Fitch's recovery assumes Newell's value is maximized as a going
concern in a post default scenario, given a going-concern valuation
of approximately $4.5 billion.
Fitch's going concern value is derived from a projected EBITDA of
around $750 million. The scenario assumes a lower revenue base of
around $6 billion, around 25% below 2023 revenue of $8.1 billion,
assuming market share losses or discontinuation of some of its
existing brand portfolio. EBITDA margins could trend around 12%-13%
in a recovery scenario, below the 14% margins achieved in
2019-2021. A going-concern multiple of 6x was selected, within the
4x-8x range observed for North American corporates, reflecting
Fitch's assessment of Newell's industry dynamics and
company-specific factors.
After deducting 10% administrative claims from the going concern
valuation and adjusting for senior ranking receivables claims, the
amended secured credit facility would have outstanding recovery
prospects and the unsecured claims would have good recovery
prospects. Fitch assumes the entire $1.0 billion revolver
commitment is drawn for the purposes of the recovery analysis.
Therefore, the amended senior secured credit facility is rated
'BB+'/'RR1' and the unsecured notes of approximately $4.8 billion
are rated at 'BB-'/'RR3'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- A positive rating action could result from increased confidence
in the company's ability to grow core sales in the low single
digits, improve EBITDA to over $1 billion and deploy FCF towards
debt reduction, such EBITDA leverage is sustained under 5x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A negative rating action could result from worse than expected
operating performance leading to reduced confidence in Newell's
ability to stabilize its business and/or lower than expected debt
reduction such that EBITDA leverage is sustained above 6x.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: As of Dec. 31, 2023, Newell had $361 million in
cash on hand and approximately $130 million drawn under its $1.5
billion unsecured revolving credit facility due to mature in August
2027. The company amended the terms to its revolving credit
facility on Feb. 7, 2024, resulting in the revolver becoming
secured and the facility size reduced to $1.0 billion from $1.5
billion, with availability being subject to an asset coverage ratio
of 1.05x. Pro forma liquidity is around $1.2 billion, after netting
out around $150 million of revolver borrowings and letters of
credit.
The revolver has a first lien security interest on all unencumbered
accounts receivable, inventory and other specific domestic and
international assets, and a guarantee from certain domestic and
foreign subsidiaries. The amendment replaced Newell's existing
Total Indebtedness to Total Capitalization and Interest Coverage
Ratio financial covenants with new financial covenants testing the
company's Collateral Coverage Ratio and Total Net Leverage Ratio.
The maximum Total Net Leverage Ratio is set at 7.5x for quarters
ending March 31, 3024 through and including June 30, 2025; 6.5x for
the quarters ending Sept. 30, 2025 through and including June 30,
2026; and 5.25x for the quarters ending Sept. 30, 2026 and
thereafter through maturity. The Collateral Coverage Test requires
Newell to maintain a Pledged Collateral Value to Total Revolving
Credit Exposure at a minimum ratio of 1.05x.
Newell terminated its $375 million A/R facility in October 2023,
and entered into a new accounts receivable securitization facility
due October 2026, providing liquidity of up to $225 million between
February and April of each year, and up to $275 million at all
other times.
Newell's total outstanding debt was approximately $5.2 billion at
Dec. 31, 2023, versus $5.8 billion at the end of 2022 and $5.4
billion at the end of 2021 including off-balance sheet factored
receivables in the $300 million to $400 million range as part of
Fitch-adjusted debt. The next debt maturity is $200 million of debt
due in December 2024, which the company could choose to refinance
or pay down with cash or revolver borrowings. Subsequent maturities
include $550 million of unsecured notes due 2025 and close to $2
billion of unsecured notes due 2026, which Fitch assumes will
largely be refinanced.
ISSUER PROFILE
Newell is a global marketer of consumer and commercial products,
marketed under Paper Mate, Sharpie, Dymo, EXPO, Parker, Elmer's,
Coleman, Marmot, Oster, Sunbeam, FoodSaver, Mr. Coffee, Rubbermaid
Commercial Products, Graco, Baby Jogger, NUK, Calphalon,
Rubbermaid, Contigo, First Alert, Mapa, Spontex, Quickie and Yankee
Candle.
SUMMARY OF FINANCIAL ADJUSTMENTS
- Historical EBITDA has been adjusted for stock-based compensation,
restructuring and restructuring related costs, acquisition
amortization & impairment, transaction and related costs, other
items.
ESG CONSIDERATIONS
Newell has an Environmental, Social and Governance (ESG) Relevance
Score of '4' for Financial Transparency. Operating comparability
over the last few years has been challenging given a number of
reclassifications of continuing versus discontinued operations as
well as business segments in 2018-2022. This has a negative impact
on the credit profile and is relevant to the ratings in conjunction
with the other factors.
The items above are in the context of Newell having previously seen
material weaknesses in internal controls over financial reporting
related to the company's tax accounting in 2019 and 2020, which
have since been remedied and an SEC subpoena in January 2020
related to the impairment of goodwill and other intangibles in
2018, which got resolved with a settlement in September 2023. In
June 2021, the company received a subpoena related to disclosures
around the potential impact of revised U.S. Treasury regulations.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Newell Brands Inc. LT IDR B+ Affirmed B+
senior unsecured LT BB- Affirmed RR3 BB-
senior secured LT BB+ Upgrade RR1 BB-
NORTH CAROLINA: Files Emergency Bid to Use Cash Collateral
----------------------------------------------------------
The North Carolina Theatre asks the U.S. Bankruptcy Court for the
Eastern District of North Carolina, Raleigh Division, for authority
to use cash collateral and provide adequate protection.
Although the Debtor plans to continue fundraising and efforts to
secure donations during its reorganization, the Debtor relies on
continued operations and the cash proceeds generated thereby to
operate. It appears that the proceeds generated from the Debtor's
continued operation of the Conservatory may constitute cash
collateral of the U.S. Small Business Administration and/or Truist
Bank within the meaning of 11 U.S.C. section 363 of the Bankruptcy
Code.
The Debtor and the SBA are parties to a Loan Authorization and
Agreement, Note, and Security Agreement dated May 31, 2020, whereby
the SBA loaned $150,000 to the Debtor. As of the Petition Date
there was approximately $150,000 owing to the SBA.
The SBA appears to assert a security interest in, among other
things, the Debtor's tangible and intangible personal property.
The Debtor and Truist are parties to a Note and Security Agreement,
dated on or about November 2022 whereby Truist loaned certain funds
to the Debtor. As of the Petition Date there was approximately
$300,000 owing to Truist pursuant to the Truist Documents.
Truist appears to assert a security interest in, among other
things, all of the Debtor's accounts.
The Debtor proposes that the SBA and Truist should be allowed, as
adequate protection for the Debtor's use of cash collateral, a
post-petition replacement lien and security interest on the same
assets to which their liens attached pre-petition, to the same
extent and with the same validity and priority as existed on the
petition date.
A copy of the motion is available at https://urlcurt.com/u?l=c2HHXK
from PacerMonitor.com.
About The North Carolina Theatre
The North Carolina Theatre is Raleigh NC's largest professional
theatre and has been in operation for over 40 years. The Theatre
produces live professional theatre and arts performances and
operates the North Carolina Theatre Conservatory, a training center
that offers performance, dance, acting, and voice education to both
children and adults.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00596-5) on February
23, 2024. In the petition signed by John A. Zaloom, chairman of the
Board of Directors, the Debtor disclosed up to $500,000 in assets
and up to $10 million in liabilities.
Rebecca F. Redwine, Esq., at Hendren, Redwine & Malone, PLLC,
represents the Debtor as legal counsel.
NORTHERN HOSPITAL: Moody's Lowers Revenue Bond Rating to B1
-----------------------------------------------------------
Moody's Investors Service has downgraded Northern Hospital District
of Surry County's (NC) (NHSC) revenue bond rating to B1 from Ba2.
The outlook remains negative. Northern Hospital District of Surry
County had approximately $32 million of debt outstanding as of
fiscal year 2023.
The downgrade to B1 reflects the severity and prolonged period of
NHSC's financial stress and escalating credit risk as a result of
its significantly weakened liquidity position. The negative outlook
reflects the pace of cash burn with the current operating losses
that will be difficult to stem in the face of industry challenges.
RATINGS RATIONALE
The B1 rating is supported by Northern Hospital District of Surry
County's position as a community hospital with a solid and growing
45% inpatient market share that will continue to drive patient
demand. NHSC is unlikely to generate positive cash flow by the end
of fiscal 2024, although improvements from fiscal year-end 2023
results (-10.6% operating cash flow margin) are expected. NHSC's
small size inhibits financial flexibility and contributes to
volatile quarterly operating performance. NHSC's liquidity declined
by 45% over the 12-month period ending December 31, 2023, resulting
in significantly weakened days cash on hand measures (62 days per
the required covenant calculation), and rebuilding operating cash
reserves to stronger levels will be challenging without material
performance improvement. There is an increased probability that
NHSC will breach its debt service coverage covenant of 1.20x at
fiscal year-end 2024. The rating incorporates Moody's expectation
that management will manage financial covenants as necessary in the
event of another covenant breach, following a prior MTI covenant
breach at fiscal year-end 2022.
The inability to meet budget and the ongoing severe pace of cash
burn highlight financial strategy and management credibility and
track record risks under Moody's ESG framework. Governance is
therefore a key driver of the rating change. Favorably, there are
prospects for operating performance improvements, including the
State of NC's passing of Medicaid expansion and a supplemental
payment program last year which will improve net patient revenue,
and an upcoming expense management consultant review.
RATING OUTLOOK
The negative outlook reflects Moody's expectation that operating
performance challenges will persist in fiscal 2024, further
weakening liquidity (not including expected receipt of one-time
funds for capital). Inability to limit operating cash flow losses
by fiscal year-end 2024 will pressure the rating further.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING
-- Material and sustained improvement toward positive cash flow,
improving financial covenants headroom
-- Meaningful and sustained liquidity growth, without one-time
receipts reserved for capital
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING
-- Inability to narrow quarterly operating cash flow losses
-- A further decline in unrestricted cash, resulting in less than
60 days cash on hand or 50% unrestricted cash to debt
LEGAL SECURITY
The hospital revenue bonds are secured by a pledge of the net
revenues of the hospital. The only covenant per the Master Trust
Indenture is a 1.20 times debt service coverage ratio measured
annually. Remedies include consultant call if below 1.20 times
coverage and an Event of Default if below 1.0 times for two
consecutive years.
PROFILE
Northern Hospital District of Surry County is a public stand-alone
hospital, comprised of 133 beds and located in Mount Airy in Surry
County, NC serving Surry County in North Carolina as well as
Carroll and Patrick Counties in Virginia. The organization includes
The Northern Surry Foundation for Better Health, Inc.
METHODOLOGY
The principal methodology used in this rating was US Not-for-profit
Healthcare published in February 2024.
OIL STATES: The Vanguard Group Holds 6.71% Equity Stake
-------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 4,288,574 shares of Oil States
International, Inc.'s Common Stock, representing 6.71% of the
shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/2ac9rv4b
About Oil States
Headquartered in Houston, Texas, Oil States International, Inc.
provides specialty products and services to oil and gas drilling
and production companies.
As of September 30, 2023, the Company had $1.048 billion in total
assets against $349.6 million in total liabilities.
Egan-Jones Ratings Company on September 19, 2023, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Oil States International, Inc.
ONE DREAM: Creditors to Get Proceeds From Liquidation
-----------------------------------------------------
ONE Dream, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Indiana a Small Business Chapter 11 Plan dated
February 20, 2024.
Opening in 2019, with 3 licensed professionals, and 1
administrative unsalaried individual, ONE Dream inc is a franchisee
of Realty ONE Group International (ROGI) (ONE) operating a
residential real estate brokerage with limited commercial brokerage
leases and sales.
ONE Dream grew quickly to 60 real estate professionals, and three
leases/franchise locations. The third of these/ located in Carmel,
Indiana, was added as a subsidiary with a managing partner that
ultimately abandoned the franchise location, resulting in the loss
of approximately 30% of our 1099 sales professionals and eating
quickly through any financial safety net that had been accrued to
cover the prior two leases, aside from personal financial
investments of Ashton, Zane, Kimberly, and John Wischmeier.
Overgrowth pre Covid Pandemic, bloated office leases that ONE
unsuccessfully tried to renegotiate or were denied the ability to
sublease over the past year+ by landlords, coupled with
overinvestment by the member's personal family, mounting debts,
reduction of agent count and volume of home sales have led to a
large reduction on operating income.
On December 18, 2023, Realty One Group Affiliates Inc. ("ROGA")
wrongfully terminated the franchise agreement of ONE. ROGA violated
the automatic stay by terminating the franchise agreement, an
executory contract, after the filing. ROGA specifically premised
the termination on an allegation of unpaid fees and the filing of
the bankruptcy proceeding. The termination resulted in immediate
and irreversible damage to the operations of One.
One was forced to close its business rather than proceed with the
reorganization. ONE is discussing its options with counsel to
determine whether to proceed with litigation. Recovery from ROGA
would fund the Plan for ONE and the benefit of creditors.
This Plan of Liquidation proposes to disburse proceeds from the
liquidation of ONE's assets and to seek vote to accept the Plan.
The length of the Plan is 3 years or upon completion of
disbursement of the proceeds from the liquidation of ONE's assets.
Class 5 consists of General Unsecured Claims. The General Unsecured
Creditors shall receive a pro rata distribution from the recovery,
if any, from ROGA after the interests in such proceeds is
determined by the court.
Class 6 consists of Equity Holders. Cathy Reed shall remain the
sole shareholder.
The source of funds used in this Plan for payments to creditors
shall be One's portion of any funds recovered from ROGA after
payment in full of administrative and priority claims.
A full-text copy of the Chapter 11 Plan dated February 20, 2024 is
available at https://urlcurt.com/u?l=vGB7BS from PacerMonitor.com
at no charge.
Counsel for the Debtor::
David R. Krebs, Esq.
Hester Baker Krebs LLC
One Indiana Sq. Suite 1330
Indianapolis IN 46204
Telephone: (317) 833-3030
Email: dkrebs@hnkfirm.com
About ONE Dream
ONE Dream, Inc. is a franchisee of Realty ONE Group International
(ROGI) (ONE) operating a residential real estate brokerage with
limited commercial brokerage leases and sales.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-04948) on Nov. 7,
2023, with as much as $1 million in both assets and liabilities.
John Wischmeier, owner, signed the petition.
Judge Jeffrey J. Graham oversees the case.
David R. Krebs, Esq., at Hester Baker Krebs LLC serves as the
Debtor's legal counsel.
OUTFRONT MEDIA: The Vanguard Group Holds 14.18% Equity Stake
------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 23,410,135 shares of OUTFRONT Media,
Inc.'s Common Stock, representing 14.18% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/k5mbmcxd
About OUTFRONT Media Inc.
Headquartered in New York, OUTFRONT Media Inc. leases advertising
space on out-of-home advertising structures and sites.
In October 2023, Egan-Jones Ratings Company maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by OUTFRONT Media Inc.
PANCAKES OF HAWAII: Unsecured Creditors to Split $325K in Plan
--------------------------------------------------------------
Pancakes of Hawaii, Inc., submitted a First Amended Plan of
Reorganization for Small Business dated February 20, 2024.
As of December 31, 2023, the Debtor had approximately $693,000 in
cash (including $12,000.00 in a DIP account for the Subchapter V
Trustee). The Debtor is current on its administrative obligations.
The bankruptcy was filed on the eve of a damages trial in the
Honolulu District Court for the First Circuit, State of Hawaii,
brought by FPA Kapiolani Associates, LLC (the "Kapiolani
Landlord"). The Debtor removed the Kapiolani Landlord's lawsuit to
the Bankruptcy Court. Trial is currently scheduled for February 5,
2025 before the Bankruptcy Court.
The Debtor has obtained orders authorizing, among other things, the
payment of prepetition wages and commissions and employment of
general bankruptcy counsel and special litigation counsel.
The Debtor also entered into a stipulation with the Kapiolani
Landlord to "reject" that lease. The Debtor paid $1,884.82 to
remove certain personal property (e.g., wire racks, wood shelving,
decor, refrigerator, storage bins with various items inside, decor,
metal sink, and portable a/c) from the location as demanded by the
Kapiolani Landlord. The Debtor also agreed to postpone the trial on
the damages lawsuit as requested by the Kapiolani Landlord.
There were five creditors who received (in the aggregate) more than
$7,575 in the 90 days before the Petition Date. These payments
total just under $337,000.
During the one year before the Petition Date, the Debtor reported
that it made $388,317.25 in payments to or for the benefit of the
Debtor's sole owner, Ms. Acopan: $52,000.00 in gross salary;
$186,317.25 in shareholder distributions which were used to pay
taxes because the Debtor is an "S" corporation (the "Shareholder
Distributions"); and $150,000.00 in expense reimbursements for
credit card purchase of food and other supplies for the business
(the "Shareholder Reimbursements").
However, after the Petition Date, Ms. Acopan paid approximately
$168,392 owed by the Debtor to Capital One and Costco Small
Business credit cards from her personal funds. The Debtor
understands that these payments were made in part because Ms.
Acopan personally guaranteed these liabilities and also because
certain suppliers only accept credit card payments. The foregoing
payments by Ms. Acopan satisfied approximately $24,000 of Schedule
"F" vendors. Ms. Acopan made these payments from her personal funds
because she (apparently) wanted to preserve goodwill with these
vendors. Ms. Acopan may hold a substantial contribution claim for
the approximately $168,392 in payments she made to the Debtor's
creditors (the "Substantial Contribution Claims").
The Debtor and Ms. Acopan have agreed to the settle the claims in
exchange for payment of $75,000.00 by Ms. Acopan to the Debtor. As
a consequence, the Debtor will distribute (assuming the Kapiolani
Landlord prevails in the damages lawsuit) up to $325,000.00 to its
prepetition creditors, for a total distribution of approximately
91.59%.
Class 2 consists of General Unsecured Claims. Pro Rata share of
$325,000. General Unsecured Creditors will be paid within 7 days of
the date on which an order allowing Claim of Landlord is entered by
the Bankruptcy Court. The allowed unsecured claims total $10,192 to
$354,842. This Class is impaired.
On Confirmation of the Plan, all property of the Debtor, tangible
and intangible, including, without limitation, licenses, furniture,
fixtures and equipment, will revert, free and clear of all Claims
and Equitable Interests except as provided in the Plan, to the
Debtor. The Debtor expects to have sufficient cash on hand to make
the payments required on the Effective Date.
The Debtor will continue its business operations and pay Plan
obligations from its available cash.
A full-text copy of the First Amended Plan dated February 20, 2024
is available at https://urlcurt.com/u?l=3YkLHw from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
CHOI & ITO
Attorneys at Law
Chuck C. Choi, Esq.
Allison A. Ito, Esq.
700 Bishop Street, Suite 1107
Honolulu, Hawaii 96813
Telephone: (808) 533-1877
Fax: (808) 566-6900
Email: cchoi@hibklaw.com; aito@hibklaw.com
About Pancakes of Hawaii
Pancakes of Hawaii, Inc. was formed in 1989 when it acquired the
Kapiolani Pancake House location (1221 Kapiolani Boulevard, Suite
103, Honolulu, Hawaii), which opened in 1979.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Hawaii Case No. 23-00386) on May 24,
2023, with $500,001 to $1 million in both assets and liabilities.
Richard Emery has been appointed as Subchapter V trustee.
Judge Robert J. Faris oversees the case.
Chuck C. Choi, Esq., at Choi & Ito and Keith M. Kiuchi, ALC serve
as the Debtor's bankruptcy counsel and special litigation counsel,
respectively.
PANDORA MARKETING: Continues to Serve Customers During Chapter 11
-----------------------------------------------------------------
Pandora Marketing, LLC, a leading timeshare contract resolution
marketing company, entered into Chapter 11 Reorganization on
January 31, 2024 in the U.S. Bankruptcy Court in Missouri after the
cost of its litigation against timeshare behemoths Wyndham,
Bluegreen Vacations, and Diamond reached record highs.
During this transition, Pandora Marketing will continue its
commitment to customers with their timeshare exit goals despite
major developers continuing to attempt to stop Pandora's efforts to
help clients. Pandora's legal team has achieved resolution for
thousands of clients. In October 2023, Pandora succeeded in
decreasing a $1.5 million federal lawsuit by large developer
Bluegreen to only $100,000 and achieved relief for 800 clients from
their timeshare burden.
Although Pandora's legal team considers this a victory, the costs
of trial were more than Pandora could cover along with the other
two cases against two other timeshare giants. "The Company made a
difficult but necessary decision to build on previous actions to
manage costs and overcome these massive litigation expenses by
filing for voluntary chapter 11 protection," said Rich Folk,
Co-Trustee. Through this filing, Pandora Marketing intends to
safeguard its business, customers, employees, and goodwill while
improving its business practices through reorganization and
assessment within all departments.
Senior leadership has long determined that Pandora can complete
chapter 11 without disrupting operations, and the entire team has
already implemented its plan to service its customers while
handling go-forward commitments to its employees and vendors. "The
Company remains steadfast in its commitment to deliver the same
innovative solutions that empower our customers to successfully
resolve their timeshare contract," said Folk.
"We have all been working diligently since filing [for chapter 11]
to improve our cash position by scaling down, getting lean, and
focusing on our most impactful business lines," said Bo Wilson,
Co-Trustee. "Our problem was never a matter of sales. The only
problem Pandora has had is the cost of litigation. The plaintiffs
seem to all have the same strategy of trying to put us out of
business, and they seem to share informational resources in spite
of pretending to be economic rivals when it comes to Pandora."
Additional information on the Company's chapter 11 case can be
found at PandoraMarketing.org.
Pandora is advised in this matter by Seth Shumaker, Attorney at
Law, senior bankruptcy advisor.
About Pandora Marketing
Pandora Marketing, LLC is a marketing agency in Aliso Viejo,
Calif.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Wyo. Case No. 24-20022) on Jan. 31,
2024, with $7,341,452 in assets and $7,977,506 in liabilities.
William Wilson, chairman of the board of directors, signed the
petition.
Judge Cathleen D. Parker oversees the case.
Seth Shumaker, Esq., at Seth Shumaker, Attorney at Law, is the
Debtor's bankruptcy counsel.
PARTNERSHIP 3: Seeks Cash Collateral Access
-------------------------------------------
Partnership 3, Inc., d/b/a Partnership Staffing Solutions, asks the
U.S. Bankruptcy Court for the Central District of California, Los
Angeles Division, for authority to use cash collateral and provide
adequate protection.
The Debtor requires the use of cash collateral to operate its
business, to honor existing and future contracts and to do so first
on an interim basis and then on a final basis.
The Debtor's present financial circumstances can be traced to a few
difficulties including:
1. COVID hit the Debtor hard which was slow to close down other
offices it had and to lay off employees. It closed offices
prepetition and laid off employees.
2. During COVID, some of its business clients went out of business
and, at the time, the Debtor did not react quickly enough to lower
its expenses and to lay off staff.
3. The Debtor took out hard money loans, commonly known as Merchant
Cash Advances where an MCA will purportedly purchase future
receivables, a percentage of future receivables, without specifying
which receivables are being purchased. While the documents specify
that the transaction is a purchase and there is no risk to the
business or to the guarantor in the event of non-payment, in fact
the risk of loss is on the Debtor and the guarantor. The MCA
transactions are structured so that the MCA removes a set amount of
money electronically from a borrower's bank account daily or weekly
in a set sum, regardless of whether the undefined percentage of
receivables has been collected or if any receivables were
collected. The MCA loans hurt the Debtor badly by cutting off its
cash flow. Over a short period of time, the Debtor borrowed perhaps
$1.2 million from MCAs.
4. Some MCAs sued the Debtor prepetition and started collection
activities, including direct demands on the Debtor's business
clients to pay monies they owe to the Debtor to the MCAs instead.
The Debtor has entities claiming security interests in its monies,
accounts and receivables. These include its factor, AeroFund
Financial, Inc.
The Debtor believes that only the lien of AeroFund Financial
attaches to the Debtor's cash collateral. The Debtor does not
presently have any reason to believe that Aerofund's security
interests in cash collateral are not properly perfected. The
Internal Revenue Service filed liens with the County of Los Angeles
and with the California Secretary of State for unpaid payroll taxes
for the 3rd and 4th quarters of 2023.
However, the Debtor was incorporated in Wyoming and the IRS did not
file any lien with its secretary of state. The Debtor believes that
as the tax lien was not filed in the proper location, the IRS lien
is, at best, inchoate and subordinate to Aerofund's lien. More
likely the IRS is unsecured.
As adequate protection, the Debtor proposes to grant lenders
replacement liens in the collateral.
A copy of the motion is available at https://urlcurt.com/u?l=TWM1d7
from PacerMonitor.com.
About Partnership 3, Inc.
Partnership 3, Inc. is a staffing solutions company based in Canyon
Country, CA.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11204) on February
19, 2024. In the petition signed by Judith Robledo, president, the
Debtor disclosed $944,669 in assets and $4,659,667 in liabilities.
Judge Deborah J. Saltzman oversees the case.
Steven R. Fox, Esq., at the Fox Law Corporation, Inc., represents
the Debtor as legal counsel.
PGT INNOVATIONS: S&P Retains 'B+' ICR on CreditWatch Positive
-------------------------------------------------------------
S&P Global Ratings' ratings on U.S.-based premium window and door
producer PGT Innovations Inc., including its 'B+' issuer credit
rating, remain on CreditWatch with positive implications.
S&P plans to resolve the CreditWatch placement or discontinue its
ratings on PGT once the acquisition closes.
The continued placement on CreditWatch with positive implications
indicates that the proposed transaction could potentially benefit
PGT's credit quality. S&P said, "We first placed PGT on CreditWatch
positive following the Masonite acquisition announcement in
December 2023. The transaction was terminated following MI Windows
and Doors' stronger bid on Jan. 12, 2024. The updated transaction
details continue to benefit PGT's credit quality. We expect the
combined companies will improve scale and product share. As such,
we acknowledge a potential upgrade if the acquisition is funded
while maintaining forecast leverage below 4x. We estimate the
combined company will generate over $3 billion of revenue
annually."
S&P said, "We expect to resolve the CreditWatch placement once the
transaction closes, likely before the end of second quarter of
2024. We will likely discontinue our ratings if PGT's debt is
retired. Alternatively, we could raise our ratings if its debt
remains outstanding."
PINNACLE GRINDING: Court OKs Interim Cash Collateral Access
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
Pinnacle Grinding and Grooving LLC to use cash collateral, on an
interim basis, in accordance with the budget.
Heritage Bank of Nevada, the U.S. Small Business Administration,
and Channel Partners assert an interest in the Debtor's cash
collateral.
As a condition of the Debtor's use of HBN's cash collateral, the
Debtor will make monthly adequate protection payments to HBN in the
amount of $1,267, commencing retroactively to February 15, 2024 and
continuing on the 15th day of each month thereafter until a plan of
reorganization is confirmed, the case is converted to Chapter 7 or
the case is dismissed. The payment otherwise due on February 15,
2024 will be due no later than five-days business days after entry
of the Order.
A copy of the order is available at https://urlcurt.com/u?l=Ov3EoH
from PacerMonitor.com.
About Pinnacle Grinding and Grooving
Pinnacle Grinding and Grooving, LLC is an experienced
subcontractor, specializing in pavement rehabilitation and
preservation through diamond grinding and grooving. The company is
based in Reno, Nev.
Pinnacle filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Nev. Case No. 24-50103) on February 1,
2024, with $2,866,132 in assets and $3,936,760 in liabilities.
Travis Brandt, manager, signed the petition.
Judge Hilary L. Barnes oversees the case.
Kevin A. Darby, Esq., at Darby Law Practice represents the Debtor
as bankruptcy counsel.
PINNACLE HOLDINGS: Case Summary & One Unsecured Creditor
--------------------------------------------------------
Debtor: Pinnacle Holdings LLC
22 Frontage Road
Westerly, RI 02891
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
District of Rhode Island
Case No.: 24-10106
Judge: Hon. Diane Finkle
Debtor's Counsel: Kevin D. Heitke, Esq.
HEITKE COOK ASSOCIATES LLC
365 Eddy Street
Providence, RI 02903
Tel: (401) 454-4100
Fax: (401) 454-4144
Email: kdh@HCALAWRI.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harold T. Panciera, III, as managing
member.
The Debtor listed the Town of Westerly Office of the Tax Collector,
located at 45 Broad Street, Westerly, RI 02891 holding a claim of
$6,738.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/JTZW2OY/Pinnacle_Holdings_LLC__ribke-24-10106__0001.0.pdf?mcid=tGE4TAMA
PROS HOLDINGS: The Vanguard Group Holds 10.3% Equity Stake
----------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 4,764,913 shares of PROS Holdings,
Inc.'s Common Stock, representing 10.3% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/2p9vujsh
About PROS Holdings
Headquartered in Houston, Texas, PROS Holdings, Inc. (NYSE: PRO),
is a provider of AI-powered SaaS pricing, CPQ, revenue management,
and digital offer marketing solutions.
As of Sept. 30, 2023, the Company had $431.85 million in total
assets, $486.73 million in total liabilities, and a total
stockholders' deficit of $54.88 million.
Egan-Jones Ratings Company on October 9, 2023, maintained its
'CCC-' foreign currency and local currency senior unsecured ratings
on debt issued by PROS Holdings, Inc.
PROTERRA INC: Amends PSA, Files Fourth Amended Reorganization Plan
------------------------------------------------------------------
As previously disclosed, on November 13, 2023, the Company entered
into a Chapter 11 Plan Support Agreement (the "Original PSA") with
CSI GP I LLC (the "Second Lien Agent"), CSI Prodigy Holdco LP, CSI
Prodigy Co-Investment LP and CSI PRTA Co-Investment LP
(collectively, and together with the Second Lien Agent, the
"Original Plan Sponsor Parties"), which contemplated agreed-upon
terms for a restructuring of the Company to be implemented by the
proposed plan. As previously disclosed, on January 2, 2024, the
Company, certain successors in interest to the Original Plan
Sponsor Parties (Anthelion Prodigy Co-Investment LP (f/k/a CSI
Prodigy Co-Investment LP), Anthelion I Prodigy Holdco LP (f/k/a CSI
I Prodigy Holdco LP), and Anthelion PRTA Co-Investment LP (f/k/a
CSI PRTA Co-Investment LP)) (collectively, the "Plan Sponsor
Parties") and the Official Committee of Unsecured Creditors
appointed in the Chapter 11 Cases (the "Committee") entered into
the Amended and Restated Chapter 11 Plan Support Agreement (the
"First A&R PSA") which amended, restated and replaced the Original
PSA in its entirety.
On February 8, 2024, the Company, the Plan Sponsor Parties
(including Anthelion I Prodigy Holdco LP in its capacity as Second
Lien Agent) and the Committee entered into the Second Amended and
Restated Chapter 11 Plan Support Agreement (the "Second A&R PSA")
which amends, restates and replaces the First A&R PSA in its
entirety to reflect the changes in the Amended Plan (as defined
below).
Furthermore, On February 8, 2024, the Debtors filed the Fourth
Amended Joint Chapter 11 Plan of Reorganization for Proterra Inc
and its Debtor Affiliate (the "Amended Plan"). The Amended Plan has
been updated to reflect, among other terms, certain changes to the
recovery of the holders of the Company's second lien convertible
notes, effecting a reduction of such holders' claims corresponding
to certain transition costs paid by the Debtors, as more fully
described in the Amended Plan. The Amended Plan continues to
provide that the Company's existing equity interests will be
canceled, without any distribution or compensation provided to
current equity holders.
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 its affiliate, Proterra Operating Company, Inc.,
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11120) on August 7, 2023. At the
time of the filing, the Debtors reported $500 million to $1 billion
in both assets and liabilities.
Judge Brendan Linehan Shannon oversees the cases.
Young Conaway Stargatt & Taylor, LLP and Paul Weiss Rifkind Wharton
& Garrison, LLP represent the Debtors as legal counsels. The
Debtors also tapped FTI Consulting, Inc. as financial advisor;
Moelis & Company, LLC as investment banker; and Kurtzman Carson
Consultants, LLC as claims, noticing and administrative agent.
Andrew Vara, Acting U.S. Trustee for Regions 3 and 9, appointed an
official committee to represent unsecured creditors in the Debtors'
Chapter 11 cases. The committee is represented by the law firms of
Morris James, LLP and Lowenstein Sandler, LLP.
QURATE RETAIL: The Vanguard Group Holds 7.53% Class A Common Shares
-------------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 28,655,075 shares of Qurate Retail,
Inc.'s Class A Common Stock, representing 7.53% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/yc82p6vz
About Qurate Retail
Headquartered in Englewood, Colorado, Qurate Retail, Inc. owns
controlling and non-controlling interests in a broad range of video
and online commerce companies. The Company's largest businesses
and reportable segments are QxH (QVC U.S. and HSN) and QVC
International. QVC, Inc., which includes QxH and QVC International,
markets and sells a wide variety of consumer products in the United
States and several foreign countries via highly engaging
video-rich, interactive shopping experiences. Cornerstone Brands,
Inc. consists of a portfolio of aspirational home and apparel
brands, and is a reportable segment. The Company's "Corporate and
other" category includes its consolidated subsidiary Zulily, LLC,
along with various cost and equity method investments.
Qurate reported a net loss of $2.53 billion for the year ended Dec.
31, 2022.
Qurate Retail received on Sept. 14, 2023, written notice from The
Nasdaq Stock Market notifying the Company that, because the closing
bid price for the Company's Series A common stock, par value $0.01
per share ("QRTEA"), has fallen below $1.00 per share for 30
consecutive business days, the Company no longer complies with the
minimum bid price requirement for continued listing of QRTEA on the
Nasdaq Global Select Market.
* * *
As reported by the TCR on March 21, 2023, S&P Global Ratings
lowered its issuer credit rating on U.S.-based video commerce and
online retailer Qurate Retail Inc. to 'CCC+' from 'B-'. S&P said,
"We view the company's capital structure as potentially
unsustainable in a rising interest rate environment. We expect
Qurate's adjusted leverage to remain high, above the 6x area in
2023."
RACKSPACE TECHNOLOGY: Apollo Management, 12 Others Report Stake
---------------------------------------------------------------
Apollo Management Holdings GP, LLC and affiliates filed a Schedule
13G/A with the U.S. Securities and Exchange Commission disclosing
beneficial ownership of Rackspace Technology Inc.'s Common Stock as
of December 31, 2023
Amount Percent
Reporting Person beneficially owned of Class
AP Inception Co-Invest ML Borrower, L.P. 69,609,000 32.2%
AP Inception ML Borrower, L.P. 60,000,000 27.7%
AP Inception Co-Invest GP, LLC 69,609,000 32.2%
AP Inception Co-Invest ML GP, LLC 69,609,000 32.2%
Apollo Co-Investment Management, LLC 69,609,000 32.2%
AP Inception ML GP, LLC 60,000,000 27.7%
AP VIII Inception Holdings GP, LLC 60,000,000 27.7%
Apollo Management VIII, L.P. 60,000,000 27.7%
AIF VIII Management, LLC 60,000,000 27.7%
Apollo Management, L.P. 129,609,000 59.9%
Apollo Management GP, LLC 129,609,000 59.9%
Apollo Management Holdings, L.P. 129,609,000 59.9%
Apollo Management Holdings GP, LLC 129,609,000 59.9%
AP Co-Invest, AP Co-Invest ML, Co-Investment Management, AP
Inception ML GP, LLC, AP VIII, Management VIII, AIF VIII LLC,
Apollo Management, Management GP, Management Holdings, and
Management Holdings GP, and Messrs. Scott Kleinman, James Zelter,
and Marc Rowan, the managers, as well as executive officers, of
Management Holdings GP, each disclaim beneficial ownership of all
shares of Common Stock included in this filing, and the filing of
this report shall not be construed as an admission that any such
person or entity is the beneficial owner of any such securities for
purposes of Section 13(d) or 13(g) of the Securities Exchange Act
of 1934, as amended, or for any other purpose.
The percentages are based on 216,406,870 shares of Common Stock
outstanding as of November 2, 2023, as disclosed in the Issuer's
Quarterly Report on Form 10-Q filed on November 9, 2023.
A full-text copy of the Report is available at
http://tinyurl.com/2kr5d4td
About Rackspace Technology
Headquartered in San Antonio, Texas, Rackspace Technology, Inc. --
www.rackspace.com -- is an end-to-end multicloud technology
services company. The Company designs, builds, and operates its
customers' cloud environments across all major technology
platforms, irrespective of technology stack or deployment model.
The Company partners with its customers at every stage of their
cloud journey, enabling them to modernize applications, build new
products and adopt innovative technologies.
Rackspace reported a net loss of $804.8 million in 2022, a net loss
of $218.3 million in 2021, and a net loss of $245.8 million in
2020. As of June 30, 2023, the Company had $4.66 billion in total
assets, $4.63 billion in total liabilities, and $31.9 million in
total stockholders' equity.
* * *
As reported by the TCR on May 18, 2023, S&P Global Ratings lowered
its issuer credit rating on Rackspace to 'CCC+' from 'B-' and
revised the outlook to negative from stable. S&P said the negative
outlook reflects the rising risk of distressed exchange by the
company from further EBITDA margin degradation and free cash flows
sustaining negative.
RADIOLOGY PARTNERS: Moody's Ups CFR to Caa1 & Unsec. Notes to Caa3
------------------------------------------------------------------
Moody's Investors Service upgraded Radiology Partners, Inc.'s
Corporate Family Rating to Caa1 from Caa3. The Probability of
Default Rating was appended to add an "/LD" designation and
upgraded to Caa1-PD/LD from Caa3-PD to indicate a limited default
stemming from the recently completed debt exchange. The ratings on
the backed senior secured first lien term loan due 2025 and senior
secured notes due 2025 were downgraded to Caa3 from Caa2. The
senior unsecured notes due 2028 were upgraded to Caa3 from Ca.
Moody's also assigned a B1 rating to the new backed super senior
secured revolving credit facility and a B3 rating on the new backed
senior secured revolving credit facility expiring 2028, the
extended backed senior secured first lien term loan B due 2029, and
the new senior secured first lien notes due 2029. Moody's also
assigned a Caa3 rating on the new 10.25% senior secured second lien
PIK notes due 2030. Rating on the existing backed senior secured
first lien revolving credit facility will be withdrawn at close.
The outlook is maintained at stable.
The rating actions follow Radiology Partners' out of court
restructuring, facilitated by approximately $720 million of new
preferred equity, that reduces debt and improves liquidity.
Following the restructuring, total debt will be reduced by
approximately $600 million or 20% and debt maturities will be
extended by several years. Moody's expects debt-to-EBITDA, which
was 9.6 times at September 30, 2023, to fall to approximately 8.0
times pro forma the restructuring. Moody's expects further
deleveraging with debt-to-EBITDA falling to below 7.0 times over
the next 12-18 months.
Moody's expects Radiology Partners to have good liquidity over the
next 12 to 18 months. Pro forma for the restructuring, the company
will have full availability on its combined $390 million in new
revolving credit facility. While total interest expense will be
relatively unchanged, the new term loan and bonds will have
payment-in-kind (PIK) features for at least the first 15 months.
The PIK/cash split will be dependent on Radiology Partners
achieving certain trailing twelve month cash EBITDA hurdles. This
feature is beneficial as it matches cash interest payments with the
company's ability to pay. Moody's expects more than $120 million of
free cash flow in 2024 and further growth in 2025 with both years
reflecting approximately $110 million of PIK interest.
Moody's views the restructuring as a distressed exchange and hence
a limited default because the conversion of some interest payments
to pay-in-kind represents an economic loss to the term loan and
note holders. Additionally, the restructuring will subordinate
nonparticipating lenders and note holders. As a result, Moody's
views the restructuring as a limited default under Moody's
definition. The /LD will be removed in approximately three business
days.
RATINGS RATIONALE
Radiology Partners' Caa1 Corporate Family Rating reflects the
company's high financial leverage and good liquidity. The rating
also reflects risks tied to the company's aggressive growth
strategy which Moody's views as the primary factor that led to the
restructuring. The rating is also constrained by ongoing risks tied
to working capital pressure from the No Surprises Act, including
uncertainty surrounding timing of receivables collection from out
of network payors. The rating is supported by Radiology Partners'
position in a fragmented industry as the largest radiology practice
in the US, diversification by geography and customer type, stable
business prospects, and favorable payor mix.
The company's debt/EBITDA was approximately 9.6 times for the
twelve months ending September 30, 2023 on a Moody's adjusted basis
and Moody's estimates leverage at approximately 8.0 times pro forma
for the restructuring. Moody's expects the company's leverage will
decline to below 7.0 times over the next 12-18 months due to EBITDA
growth from new business wins, pricing initiatives, and organic
volume increases.
Moody's expects Radiology Partners to have good liquidity. Pro
forma for the restructuring, Moody's expects the company to have
approximately $100 million in cash and full availability under its
new $390 million revolving credit facilities. Moody's expects more
than $120 million of free cash flow in 2024 which reflects the PIK
interest benefit, lower impact from changes in working capital,
reduced new site start-up costs, lower litigation and restructuring
costs, as well as lower capital expenditures.
The B1 rating assigned to the super senior revolving credit
facility reflects its senior position in the capital structure,
such that these lenders would be repaid in full before any
distributions to the other secured lenders. The B3 rating assigned
to the new senior secured revolving credit facility, extended first
lien term loan, and new senior secured notes is two notches lower
than the B1 on the super senior facility, and one notch higher than
the Caa1 CFR. This reflects the instruments' effective
subordination to the new super senior debt as well as its second
priority lien on substantially all assets and the loss absorption
provided by junior debt. The Caa3 rating assigned to the new
second-lien PIK notes is two notches below the CFR. This reflects
the effective subordination of the second lien notes to all of the
more senior secured debt. The Caa3 ratings on the non-exchanged 1st
lien term loan, non-exchanged senior secured notes due 2025,
non-exchanged senior unsecured notes reflect their subordinated
rankings to all exchanged debt tranches in the payment waterfall.
The outlook is stable. Moody's expects continued deleveraging and
good liquidity over the next 12-18 months.
ESG CONSIDERATIONS
Radiology Partners' CIS-5 indicates that the rating is lower than
it would have been if ESG risk exposures did not exist and that the
negative impact is more pronounced than for issuers scored CIS-4.
Radiology Partners is exposed to governance considerations (G-5)
and social risks (S-4). Governance considerations reflect the
company's aggressive financial policies, including a track record
of debt-funded growth that has resulted in sustained high financial
leverage, and a transaction that Moody's considered to be a
distressed exchange and hence a limited default. Social risk
reflects the company's exposure to human capital and reliance on a
highly skilled workforce of radiologists and exposure to labor
shortages and wage inflation. The company is also exposed to
changes in reimbursement rates by its payors.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if Radiology Partners demonstrates the
ability to sustainably generate positive free cash flow and
maintain overall good liquidity. The company would also need to
improve its earnings quality, and materially reduce its leverage
from current levels before Moody's would consider an upgrade.
Ratings could be downgraded if the company's liquidity and/or
operating performance deteriorates or if financial policies become
more aggressive. Moody's would also consider a downgrade if for
whatever reason financial leverage increases or the probability of
another default increases.
Headquartered in El Segundo, CA, Radiology Partners, Inc. is the
largest radiology practice in the U.S. The company's services
include diagnostic and interventional radiology. Radiology
Partners, Inc. employs more than 3,700 radiologists that provide
services to more than 3,260 hospitals and outpatient facilities
across all 50 states. Ahead of the restructuring and new preferred
equity issuance, the company was 19.6% owned by New Enterprise
Associates, 10.0% by Future Fund, 31.6% by Whistler and the rest by
physicians, management and other investors. The company's LTM
revenues were approximately $2.9 billion as of September 30, 2023.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
RAPID7 INC: The Vanguard Group Holds 11.36% Equity Stake
--------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 6,980,546 shares of Rapid7, Inc.'s
Common Stock, representing 11.36% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/bddh9ja3
About Rapid7
Rapid7, Inc. (Nasdaq: RPD) is on a mission to create a safer
digital world by making cybersecurity simpler and more accessible.
The Company empowers security professionals to manage a modern
attack surface through its best-in-class technology, leading-edge
research, and broad, strategic expertise.
Rapid7 reported a net loss of $124.72 million in 2022, a net loss
of $146.33 million in 2021, a net loss of $98.85 million in 2020, a
net loss of $53.84 million in 2019, and a net loss of $55.54
million in 2018. Rapid7 incurred a net loss of $169.31 million net
loss in the nine months ended Sept. 30, 2023. As of Sept. 30,
2023, the Company had $1.40 billion in total assets, $1.56 billion
in total liabilities, and a total stockholders' deficit of $161.64
million.
Egan-Jones Ratings Company on October 10, 2023, maintained its 'CC'
foreign currency and local currency senior unsecured ratings on
debt issued by Rapid7, Inc.
RAYONIER ADVANCED: The Vanguard Group Holds 5.18% Equity Stake
--------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 3,385,825 shares of Rayonier Advanced
Materials Inc.'s Common Stock, representing 5.18% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/bp7k4k4x
About RYAM
Rayonier Advanced Materials Inc. (RYAM) -- www.RYAM.com -- is a
global leader of cellulose-based technologies, including high
purity cellulose specialties, a natural polymer commonly used in
the production of filters, food, pharmaceuticals, and other
industrial applications. The Company also manufactures products
for paper and packaging markets. The Company has manufacturing
operations in the U.S., Canada, and France.
* * *
As reported by the TCR on Nov. 24, 2023, Moody's Investors Service
has downgraded Rayonier Advanced Materials Inc.'s (RYAM) corporate
family rating to Caa1 from B2 and changed the outlook to negative
from stable. The downgrade of the CFR reflects Moody's view that
RYAM's liquidity will be weak over the next 12 months and that
there is a potential for a financial covenant breach.
READYMAX INC: Wins Cash Collateral Access on a Final Basis
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada authorized
ReadyMax, Inc. to use the cash collateral of the U.S. Small
Business Administration, on a final basis.
SBA asserts a secured interest in the Debtor's cash, including
deposit accounts, which the Debtor needs to use to maintain and
operate its business.
The Debtor submits that SBA is adequately protected by virtue of
the following: (1) SBA's cash collateral will be used to maintain
and operate the Debtor's business; (2) the value the SBA's
collateral is not decreasing; and (3) SBA will have a replacement
lien against any postpetition cash received by Debtor.
Pre-petition, the Debtor obtained a loan from SBA, which is
purportedly secured by essentially all of the Debtor's assets.
At the time the case was filed, the Debtor's personal property was
valued at $498,313, which includes cash and cash equivalents of
$44,000, finished goods inventory of $316,257, molds and tooling of
$100,0000, intellectual property valued at $13,193, receivables
valued at $4,408 and other miscellaneous assets.
A copy of the court's order is available at
https://urlcurt.com/u?l=EirHMj from PacerMonitor.com.
About ReadyMax Inc.
ReadyMax, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 23-50969) on Dec. 22,
2023, with $498,913 in assets and $3,462,957 in liabilities. James
E. Duffy, president, signed the petition.
Judge Hilary L. Barnes oversees the case.
Kevin A. Darby, Esq., at Darby Law Practice, Ltd., represents the
Debtor as bankruptcy counsel.
S VALLEY VIEW: Plan Exclusivity Period Extended to April 20
-----------------------------------------------------------
Judge Natalie M. Cox of the U.S. Bankruptcy Court for the District
of Nevada extended S Valley View Twain, LLC's exclusive periods to
file its plan of reorganization, and solicit acceptances thereof to
April 20 and July 19, 2024, respectively.
As shared by Troubled Company Reporter, the Debtor claims that it
is in the process of securing a commitment from a post-petition
lender and plans to file a post-petition financing motion. Terms of
this post-petition loan would result in funds that will
substantially pay off the bulk of the claim of secured lender
TerraCotta Credit REIT, LLC.
The post-petition financing motion will also seek permission for a
capital contribution to the Debtor from its insiders to pay the
remaining balance to the secured lender and all unsecured creditors
in full. In the event the post-petition financing motion is
approved, the Debtor may dismiss this bankruptcy after the closing
on the post-petition loan.
As such, the Debtor does not anticipate filing a Disclosure
Statement and Plan in this matter; however, should the refinance
not be successful, the Debtor would like to extend its exclusivity
period to file and solicit the Disclosure Statement and Plan.
Attorneys for the Debtor:
Matthew C. Zirzow, Esq.
Zachariah Larson, Esq.
LARSON & ZIRZOW, LLC
850 E. Bonneville Ave.
Las Vegas, NE 89101
Telephone: (702) 382-1170
Facsimile: (702) 382-1169
Email: mzirzow@lzlawnv.com
zlarson@lzlawnv.com
About S Valley View Twain, LLC
S Valley View Twain, LLC owns an investment property located at
3610-3686 Highland Drive and 3675 Procyon Street, Las Vegas, NV
89103 valued at $21.7 million.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Nev. Case No. 23-14672) on October 23,
2023. In the petition signed by Jason Choo, manager, the Debtor
disclosed $21,716,815 in total assets and $11,388,733 in total
liabilities.
Judge Natalie M. Cox oversees the case.
Zachariah Larson, Esq., at Larson & Zirzow, LLC, represents the
Debtor as legal counsel.
SANUWAVE HEALTH: Opaleye Management Reports 9.09% Stake
-------------------------------------------------------
Opaleye Management Inc. disclosed in a Schedule 13G/A Report filed
with the U.S. Securities and Exchange Commission that as of
December 31, 2023, it beneficially owned 115,493,554 shares of
SANUWAVE Health's Common Stock, representing 9.09% of the shares
outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/4tv6h73a
About SANUWAVE Health
Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc.
(OTCQB:SNWV) -- http://www.SANUWAVE.com-- is an ultrasound and
shock wave technology company using patented systems of
noninvasive, high-energy, acoustic shock waves or low intensity and
non-contact ultrasound for regenerative medicine and other
applications. The Company's focus is regenerative medicine
utilizing noninvasive, acoustic shock waves or ultrasound to
produce a biological response resulting in the body healing itself
through the repair and regeneration of tissue, musculoskeletal, and
vascular structures. Its two primary systems are UltraMIST and
PACE. UltraMIST and PACE are the only two Food and Drug
Administration (FDA) approved directed energy systems for wound
healing.
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.
SHEN ZEN TEA: Court OKs Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized Shen Zen Tea, LLC to use cash collateral, on an interim
basis, in accordance with the budget, with a 15% variance, through
the date of the final hearing.
The Debtor is permitted to use cash collateral to satisfy
prepetition payroll obligations and associated payroll taxes and
insurance for the Debtor's employees on February 13, 2024 which
includes payment for the pre-petition period of January 20, 2024
through January 30, 2024.
Based on a review of loan documents and a search of the Washington
State Department of Licensing, performed on January 24, 2024 and
January 31, 2024, the Debtor has identified filers of UCC-1
financing statements which are U.S. Bank, NA, U.S. Small Business
Administration, and the U.S. Small Bank Equipment Finance. On the
date of the petition, the Debtor's cash collateral was estimated to
be valued at $7,325.
As adequate protection and for the Debtor's use of the cash
collateral, the Secured Creditors are granted replacement liens in
the Debtor's postpetition cash, accounts receivables, and the
proceeds of each of the foregoing, to the same extent and priority
as any duly perfected and unavoidable liens in cash collateral held
by the Secured Creditor as of the Petition Date, limited to the
amount of any cash collateral of the Secured Creditor as of the
petition date, to the extent that any cash collateral of the
Secured Creditor is actually, used by the Debtor.
In accordance with the approved Budget, the Debtor is authorized to
remit to the trust account of Neeleman Law Group, P.C. the sum of
$500 per month beginning February 25, 2024 and continuing on the
25th of each month thereafter to be held for payment of
administrative fees pending further order of the Court.
A copy of the order is available at https://urlcurt.com/u?l=Pph9Q3
from PacerMonitor.com.
About Shen Zen Tea, LLC
Shen Zen Tea, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code Bankr. W.D. Wash. Case No. 24-10211-MLB) on January
30, 2024. In the petition signed by James F. Chang, managing
member, the Debtor disclosed up to $50,000 in assets and up to $1
million in liabilities.
Judge Marc Barreca oversees the case.
Thomas D. Neeleman, Esq., at Neeleman Law Group, P.C., represents
the Debtor as legal counsel.
SOTHEBY'S: Moody's Lowers CFR & Senior Secured Notes to B3
----------------------------------------------------------
Moody's Investors Service downgraded Sotheby's ratings, including
the corporate family rating to B3 from B2, probability of default
rating to B3-PD from B2-PD and the ratings on the existing backed
senior secured notes, senior secured notes and senior secured bank
credit facilities to B3 from B2. In addition, Moody's downgraded
Sotheby's (Old) senior secured notes rating to B3 from B2. The
outlooks were maintained at stable.
The downgrades reflect Sotheby's EBITDA declines in both 2022 and
2023 following lower buyer demand in a weakened art auction market
as a result of higher interest rates, geopolitical issues in the
Middle East and Eastern Europe and a slowdown in China on top of
general consumer weakness. While aggregate sales volumes have been
resilient over the past couple of years reflecting strength on the
supply side for auctions, margins have declined because of cost
pressures with the company having to spend more on guarantees, risk
sharing and marketing to facilitate sales. The downgrade also
reflects governance considerations particularly the company's
decision to continue dividend payments out of its credit group in
2023 despite its operating performance deterioration and its very
high leverage. Sotheby's has paid out approximately $225 million of
dividends in 2022-2023 reducing the company's liquidity cushion and
ability to deleverage. Moody's expects EBITA/interest coverage to
decline to 0.94x and debt/EBITDA to deteriorate to about 8.75x for
the fiscal year ended December 31, 2023 from 4.80x and 2.50x
respectively in 2021. Moody's expects stabilization in 2024 as the
company benefits from focusing on higher margin revenue, a new and
simplified fee structure and cost-savings implemented in 2023.
Moody's expects leverage and coverage to improve to about 7.0x and
1.15x by year-end 2024.
RATINGS RATIONALE
Sotheby's credit profile is constrained by the high cyclicality of
the art auction market, which can result in significant swings in
operating performance and credit metrics. In addition, the company
has aggressive financial strategies, as shown through multiple
back-to-back debt-financed and ongoing dividend distributions. As a
result of a difficult operating environment in 2022 and 2023 after
a strong 2021, Sotheby's debt/EBITDA is expected to increase to
8.75x at year-end 2023 from 4.8x at year-end 2021. The credit
metrics include the mortgage held by the unrestricted UK
subsidiary, which Moody's treats as debt because the subsidiary is
consolidated on Sotheby's balance sheet.
Nevertheless, Sotheby's credit profile is supported by the
company's strong market position as one of just two major branded
global auction houses and its expertise in a highly specialized
industry with high barriers to entry. Longer-term demographics are
also in the company's favor as the estates of large collectors will
likely be transacted on in the coming years. The company has also
recently expanded into new non-art product categories such as
high-end cars, jewelry, accessories, and real-estate, focused on
new geographies (for example in Asia and the Middle East),
increased the digitization of auctions and expanded its target
demographic to attract a younger affluent clientele. The credit
profile is also supported by Sotheby's adequate liquidity over the
next 12-18 months.
The stable outlook reflects Moody's expectation of improved
profitability and adequate liquidity over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company reduces debt/EBITDA to
below 5.75x and EBITA/Interest above 1.75x on a sustained basis
through earnings improvement and debt repayment and that Sotheby's
financial policies support the maintenance of these levels. An
upgrade will also require Sotheby's to maintain good liquidity.
The ratings could be downgraded if liquidity deteriorates for any
reason or if EBITA/interest expense is sustained below 1.25x. The
ratings could also be downgraded if the company pursues an
aggressive financial policy including continuing to pay significant
dividends or if a protracted structural downturn in the art market
causes earnings to weaken further.
Sotheby's, headquartered in New York, NY, is one of the two largest
auction houses in the world. Total revenue was about $1.36 billion
for the last twelve months ended September 30, 2023.
Sotheby's has been controlled by Patrick Drahi since the October
2019 take-private transaction.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
SPIRIT AIRLINES: The Vanguard Group Holds 9.54% Equity Stake
------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 10,418,903 shares of Spirit Airlines'
Common Stock, representing 9.54% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/42x8z2w7
About Spirit Airlines
Spirit Airlines Inc. is a major United States ultra-low cost
airline headquartered in Miramar, Florida, in the Miami
metropolitan area.
In September 2023, Fitch Ratings has revised the Rating Outlook for
Spirit Airlines to Negative from Stable and affirmed Spirit's
Long-term Issuer Default Rating at 'B+'. Fitch has also affirmed
Spirit IP Cayman Ltd.'s and Spirit Loyalty Cayman Ltd.'s senior
secured debt at 'BB+'/'RR1'.
Also in September 2023, Egan-Jones Ratings Company maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Spirit Airlines Meanwhile, Moody's Investors
Service downgraded its corporate family rating of Spirit
Airlines to Caa1 from B2.
STAFFING 360: Armistice Capital, Steven Boyd Report 9.99% Stake
---------------------------------------------------------------
Armistice Capital, LLC and Steven Boyd disclosed in a Schedule
13G/A Report filed with the U.S. Securities and Exchange Commission
that as of December 31, 2023, they beneficially owned an aggregate
amount of 839,217 shares of Staffing 360 Solutions, Inc.'s Common
Stock, representing 9.99% of the shares outstanding.
The percentage of Shares reported to be beneficially owned by the
Reporting Persons are based on 8,400,577 Shares outstanding as of
November 13, 2023, as reported on the Issuer's Form 10-Q filed with
the Securities and Exchange Commission on November 14, 2023.
Armistice Capital, LLC ("Armistice Capital") is the investment
manager of Armistice Capital Master Fund Ltd. (the "Master Fund"),
the direct holder of the Shares, and pursuant to an Investment
Management Agreement, Armistice Capital exercises voting and
investment power over the securities of the Issuer held by the
Master Fund and thus may be deemed to beneficially own the
securities of the Issuer held by the Master Fund. Mr. Boyd, as the
managing member of Armistice Capital, may be deemed to beneficially
own the securities of the Issuer held by the Master Fund. The
Master Fund specifically disclaims beneficial ownership of the
securities of the Issuer directly held by it by virtue of its
inability to vote or dispose of such securities as a result of its
Investment Management Agreement with Armistice Capital.
A full-text copy of the Report is available at
http://tinyurl.com/2ry9r5ur
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.
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.
In the quarterly report for the period ended September 30, 2023,
the Company disclosed that its negative working capital and
liquidity position combined with the uncertainty generated by the
economic reaction to COVID-19 and its ongoing effects contribute to
substantial doubt about the Company's ability to continue as a
going concern.
STAFFING 360: Brendan Flood Reports 3.7% Equity Stake
-----------------------------------------------------
Brendan Flood disclosed in a Schedule 13G/A Report filed with the
U.S. Securities and Exchange Commission that as of December 31,
2023, he beneficially owned 287,770 shares of Staffing 360
Solutions, Inc.'s Common Stock, representing 3.7% of the shares
outstanding.
The shares owned include 50,320 shares of Common Stock of the
Issuer that the reporting person has the right to acquire within 60
days of the date of this Schedule 13G pursuant to stock options to
acquire shares of Common Stock of the Issuer.
The percentage is based upon an aggregate of (i) 7,812,100 shares
of Common Stock of the Issuer outstanding as of January 8, 2024, as
disclosed in the Issuer's quarterly report on Form 10-Q for the
quarterly period ended September 30, 2023, filed with the U.S.
Securities and Exchange Commission on January 9, 2024, and (ii)
50,320 shares of Common Stock of the Issuer that the reporting
person has the right to acquire within 60 days of the date of this
Schedule 13G pursuant to stock options to acquire shares of Common
Stock of the Issuer.
A full-text copy of the Report is available at
http://tinyurl.com/4t9b3jjp
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.
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.
In the quarterly report for the period ended September 30, 2023,
the Company disclosed that its negative working capital and
liquidity position combined with the uncertainty generated by the
economic reaction to COVID-19 and its ongoing effects contribute to
substantial doubt about the Company's ability to continue as a
going concern.
STRATEGIES 360: Files Amendment to Disclosure Statement
-------------------------------------------------------
Strategies 360, Inc., submitted an Amended Disclosure Statement for
Plan of Reorganization dated February 20, 2024.
The Plan provides for full payment of all creditors from income
generated from the Debtor's operations.
On October 19, 2023, Eric Sorenson obtained a judgment in the
approximate amount of $6.1 million against the Debtor and Dotzauer
(the "Sorenson Judgment"). The Sorenson Judgment is the result of
years of litigation by Sorenson against the Debtor and Dotzauer.
Sorenson was previously an employee of and equity holder in the
Debtor.
As part of the Debtor's termination of its relationship with
Sorenson, the Debtor and Dotzauer agreed to pay Sorenson $6
million. After a series of payments, agreements, disputes, and
litigation, Sorenson filed the complaint that ultimately resulted
in the Sorenson Judgment in July, 2023. Thereafter, Sorenson filed
a motion to appoint a receiver over the assets of the Debtor,
scheduled for hearing on November 28, 2023.
The Debtor filed this case to allow it to restructure the Sorenson
Judgment so that it can move forward, implement the planned
Employee Stock Ownership Plan (ESOP), and pay all creditors in
full.
Class 2 consists of the Allowed Sorenson Claim. The Class 2 Claim
shall bear interest at the rate of 12% per annum and shall be paid
in full through 60 equal monthly payments, commencing on the
earlier of (a) April 30, 2024 and (b) the 20th day of the first
full month following the Effective Date, with such payments (each,
a "Class 2 Payment") continuing on the 20th day of each subsequent
month. In addition to the Class 2 Payment, the Holder of the Class
2 Claim shall be entitled the Class 2 Pro Rata Annual Surplus Cash
Distribution following December 31 of any year in which there is
Annual Surplus Cash until the Class 2 Claim has been fully
satisfied.
Class 3 consists of the Trujillo Claim. Upon any final, non
appealable judgment being entered against S360 M&A Holding Group
Inc. or the Debtor, or other resolution of the claims by agreement,
settlement, or otherwise (the "Final Trujillo Resolution") that
results in a net affirmative liability of the Debtor to the
Trujillos, such net affirmative liability shall constitute an
Allowed Claim in favor of the Trujillos, to be paid as follows: (1)
to the extent that funds are paid on account of the Allowed Claim
by the Debtor's insurance carrier, such funds will be paid to the
Trujillos within ten days of the insurer's issuance of such
payment; (2) if the Allowed Claim is $250,000 or less and is not to
be paid by the Debtor's insurance carrier, the Debtor shall pay the
Allowed Claim upon its terms; or (3) if the Allowed Claim is
greater than $250,000 and is not to be paid by the Debtor's
insurance carrier, the Debtor shall pay the Allowed Claim by making
monthly payments (each, a "Trujillo Monthly Payment") on the first
day of each month over a period of sixty months, commencing the
first month following the Final Trujillo Resolution. Each Trujillo
Monthly Payment shall be equal to the amount of the Trujillos'
Allowed Claim, divided by sixty.
The Trujillos shall be entitled to the same payment terms as the
Debtor if the Final Trujillo Resolution results in a net
affirmative amount owed to the Debtor by the Trujillos. In the
event the Trujillos are entitled to receive Trujillo Monthly
Payments, in addition to such payments, following the Final
Trujillo Resolution, the Trujillos shall be entitled to the
Trujillo Pro Rata Annual Surplus Cash Distribution following
December 31 of any year in which there is Annual Surplus Cash until
the Trujillos' Allowed Claim is fully satisfied.
Class 4 consists of Oceguera Claim. The Debtor will assume the
Oceguera Employment Contract and the Oceguera Stock Agreement as of
the Effective Date and will perform such agreements in accordance
with their terms and such any claim associated therewith is
unimpaired. To the extent that it is adjudicated that the Company
owes any amount in connection to the Oceguera Stock Agreement, such
amounts would be payable after all Holders of Unsecured Claims are
paid in full.
Class 5 consists of Allowed General Unsecured Claims that are not
Administrative Convenience Claims. Interest shall accrue on the
Class 5 Claims at the federal judgment rate. Within sixty days of
the Effective Date, the Debtor shall make a payment of $200,000
(the "Initial Class 5 Payment") to be distributed to Holders of
Class 5 Claims on a pro rata basis. The Debtor will make a $200,000
payment on June 25, 2024 (the "Second Class 5 Payment") to be
distributed to Holders of Class 5 Claims on a pro rata basis.
Thereafter, beginning on September 25, 2024, the Debtor will make
14 equal quarterly payments totaling the amount necessary to
satisfy the Class 5 Claims, with each such payment to be
distributed to Holders of Class 5 Claims on a pro rata basis (each,
a "Class 5 Quarterly Payment").
In addition to the Initial Class 5 Payment, the Second Class 5
Payment, and the Class 5 Quarterly Payment, each Holder of a Class
5 Claim shall be entitled to its pro rata share of the Class 5 Pro
Rata Annual Surplus Cash Distribution following December 31 of any
year in which there is Annual Surplus Cash until Class 5 Claims
have been fully satisfied. Any Holder of a Class 5 Claim may opt to
reduce its Allowed General Unsecured Claim to $10,000 and be
treated as a Class 6 Claim, rather than a Class 5 Claim (the "Class
6 Opt-In").
Class 7 consists of Allowed Interests in the Debtor. All Interests
in the Debtor shall be retained by the Holders of such Interests as
of the Petition Date. No distributions shall be made to Holders of
Interests on account of such Interests until Classes 1 through 6
have been paid in full, with the exception that distributions to
Holders of Interests relating to pass through income tax shall be
permitted. Until and unless Classes 1-6 are paid in full, the
Interests held by Class 7 Holders shall not be diluted or otherwise
have their value impaired by the Debtor.
The Debtor will fund the distributions under the Plan from its
ongoing operations.
A full-text copy of the Amended Disclosure Statement dated February
20, 2024 is available at https://urlcurt.com/u?l=0KCyJj from
PacerMonitor.com at no charge.
Debtor's Counsel:
Thomas A. Buford, Esq.
BUSH KORNFELD LLP
601 Union St., Suite 5000
Seattle, WA 98101-2373
Tel: (206) 292-2110
Fax: (206) 292-2104
E-mail: tbuford@bskd.com
About Strategies 360
Strategies 360, Inc., is a full-service communications firm with
offices in eleven states, the District of Columbia, and British
Columbia.
Strategies 360 sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-12303-TWD) on Nov. 27,
2023. In the petition signed by John Rosenberg, chief
financialofficer, the Debtor disclosed up to $10 million in assets
and up to $50 million in liabilities.
Judge Timothy W. Dore oversees the case.
Thomas A. Buford, Esq., at Bush Kornfeld LLP, represents the Debtor
as legal counsel.
STRATEGIES 360: Seeks Continued Cash Collateral Access
------------------------------------------------------
Strategies 360, Inc. asks the U.S. Bankruptcy Court for the Western
District of Washington to continue using cash collateral on an
interim basis through the date of the Confirmation Hearing set for
March 29, 2024.
As previously reported by The Troubled Company Reporter, the Debtor
was and remains indebted to KeyBank National Association under a
reducing revolving line of credit with a principal balance of
approximately $3.7 million as of November 22, 2023.
The terms of the KeyBank Loan are set forth in various loan
documents, including a Business Loan Agreement dated March 27,
2023, Promissory Note and Security Agreement, all dated November
5, 2021.
The KeyBank Note matured on November 1, 2023.
Pursuant to the KeyBank Security Agreement dated November 5, 2021,
the Debtor granted KeyBank a blanket security interest in the
Debtor's personal property to secure the KeyBank Loan.
KeyBank caused a UCC-1 financing statement to be filed with respect
to the Prepetition Collateral with the Washington Department of
Licensing on October 1, 2019, Filing Number 2019-274-7933-1.
A copy of the motion is available at https://urlcurt.com/u?l=z6Hzh1
from PacerMonitor.com.
About Strategies 360, Inc.
Strategies 360, Inc. is a full-service communications firm with
offices in eleven states, the District of Columbia, and British
Columbia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. D.C. Case No. 23-12303-TWD) on November
27, 2023. In the petition signed by John Rosenberg, chief financial
officer, the Debtor disclosed up to $10 million in assets and up to
$50 million in liabilities.
Judge Timothy W. Dore oversees the case.
Thomas A. Buford, Esq., at Bush Kornfeld LLP, represents the Debtor
as legal counsel.
TARONIS FUELS: Plan Exclusivity Period Extended to May 13
---------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended Taronis Fuels, Inc. and its
affiliates' exclusive periods to file their plan of reorganization,
and solicit acceptances thereof to May 13 and July 11, 2024,
respectively.
As shared by Troubled Company Reporter, the Debtors explained that
now that they have sold substantially all of their assets and are
winding down, they require additional time to complete remaining
inventory liquidations and to engage in discussions with key
stakeholders before filing and prosecuting a plan of liquidation,
which the Debtors intend to file with the Court soon.
The Debtors also require additional time to resolve certain
outstanding claims, which will inure to the benefit of creditors of
the Debtors' estates. At this critical juncture, as the Debtors
prepare to solicit their plan, the submission of any competing
plans would only interfere with the Debtors' plan process and
unnecessarily divert valuable estate resources.
Counsel to the Debtors:
Jeremy W. Ryan, Esq.
L. Katherine Good, Esq.
Aaron H. Stulman, Esq.
Katelin A. Morales, Esq.
Sameen Rizvi, Esq.
POTTER ANDERSON & CORROON LLP
1313 North Market Street, 6th Floor
Wilmington, DE 19801
Tel: (302) 984-6000
Email: jryan@potteranderson.com
kgood@potteranderson.com
astulman@potteranderson.com
kmorales@potteranderson.com
srizvi@potteranderson.com
About Taronis Fuels
Taronis Fuels, Inc. and its affiliates manufacture and distribute
industrial, medical, specialty and beverage gases and associated
welding and safety supplies.
Taronis Fuels and its affiliates sought protection under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-11121) on
Nov. 11, 2022. In the petitions signed by their chief executive
officer, R. Jered Ruyle, the Debtors estimated $10 million to $50
million in both assets and liabilities. Judge Brendan L. Shannon
oversees the case.
The Debtors tapped Potter Anderson & Corroon LLP as general
bankruptcy counsel; Aurora Management Partners, Inc. as
restructuring advisor; and Chipman Brown Cicero & Cole, LLP as
special litigation counsel. Donlin, Recano & Company Inc. is the
claims and noticing agent and administrative advisor.
TEGNA INC: The Vanguard Group Holds 12.86% Equity Stake
-------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 25,326,932 shares of TEGNA, Inc.'s
Common Stock, representing 12.86% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/47mvdbwn
About TEGNA
Headquartered in Virginia, TEGNA Inc. is a broadcasting, digital
media and marketing services company. As of Sept. 30, 2023, TEGNA
has $7.20 billion in total assets and $4.22 billion in total
liabilities.
Egan-Jones Ratings Company, on January 16, 2024, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by TEGNA Inc.
THRASIO HOLDINGS: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Thrasio Holdings, Inc.
85 West Street, 3rd Floor
Walpole, Massachusetts 02081
Business Description: Thrasio is one of the largest aggregators of
e-commerce "sellers" or brands in the world
and a "top five" seller on Amazon. As
of the Petition Date, Thrasio has sold
millions of products to customers across the
globe. Thrasio has significant overseas
operations and partnerships across the
world, including in the United Kingdom,
Germany, and China.
Chapter 11 Petition Date: February 28, 2024
Court: United States Bankruptcy Court
District of New Jersey
Two Hundred Forty-One affiliates that concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Thrasio Holdings, Inc. (Main Case) 24-11840
DMD Group Inc. 24-11839
Mauve Monkey, Inc. 24-11841
Parchment Principles, Inc. 24-11842
Sunrise Martinis, Inc. 24-11843
Sunrise Season, Inc. 24-11844
Melanippe, Inc. 24-11845
Peach Projects, Inc. 24-11846
Carrot Solutions, Inc. 24-11847
Melon Movements, Inc. 24-11848
Sweet Nectar Enterprises, Inc. 24-11849
1 Thrasio One, Inc. 24-11850
Peanut Projects, Inc. 24-11851
Sandpaper Solutions, Inc. 24-11852
Sweet Potato Solutions, Inc. 24-11853
Meteor Movements, Inc. 24-11854
Cayenne Solutions, Inc. 24-11855
5 Thrasio Five, Inc. 24-11856
10 Thrasio Ten, Inc. 24-11857
Pearoller LTD 24-11858
Tangelo Tendencies, Inc. 24-11859
Mimosa Movements, Inc. 24-11860
Sandsnake Ventures, Inc. 24-11861
Champagne Projects, Inc. 24-11862
11 Thrasio Eleven, Inc. 24-11863
Penny Rose Solutions, Inc. 24-11864
Tangerine Ideas, Inc. 24-11865
Kingfisher Creations Inc. 24-11866
6 Thrasio Six, Inc 24-11867
Sandstorm Solutions, Inc. 24-11868
Tawny Tasks, Inc. 24-11869
Charope, Inc. 24-11870
Corn Snake Surprises, Inc. 24-11871
Pennycopper Trading, Inc. 24-11872
Modetro Retail Limited 24-11873
Bartstr Ltd 24-11874
12 Thrasio Twelve, Inc. 24-11875
Fyer Tropics, Inc. 24-11876
Tea Rose Risings, Inc. 24-11877
Kitchen Tools Ltd 24-11878
Cheddar Creations, Inc. 24-11879
7 Thrasio Seven, Inc. 24-11880
Penthe Company 24-11881
Ochre Organization, Inc. 24-11882
Sandy Leaf Farm Ltd 24-11883
14 Thrasio Fourteen, Inc. 24-11884
Teal Monkey, Inc. 24-11885
Crawfish Creations, Inc. 24-11886
Chestnut Creations, Inc. 24-11887
Persian Projects, Inc. 24-11888
8 Thrasio Eight, Inc. 24-11889
Old Rust Organization, Inc. 24-11890
Koi Creations, Inc. 24-11891
15 Thrasio Fifteen, Inc. 24-11892
Thrasio Australia Holdings Pty Ltd 24-11893
Sapphire Monkey, Inc. 24-11894
Basketball Beginning, Inc. 24-11895
Persimmon Projects, Inc. 24-11896
9 Thrasio Nine, Inc. 24-11897
Chili Clove, Inc. 24-11898
Orange Crush Organization, Inc. 24-11899
Ginger Cat Creations, Inc. 24-11900
16 Thrasio Sixteen, Inc. 24-11901
Thrasio, LLC 24-11902
Pizza Projects, Inc. 24-11903
Acorn Creations, Inc. 24-11904
Lace Decisions, Inc. 24-11905
Orange Fantasy, Inc. 24-11906
Chili Flakes, Inc. 24-11907
Sasana Group Limited 24-11908
Thrasio Intermediate Sub, LLC 24-11909
Beast Gear Limited 24-11910
Poppy Projects, Inc. 24-11911
17 Thrasio Seventeen, Inc. 24-11912
Daffodil Design, Inc. 24-11913
Ginger Creations, Inc. 24-11914
Laranja Logistics, Inc. 24-11915
Thrasio Services, LLC 24-11916
Orange Hope, Inc. 24-11917
Scarlet Solutions, Inc. 24-11918
Portocale Projects, Inc. 24-11919
Chipshot LTD 24-11920
Orange Margarita, Inc. 24-11921
Dahlia Dreams, Inc. 24-11922
Thrasio UK Holdings, Ltd 24-11923
Latte Logistics, Inc. 24-11924
Primrose Projects, Inc. 24-11925
Scotch Solutions, Inc. 24-11926
18 Thrasio Eighteen, Inc. 24-11927
Gingersnap Solutions, Inc. 24-11928
Orange Organization, Inc. 24-11929
Bellezo.com Ltd 24-11930
Tiger Affirmations, Inc. 24-11931
Pro Grade Products Ltd 24-11932
Leather Logistics, Inc. 24-11933
Chrysanthemum Creations, Inc. 24-11934
Dark Honey Design, Inc. 24-11935
Tiger Stripe Creations, Inc. 24-11936
Scouse LTD 24-11937
AirOrb Ltd 24-11938
Orange Peach Projects, Inc. 24-11939
Prothoe Limited 24-11940
Golden Gate Solutions, Inc. 24-11941
19 Thrasio Nineteen, Inc. 24-11942
Tomato Tasks, Inc. 24-11943
Lemon Logistics, Inc. 24-11944
Biscotti Solutions, Inc. 24-11945
Orange Peel Projects, Inc. 24-11946
Alloy Ideas, Inc. 24-11947
Seashell Solutions, Inc. 24-11948
Dark Orange Design, Inc. 24-11949
Topaz Traditions, Inc. 24-11950
Pure Chimp Ltd 24-11951
Cider Creations, Inc. 24-11952
Golden Kiwifruit Enterprises, Inc. 24-11953
Lemur Logistics, Inc. 24-11954
Orange Umbrella Creations, Inc. 24-11955
Tortilla Tasks, Inc. 24-11956
Sherbert Solutions, Inc. 24-11957
Bittersweet Billows, Inc. 24-11958
2 B Bountiful, Inc. 24-11959
Amber Ideas, Inc. 24-11960
Radiant Orange, Inc. 24-11961
Daybreak Developments, Inc. 24-11962
Levita Holdings, LLC 24-11963
Toxaris Limited 24-11964
Orangutan Organization, Inc. 24-11965
Cinnabar Creations, Inc. 24-11966
Goldfish Memories, Inc. 24-11967
Shortbread Solutions, Inc. 24-11968
Amber Oasis, Inc. 24-11969
Rissav Limited 24-11970
Traffic Cone Tuesdays, Inc. 24-11971
Lionfish Logistics, Inc. 24-11972
3 Thrasio Three, Inc. 24-11973
Oranssi Organization, Inc. 24-11974
Rose Bud Creations, Inc. 24-11975
Andromache, Inc. 24-11976
Siberian Tiger Solutions, Inc. 24-11977
Daylily Dreams, Inc. 24-11978
Truverge International Ltd. 24-11979
Citrine Solutions, Inc. 24-11980
Habanero Pepper Projects, Inc. 24-11981
Lobster Logistics, Inc. 24-11982
Bonfire Solutions, Inc. 24-11983
Orythia, Inc. 24-11984
Turmeric Transitions, Inc . 24-11985
Sockeye Strategies, Inc. 24-11986
AngOr-Pet Thrasio Two, Inc. 24-11987
Rosewood Wish, Inc. 24-11988
20 Thrasio Twenty, Inc. 24-11989
Magenta Peel Solutions, Inc. 24-11990
Discus Dreams, Inc. 24-11991
Classy Mango, Inc. 24-11992
Warm Red Wonders, Inc. 24-11993
Oyster Oasis, Inc. 24-11994
Green Cricket LTD 24-11995
Bronze Projects, Inc. 24-11996
SAFEREST HOLDINGS, LLC 24-11997
Antiope, Corp. 24-11998
Soft Spice, Inc. 24-11999
Mahogany Movements Inc. 24-12000
William Evans Retail Ltd 24-12001
Pantariste, Inc. 24-12002
Salmon Solutions, Inc. 24-12003
Classy Tangerine, Inc. 24-12004
Apple Affirmations, Inc. 24-12005
Spicy Solutions, Inc. 24-12006
Malt Decisions, Inc. 24-12007
Burning Neon, Inc. 24-12008
Harvest Charm, Inc. 24-12009
Sandcastle Days, Inc. 24-12010
Zabba, Inc. 24-12011
Pantone Projects, Inc. 24-12012
Starfish Solutions, Inc. 24-12013
Apricot Ideas, Inc. 24-12014
21 Thrasio Twenty One, Inc. 24-12015
Mango Movements, Inc. 24-12016
Papaya Projects, Inc. 24-12017
Burnt Summer Citrus, Inc. 24-12018
Strawflower Solutions, Inc. 24-12019
Clementine Creations, Inc. 24-12020
Ash Developments, LLC 24-12021
Mango Wonder, Inc. 24-12022
22 Thrasio Twenty Two, Inc. 24-12023
Dots for Spots Ltd. 24-12024
Sundaze Blaze Solutions, Inc. 24-12025
Assassin Bug Industries, Inc. 24-12026
Buttercup Creations, Inc. 24-12027
Clownfish Creations, Inc. 24-12028
Maple Movements, Inc. 24-12029
23 Thrasio Twenty Three, Inc. 24-12030
E & I Trading Ltd. 24-12031
Sunflare Solutions, Inc. 24-12032
Attain Recruitment Ltd 24-12033
Marigold Creations, Inc. 24-12034
Harley Orange, Inc. 24-12035
Butterscotch Beginnings, Inc. 24-12036
Comet Creations, Inc. 24-12037
Sunflower Saturnalia, Inc. 24-12038
24 Thrasio Twenty Four, Inc. 24-12039
Autumn Ideas, Inc. 24-12040
E&L Enterprises Limited 24-12041
Marmalade Mansions, Inc. 24-12042
HiC-Cork Thrasio One Inc. 24-12043
Copperhead Conspiracies, Inc. 24-12044
Autumn Waves, Inc. 24-12045
Sunkiss Solutions, Inc. 24-12046
Cafe Casa, Inc. 24-12047
25 Thrasio Twenty Five, Inc. 24-12048
ECom Heights LLC 24-12049
Sunny Operations, Inc. 24-12050
Coral Chrome, Inc. 24-12051
Hippolyte, Ltd. 24-12052
Emberglow Ideas, Inc. 24-12053
Califia Company 24-12054
Marmalade Movements, Inc. 24-12055
Honey Sunset, Inc. 24-12056
Marpesia, Co. 24-12057
Eurypyle, Inc. 24-12058
California Poppy Projects, Inc. 24-12059
Mars Makers, Inc. 24-12060
Ideal Monarch, Inc. 24-12061
Faint Orange Horizon, Inc. 24-12062
Candlelit Creations, Inc. 24-12063
Fall Foundations, Inc. 24-12064
Cantaloupe Creations Company 24-12065
Fawn Foundations, Inc. 24-12066
Caramel Creations, Inc. 24-12067
Ideastream Consumer Products, LLC 24-12068
Foxy Creations, Inc. 24-12069
Carnation Creations, Inc. 24-12070
Influencer Ideas, Inc. 24-12071
Frosty Dream, Inc. 24-12072
Ivory Ideas, Inc. 24-12073
Carotene Consortium, Inc. 24-12074
Jasper Gesture, Inc. 24-12075
Jiminy LTD 24-12076
Joss Solutions 2016 Limited 24-12077
Jupiter Gesture, Inc. 24-12078
Khaki Trips, Inc. 24-12079
Judge: Hon. Christine M Gravelle
Debtors'
General
Bankruptcy
Counsel: Anup Sathy, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: anup.sathy@kirkland.com
- and -
Matthew C. Fagen, P.C.
Francis Petrie, Esq.
Evan Swager, Esq.
601 Lexington Avenue
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: matthew.fagen@kirkland.com
francis.petrie@kirkland.com
evan.swager@kirkland.com
Debtors'
Co-Bankruptcy
Counsel: Michael D. Sirota, Esq.
Warren A. Usatine, Esq.
Felice R. Yudkin, Esq.
Jacob S. Frumkin, Esq.
COLE SCHOTZ P.C.
Court Plaza North, 25 Main Street
Hackensack, New Jersey 07601
Tel: (201) 489-3000
Email: msirota@coleschotz.com
wusatine@coleschotz.com
fyudkin@coleschotz.com
jfrumkin@coleschotz.com
Debtors'
Investment
Banker: CENTERVIEW PARTNERS LLC
Debtors'
Financial
Advisor: ALIXPARTNERSS, LLP
Debtors'
Claims &
Noticing
Agent: KURTZMAN CARSON CONSULTANTS LLC
Counsel to the
Independent
Directors: KATTEN MUCHIN ROSENMAN LLP
Estimated Assets
(on a consolidated basis): $1 billion to $10 billion
Estimated Liabilities
(on a consolidated basis): $500 million to $1 billion
The petitions were signed by Josh Burke as chief financial
officer.
A full-text copy of the Lead Debtor's petition is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ARL6GJA/Thrasio_Holdings_Inc__njbke-24-11840__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. YH Goods Asset Purchase Undetermined
31 Eklay Dr. Agreement
Chester NY 10918
United States
Aharon Ostreicher/Shimon Gertner
2. ChomChom Asset Purchase Undetermined
1 Lake Bellevue Drive, Suite 208 Agreement
Bellevue WA 98005
United States
Aaron Muller/Tetsu Liew
3. IdeaStream Consumer Products, LLC Asset Purchase Undetermined
427 Nassau Court Agreement
Marco Island FL 34145
United States
Anthony DeCarlo
4. The California Beach Co., LLC Asset Purchase Undetermined
10503 Foundation Rd. Agreement
Austin TX 78726
United States
Austin Wright/David Shoham
5. Cecilio Musical Asset Purchase Undetermined
Instruments, Inc. Agreement
8676 Rochester Ave
Rancho Cucamonga CA 91739-4905
United States
Siufong Wu/Kenneth Khuong
6. U.S. Customs and Customs & Duties $5,133,095
Border Protection
5600 Pearl Street, 3rd Floor
Rosemont IL 60018-5213
United States
Patricia Walters
7. GXO Logistics Supply Chain, Inc. Trade Debt $2,949,659
7140 Cajon Blvd
San Bernardino CA 92407
United States
Ryan Cain
8. Quzhou Sanhe Outdoor Trade Debt $1,456,853
Equipment Technology
Co., Ltd
No. 2, DongJu Road
Economic Development Zone
LongYou County
QuZhou City
ZheJiang Province
Lin Che
9. UniCargo Ltd Trade Debt $1,341,669
333 City Blvd W,
Orange CA 92868
United States
Erez Dan
10. STORD, Inc. Trade Debt $1,204,204
817 W Peachtree Street NW, Suite 200
Atlanta GA 30308
United States
Tom Barone
11. RXO Managed Transport, LLC Trade Debt $1,144,371
(F/K/A XPO Logistics Managed
Transporation, LLC)
11215 North Community House Road
Charlotte NC 28277
United States
Evan Laskaris
12. Port Priority Corp Trade Debt $635,056
105 Bracken Rd
Montgomery NY 12549
United States
Joseph Waldman
13. Leman USA Inc. Trade Debt $565,921
1860 Renaissance Blvd
Sturtevant WI 53177
United States
Rodrigo Bellettini
14. BTX Global Logistics Trade Debt $329,974
12 Commerce Drive
Shelton CT 06484
United States
Nick Bacarella
15. Chempace Corporation Trade Debt $300,878
339 Arco Dr
Toledo OH 43607
United States
Rick Shall
16. The Storage Place Trade Debt $274,372
Brewery Lane, Felling
Gateshead NE10 0EY
United Kingdom
Paul Griffiths
17. Market Bound LLC (Seller Rocket) Trade Debt $242,200
6515 Longshore Loop, Suite 440
Dublin OH 43017
United States
Rachel Glanz
18. Hangzhou Jinhong Sanniao Trade Debt $221,662
Down Products CO.,Ltd
Xixu Village, Xintang Street
Xiaoshan District
Hangzhou Zhejiang Province
China
Angel
19. Kaamwork Technologies Inc. Trade Debt $219,431
404 Bryant St
San Francisco CA 94107
United States
Nilesh Parwani
20. Hzsamko Technologies Co., Ltd. Trade Debt $211,563
No.8,Jiaqi Road, Xianlin Street,
Yuhang District,
Hangzhou 31112
Jally Xu (Managing Director)
21. Blackline Systems, Inc. Trade Debt $199,900
21300 Victory Blvd. 12th Floor
Woodland Hills CA 91367
United States
Joe Silver
22. Airtable Trade Debt $150,472
799 Market Street 8/F
San Francisco CA 94103
United States
Jenny Mitchell
23. Tropical Products Inc. Trade Debt $130,413
200 Highland Ave
Salem MA 01970
United States
Rob Millis
24. WUXI JHT GROUP CO., LTD Trade Debt $129,594
66 HUICHANG ROAD,HUISHAN INDUSTRY PARK
WUXI Jiangsu Province
China
Joe Cao
25. Hangzhou Huayi Home Trade Debt $125,872
Textile Co.,Ltd
YongLian Industry Zone, GuaLi Town
Xiaoshan District, Hangzhou
China
Johnny
26. Wuxi JHT Trading Co.,Ltd Trade Debt $124,527
Room 1801, South Building, 5 Zhihui Road,
Huishan Economy Development Zone,
Wuxi Jiangsu Sheng - JS
China
Cathy Xu
27. Meredith Corporation Trade Debt $115,854
1716 Locust Street
Des Moines IA 50309
United States
Anita Rutz
28. Berlin Packaging LLC Trade Debt $107,467
525 West Monroe Street 14th Floor
Chicago IL 60661
United States
Michael Levitan
29. Zhongshan Scott Clean & Trade Debt $106,837
Purification Co. Ltd
B2 Building Jinwan Industrial Zone, Sanxiang
Town
Zhongshan City Guangdong Province
China
Vivian Ma/ Shery Hu
30. GLH Chemical Trade Debt $102,025
737 Harry McCarty Rd #403
Bethlehem GA 30620
United States
Bern Mapes
TOP INVESTMENT: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Top Investment Property, LLC
3186 Spanhn Ranch Road
Roseville, CA 95661
Chapter 11 Petition Date: February 28, 2024
Court: United States Bankruptcy Court
Eastern District of California
Case No.: 24-20748
Judge: Hon. Fredrick E. Clement
Debtor's Counsel: Gabriel E. Liberman, Esq.
LAW OFFICES OF GABRIEL LIBERMAN, APC
1545 River Park Drive., Ste 530
Sacramento, CA 95815
Tel: 916-485-1111
Fax: 916-485-1111
Email: attorney@4851111.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pete Toplean as managing member.
The Debtor indicated it has no unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/DOFLV3Q/Top_Investment_Property_LLC__caebke-24-20748__0001.0.pdf?mcid=tGE4TAMA
TRANSOCEAN LTD: The Vanguard Group Holds 8.47% Equity Stake
-----------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 68,551,328 shares of Transocean Ltd's
Common Stock, representing 8.47% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/yc7zxhye
About Transocean
Transocean Ltd. is an international provider of offshore contract
drilling services for oil and gas wells. The Company specializes
in technically demanding sectors of the offshore drilling business
with a particular focus on ultra-deepwater and harsh environment
drilling services.
Transocean Ltd. reported a net loss of $591 million for the year
ended Dec. 31, 2021, a net loss of $568 million for the year ended
Dec. 31, 2020 and a net loss of $1.25 billion for the year ended
Dec. 31, 2019.
* * *
As reported by the TCR on Sept. 28, 2023, S&P Global Ratings raised
its issuer credit rating on offshore drilling contractor Transocean
Ltd. to 'CCC+' from 'CCC'. S&P said, "The upgrade reflects
improved rig demand, higher day rates, and our view that there is
reduced near-term risk of a distressed debt exchange or balance
sheet restructuring."
TRENDFIELD HOLDINGS: Chapter 15 Case Summary
--------------------------------------------
Chapter 15 Debtor: Trendfield Holdings Ltd.
Case No.: 24-22151
Chapter 15 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Sean H. Lane
Foreign Proceeding: ____________
Foreign Representative: Matthew Richardson
Foreign
Representative's
Counsel: Markus A. Stadler, Esq.
Tel: 284-494-2444
Email: mstadler@mksolicitors.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 is now available for download at
PacerMonitor.com.
TRIMAX MEDICAL: Business Income & ERC Credits to Fund Plan
----------------------------------------------------------
Trimax Medical Management, Inc., filed with the U.S. Bankruptcy
Court for the Middle District of Georgia a Subchapter V Plan of
Reorganization dated February 20, 2024.
The Debtor was formed in 2005 and is located in Macon, Georgia. It
is owned by Dr. Hugh F. Smisson, III, a neurosurgeon in Macon,
Georgia, and has six employees (which it leases from ADP
TotalSource).
In or about May of 2021, the Debtor terminated its then CEO David
Field. While the Debtor insisted, and still insists, that it had
cause for terminating Mr. Field, and while the manner in which the
Debtor terminated Mr. Field was coordinated through the advice of
the Debtor's employment legal counsel (which is a creditor of the
Debtor), Mr. Field disagreed and filed a wrongful termination suit
against the Debtor, Southern Spine, and SCB (the "Field Lawsuit").
The Field Lawsuit went to trial in late 2023 and resulted in a
$1,029,799.88 judgment against the Debtor dated November 9, 2023
(consisting of $590,350.88 in damages and $439,449.00 in attorneys'
fees) (the "Field Judgment"), along with a judgment against
Southern Spine for $20,890 but no recovery against SCB.
To protect the Debtor's business, employees, and other creditors
and to address and potentially resolve the Field Judgment, the
Debtor filed this case on November 20, 2023.
The purpose of this Plan is to allow the Debtor to reorganize its
financial affairs in a way that will permit it to pay Allowed
Claims as proposed in this Plan. To that end, the Debtor proposes
to continue to operate, with the Reorganized Debtor funding its
obligations under the Plan through its ongoing but restructured
management fees, the receipt of Employee Retention Credits ("ERC
Credits"), if any, and the sale of the Bass Capital Group
receivable to Dr. Smisson for its liquidation value.
Class 5 consists of the Allowed Unsecured Claims. The Reorganized
Debtor shall pay the Holders of Class 5 Allowed Unsecured Claims
their Pro Rata Share of the Class 5 Total based on each such
Holder's Class 5 Allowed Unsecured Claim compared to the total of
all Class 5 Allowed Unsecured Claims. The Reorganized Debtor shall
pay such Class 5 Total Distribution in 4 or less annual
installments of varying amounts (or as otherwise ordered by the
Court) commencing within 60 days after the first anniversary of the
Effective Date, with each subsequent annual installment being made
within 60 days after each subsequent anniversary of the Effective
Date.
The Reorganized Debtor's obligations under Class 5 to make the
Class 5 Total Distribution can be satisfied at any time, with any
payment of the Class 5 Total Distribution, at whatever time that is
on or before the dates required under the Plan, not resulting in a
penalty, including, without limitation, a prepayment penalty. Such
Class 5 Total Distribution, when paid in full, shall be in full
satisfaction of the Reorganized Debtor's obligations under and of
the Allowed Unsecured Claims allowed in Class 5. Notwithstanding
anything else in the Plan to the contrary, any Allowed Unsecured
Claim in Class 5 shall be reduced by any payment received by the
creditor holding such Claim from any third party or other obligor
and the Reorganized Debtor's obligations hereunder shall be reduced
accordingly.
Class 6 consists of Equity Interest Holders of Debtor. Dr. Hugh F.
Smisson, III shall retain his Interest in the Reorganized Debtor
and all associated rights, subject, however, to the provisions of
the Plan.
The Plan is a reorganizing Subchapter V Chapter 11 plan. The funds
required for implementation of the Plan and the distributions
hereunder shall be provided from the Debtor's business income, the
ERC Credits (if any), the sale of the Bass Capital Group receivable
to Dr. Smisson, and as otherwise shown on the Budget.
A full-text copy of the Subchapter V Plan dated February 20, 2024
is available at https://urlcurt.com/u?l=M3aUHh from
PacerMonitor.com at no charge.
Counsel to the Debtor:
David L. Bury, Jr., Esq.
G. Daniel Taylor, Esq.
Stone & Baxter, LLP
577 Mulberry Street, Suite 800
Macon, GA 31201
Telephone: (478) 750-9898
Facsimile: (478) 750-9899
Email: dbury@stoneandbaxter.com
dtaylor@stoneandbaxter.com
About Trimax Medical Management
Trimax Medical Management, Inc. was formed in 2005 and is located
in Macon, Georgia.
The Debtor filed a voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Ga. Case No. 23-51628) on Nov.
20, 2023. In the petition signed by Hugh F. Smisson, III, CEO, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Stone & Baxter, LLP serves as the Debtor's counsel.
TRIUMPH GROUP: Hill City Capital, 4 Others Hold 7.29% Stake
-----------------------------------------------------------
Hill City Capital, LP, and affiliates, Hill City Capital Master
Fund LP, Hill City Capital GP LLC, Hill City GP LLC, and Herbert
Frazier, disclosed in a Schedule 13G/A filed with the U.S.
Securities and Exchange Commission that as of December 31, 2023,
they beneficially owned 5,601,437 shares of Triumph Group, Inc.'s
Common Stock, representing 7.29% of the shares outstanding.
The percentage is based on 76,855,941 Common Stock outstanding as
of November 3, 2023, as reported in the Issuer's Quarterly Report
on Form 10-Q for the quarterly period ended September 30, 2023, and
filed with the Securities and Exchange Commission on November 7,
2023.
A full-text copy of the Report is available at
http://tinyurl.com/2azs4ka7
About Triumph
Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. --
http://www.triumphgroup.com-- designs, engineers, manufactures,
repairs and overhauls a broad portfolio of aerospace and defense
systems, components and structures. The company serves the global
aviation industry, including original equipment manufacturers and
the full spectrum of military and commercial aircraft operators.
* * *
As reported by the TCR on Dec. 27, 2023, Moody's Investors Service
placed the Caa1 Corporate Family Rating and the Caa1-PD Probability
of Default Rating of Triumph Group, Inc. on review for upgrade
following the announcement on December 21, 2023, that Triumph
agreed to sell its Product Support business to AAR CORP. (unrated)
for $725 million. Moody's said the review for upgrade of the CFR
and PDR will consider the benefits to the company's financial
leverage, liquidity and refinancing risk that will accrue by
retiring debt with the sale proceeds.
As reported by the TCR on Dec. 8, 2023, S&P Global Ratings revised
its outlook to positive from stable and affirmed the 'CCC+' issuer
credit rating on Triumph Group Inc. S&P expects management to
remain focused on deleveraging the balance sheet; however, there
remains some risk around the company's upcoming maturity of its
2025 unsecured notes.
TRIUMPH GROUP: The Vanguard Group Holds 9.14% Equity Stake
----------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned 7,021,354 shares of Triumph Group,
Inc.'s Common Stock, representing 9.14% of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/36ejkxu2
About Triumph
Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. --
http://www.triumphgroup.com-- designs, engineers, manufactures,
repairs and overhauls a broad portfolio of aerospace and defense
systems, components and structures. The company serves the global
aviation industry, including original equipment manufacturers and
the full spectrum of military and commercial aircraft operators.
* * *
As reported by the TCR on Dec. 27, 2023, Moody's Investors Service
placed the Caa1 Corporate Family Rating and the Caa1-PD Probability
of Default Rating of Triumph Group, Inc. on review for upgrade
following the announcement on December 21, 2023, that Triumph
agreed to sell its Product Support business to AAR CORP. (unrated)
for $725 million. Moody's said the review for upgrade of the CFR
and PDR will consider the benefits to the company's financial
leverage, liquidity and refinancing risk that will accrue by
retiring debt with the sale proceeds.
As reported by the TCR on Dec. 8, 2023, S&P Global Ratings revised
its outlook to positive from stable and affirmed the 'CCC+' issuer
credit rating on Triumph Group Inc. S&P expects management to
remain focused on deleveraging the balance sheet; however, there
remains some risk around the company's upcoming maturity of its
2025 unsecured notes.
UNITED AIRLINES: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
------------------------------------------------------------------
Fitch Ratings has upgraded United Airlines Holdings, Inc. (United)
and its primary operating subsidiary, United Airlines, Inc.'s
Long-Term Issuer Default Ratings (IDRs) to 'BB-' from 'B+'. The
Rating Outlook remains Stable. Fitch also rates the proposed term
loan 'BB+'/'RR2' with proceeds used to refinance a portion of the
outstanding term loan. Additionally, the agency has upgraded
United's senior secured debt ratings to 'BB+'/'RR2' from 'BB'/'RR2'
and unsecured debt ratings and industrial revenue bonds to
'BB-'/'RR4' from 'B-'/'RR6'.
The IDR upgrade reflects United's improving credit metrics and
planned gross debt repayment, while preserving and growing its
financial flexibility. EBITDAR leverage ended 2023 at 4x, in line
with Fitch's prior positive rating sensitivity, while net leverage
was meaningfully lower as the company continues to hold a
substantial cash balance. Fitch's rating case forecasts United's
gross leverage to trend into the mid-3x range over the next one
year-two years consistent with 'BB-' rating tolerances.
Fitch also believes that the company's diverse route network and
product offerings drive a better competitive position against the
currently struggling domestic low-cost carriers. Another
consideration is that United stands to benefit from its ongoing
fleet renewal mainly due to increased average gauge and better fuel
efficiency. The unsecured debt ratings upgrade mainly reflects the
expected reduction in secured debt and growing unencumbered asset
base.
The company's considerable multi-year capital spending program and
pressured FCF remain concerns. However, aircraft delivery delays
are expected to ease the company's capital spending burden in
coming years compared to prior estimates. Substantial financial
flexibility provided by United's liquidity and unencumbered assets
serve to temper concerns around upcoming capital spending
commitments.
KEY RATING DRIVERS
Credit Facility Amendment: United plans to amend its existing
senior secured credit facility; upsizing its revolver to $2.7
billion from $1.75 billion and repaying a portion of its
outstanding term loan while extending its maturity from April 2025
to February 2029. An incremental $165 million of commitments that
is not extending its maturity will be available until April 2025.
The planned transaction supports the retention of financial
flexibility following management's expected gross debt repayment.
Credit Metrics Improving: United's credit metrics improved
significantly over the course of 2023 driven by a healthy operating
environment, lower fuel prices, and a resurgence in international
demand. EBTIDAR leverage ended the year at 4x, down from over 6x at
YE 2022. Fitch's rating case forecasts leverage will decline
towards the mid-3x range over the next one year-two years driven by
relatively stable operating margins and modest top line growth.
Gross debt is expected to decline modestly following planned debt
repayments, which could be offset by potential financing
transactions to fund upcoming aircraft deliveries.
United continues to retain elevated liquidity, driving net metrics
that are roughly in line with higher-rated Delta Air Lines, though
Fitch expects cash to come down over time as United works through
its fleet renewal program. EBITDAR fixed charge coverage has also
improved to more than 3x, above its prior positive rating
sensitivity. Fitch expects incremental EBITDAR coverage improvement
going forward.
Constructive Environment: Fitch anticipates that demand for air
travel will remain healthy through 2024, evidenced by recent
reports of solid booking trends through the fourth quarter and the
potential for improvement in business travel. Although Fitch
expects slower U.S. economic growth next year, Fitch's Global
Economic Outlook no longer anticipates a U.S. recession. Consumer
resilience is likely to continue to include prioritizing spend on
travel.
Airline pricing power should remain broadly supported by limits on
global seat supply driven by original equipment manufacturer (OEM)
production delays and engine maintenance issues. However,
inflationary pressure on consumer spending, overcapacity in certain
markets, and the potential for weaker international travel
following a resurgence in 2023 present downside risks.
Improved Profitability: Fitch expects margins for United to remain
roughly flat in 2024. A healthy demand environment and modestly
lower jet fuel prices are being offset by a number of headwinds. US
Airlines are contending with higher costs, particularly for labor
and maintenance, slower macroeconomic growth, potential consumer
weakness, and persistent supply chain constraints. Like most
competitors, United's pilots ratified a new labor agreement in 2023
that calls for compensation increases of up to 40% over four
years.
Geopolitical tensions and their potential impact on fuel prices
also raise concerns. However, these challenges are offset by a
number of positives, including benefits to be gained from United's
fleet initiatives (driving higher gauge, improving premium seating,
better fuel efficiency, etc.), and more normalized operations
following a period of re-building after the pandemic.
Capital Program-Linked FCF Profile: Capital spending is expected to
be less intense than previously anticipated in 2024 and 2025 due to
aircraft delivery delays. Delays will be exacerbated by recent
issues with the Boeing 737 MAX 9 and subsequent delays in
certification for the MAX 10. Nevertheless, Fitch expects FCF to
remain negative over the next several years as United goes through
a period of significant fleet renewal and expansion. Fitch's rating
case currently anticipates negative FCF of roughly $1 billion in
2024. United management has recently emphasized FCF generation even
as it works through its fleet renewal suggesting a keener focus on
preserving and possibly improving its financial flexibility.
Expectations for ongoing negative FCF has been an overhang on
United's ratings, and Fitch would view progress toward reversing
this trend as supportive of further positive rating momentum.
United Next Benefits To Be Realized: United is seeing benefits from
its "United Next" fleet renewal plan, with the bulk of the planned
improvement still to come. At the end of the third quarter, the
company's orderbook included firm commitments for 749 aircraft to
be delivered through 2033, equal to more than 85% of its current
mainline fleet count.
Fitch believes that United's fleet transformation will have a
material positive impact on United's cost structure and on its
competitive position in domestic markets. The aircraft on order
will be significantly more fuel efficient both in terms of engine
technology and in seats per departure. Fitch views the fleet
renewal as particularly impactful for United's regional operations,
where it remains much more heavily reliant on small, inefficient
regional jets compared to competitors.
DERIVATION SUMMARY
United's 'BB-' rating is one notch above American Airlines
(B+/Stable). The rating differential is driven, in part, by
United's total debt burden which remains lower than American's
along with a higher liquidity balance. However, Fitch views United
as having lower de-leveraging capacity and greater execution risk
relative to American due to the company's capital spending and
fleet renewal program.
United is two notches below Delta Air Lines (BB+/Positive), with
the difference driven by higher gross leverage at United. Delta
also benefits from higher operating margins and pre-pandemic track
record of FCF generation.
KEY ASSUMPTIONS
- United's capacity grows around 7% in 2024 and in the low to
mid-single digits annually thereafter;
- Continued travel demand growth keeps load factors in the 83%-84%
range;
- Flat to modestly increasing unit revenues;
- Jet fuel prices averaging around $2.80/gallon in 2024, implying
Brent crude prices in the low-$80/barrel range, while crack spreads
remain above historical averages;
- Capital spending in line with the company's public guidance.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade
- Adjusted debt/EBITDAR trending to 3.5x and EBITDAR fixed-charge
towards 3.5x;
- Neutral to positive sustained FCF;
- EBITDAR margins maintained in the mid-teens or better
- Progress towards United's fleet renewal efforts while maintaining
financial flexibility, including maintaining or increasing
unencumbered assets.
Factors that could, individually or collectively, lead to negative
rating action/downgrade
- Adjusted debt/EBITDAR sustained above 4.5x or FFO fixed charge
coverage sustained below 2.5x;
- EBITDAR margins deteriorating into the low double-digit range;
- Persistently negative or negligible FCF.
LIQUIDITY AND DEBT STRUCTURE
Liquidity Provides Downside Protection: United ended 4Q23 with cash
and short-term investments totaling $14.4 billion and $1.75 billion
available under its revolver, equivalent to 30% of United's LTM
revenue. United's liquidity balance was higher than either of its
major peers, and provides a material amount of protection against
potential economic pressure. Prior to COVID, United targeted a
minimum of $5 billion-$6 billion in total liquidity.
Fitch expects the company's current liquidity balance, along with
improving operating cash flows, to be sufficient to cover near-term
obligations. Fitch expects United to direct a portion of its cash
towards aircraft deliveries and upcoming debt maturities. As such,
unencumbered assets are expected to rise through its forecast
period, rebuilding after United utilized much of its unencumbered
asset base to raise funds during the pandemic.
Debt Structure: United's upcoming debt maturities are sizeable but
manageable, including $3.9 billion in 2024, $3.4 billion in 2025
and $5.2 billion in 2026. Fitch expects maturities to be met
through a combination of cash generated from operations, drawing
down the current cash balance, and financing upcoming aircraft
deliveries.
United's debt structure primarily consists of aircraft backed
EETCs, secured term loans and notes backed by the company's
slots/gates/routes collateral, and secured notes and term loan
backed by its loyalty program. United has a limited amount of
unsecured notes as well as unsecured obligations that arose as part
of the government Payroll Support Program.
Revenue Bonds: Fitch also rates a series of special facility
revenue bonds guaranteed by United. Funds from the bonds financed
the construction of a multi-terminal baggage handling system,
tenant and other improvements at International passenger terminal
(Terminal E) and related airport facilities for use by United
(formerly Continental Airlines) at George H. Bush International
Airport/Houston.
Although the revenue bonds benefit from a security interest in
United's lease payments, Fitch views the risk profile of these
revenue bonds as closer to United's unsecured issuances. United
does not have a master lease at Houston International Airport.
Instead, United has multiple leases in place tied to various
terminals and facilities. In a bankruptcy scenario, it is possible
select leases could take priority and leave other leases to be
rejected or consolidated. As such, Fitch rates these revenue bonds
in line with United's unsecured debt ratings.
ISSUER PROFILE
United Airlines is one of the largest airlines in the world. The
company maintains hubs at Newark Liberty International Airport,
Chicago O'Hare International Airport, Denver International Airport,
George Bush Intercontinental Airport in Houston, and Los Angeles
International Airport, among others.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
United Airlines Inc. LT IDR BB- Upgrade B+
senior secured LT BB+ New Rating RR2
senior
unsecured LT BB- Upgrade RR4 B-
senior secured LT BB+ Upgrade RR2 BB
United Airlines
Holdings, Inc. LT IDR BB- Upgrade B+
senior
unsecured LT BB- Upgrade RR4 B-
UNIVERSAL-1 IMPORTS: Lender Seeks to Prohibit Cash Access
---------------------------------------------------------
Green Tree Capital, LLC asks the U.S. Bankruptcy Court for the
Southern District of Florida, Fort Lauderdale Division, for
authority to use cash collateral and provide adequate protection.
An immediate and critical need exists to prohibit the Debtor's
unauthorized use of cash collateral, which is collateral granted to
Green Tree in connection with approximately $4.1 million in
advances made to the Debtor (and affiliated non-debtor entities)
less than 60 days ago as part of the Debtor's sale of accounts
receivable to Green Tree. The Debtor's use of cash collateral
without approval from the Court or the consent of Green Tree
violates the basic tenets of the 11 U.S.C. Section 363.
On December 19, 2023, the Debtor, Affiliates and Green Tree entered
into the Agreement, whereby in exchange for advances made by Green
Tree, the Debtor promised to pay a sum certain for future
receivables, plus additional fees.
The transaction between Green Tree, the Debtor and Affiliates was
secured by a UCC-1 Finance Statement recorded as Instrument No.
202303430508 in the Florida Secured Transaction Registry on
February December 19, 2023.
As of the date of the Motion, the amount due and owing to Green
Tree under the Green Tree Agreement is approximately $5.5 million.
The amounts due include funds advanced of $1.350 million on
December 19, 2023, together with the rollover of prior balances due
to Green Tree from the Debtor whereby Green Tree advanced funds in
the amounts of $1.4 million and $2.587 million, on November 22,
2023 and December 8, 2023, respectively.
Pursuant to the Green Tree Agreement, the Debtor is obligated to
make daily remittances to Green Tree in the amount of $80,000.
Since December 20, 2023, the Debtor remitted approximately $680,000
to Green Tree.
Green Tree holds a senior secured interest in the cash collateral.
In order to provide Green Tree with adequate protection for the
aggregate diminution of the cash collateral resulting from the
Debtor's use thereof, Green Tree proposes to have a replacement
lien pursuant to 11 U.S.C. Section 361(2) on and in all property of
the Debtor acquired or generated after the Petition Date, to the
same extent and priority, and of the same kind and nature, as the
property of the Debtor securing the prepetition obligations to the
Green Tree under the Green Tree Agreement.
In addition, Green Tree seeks daily adequate protection payments in
an amount to be determined, pending submission by the Debtor of
cashflow projections which are suitable to the Court and Green
Tree.
A copy of the motion is available at https://urlcurt.com/u?l=TpYHsy
from PacerMonitoor.com.
About Universal-1 Imports, Inc.
Universal-1 Imports, Inc. sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
24-11338) on Feb. 13, 2024, listing $100,001 to $500,000 in both
assets and liabilities.
Judge Scott M Grossman presides over the case.
Susan D. Lasky, Esq. at Susan D. Lasky PA represents the Debtor as
counsel.
UPHEALTH HOLDINGS: Plan Exclusivity Period Extended to April 30
---------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware extended UpHealth Holdings, Inc. and its
affiliates' exclusive periods to file their plan of reorganization,
and solicit acceptances thereof to April 30 and July 1, 2024,
respectively.
As shared by Troubled Company Reporter, the Debtors claim that they
have worked diligently to ensure their smooth transition into and
out of chapter 11, and to preserve and maximize the value of their
estates for the benefit of all stakeholders.
The Debtors explained that accomplishing these tasks has been a
labor-intensive process, and that the requested extensions are both
appropriate and necessary to afford them sufficient time to prepare
and obtain support for a chapter 11 plan and to mitigate the time
and expense associated with incremental extension motions that
inevitably would be required absent the relief requested.
The Debtors also added that their affiliates are in the midst of a
sales process that will pay a substantial portion of the secured
debt guaranteed by the Debtors. The Debtors explained that
additional progress consummating the sale needs to be made so that
they will have a better understanding of when and how much of the
secured debt will be paid.
UpHealth Holdings, Inc and its affiliates are represented by:
Stuart M. Brown, Esq.
DLA PIPER LLP (US)
1201 N. Market Street, Suite 2100
Wilmington, DE 19801
Tel: (302) 468-5700
Email: stuart.brown@us.dlapiper.com
- and -
Richard A. Chesley, Esq.
Jamila Justine Willis, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas
New York, NY 10020
Tel: (212) 335-4500
Email: richard.chesley@us.dlapiper.com
jamila.willis@us.dlapiper.com
About UpHealth Holdings
UpHealth Holdings Inc. is a global digital health company
delivering technology platforms, infrastructure, and services to
modernize care delivery and health management.
UpHealth Holdings and its affiliates sought relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-11476) on
Sept. 19, 2023. In the petitions filed by Samuel J. Meckey, chief
executive officer, UpHealth Holdings disclosed up to $500 million
in both assets and liabilities.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Stuart M. Brown, Esq., at DLA Piper LLP (US) as
counsel; Morrison & Foerster LLP as litigation counsel; and FTI
Consulting, Inc. as financial advisor. Omni Agent Solutions is the
Debtors' administrative agent.
UPTOWN HOLDINGS: Case Summary & Three Unsecured Creditors
---------------------------------------------------------
Debtor: Uptown Holdings, LLC
3823 Pope Street, SE
Washington, DC 20020
Business Description: Uptown Holdings is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor owns the real
property located at 441 Kennedy St. NW,
Washington, DC, 20011 valued at $1.4
million.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
District of Columbia
Case No.: 24-00060
Debtor's Counsel: William C. Johnson, Jr., Esq.
THE JOHNSON LAW GROUP, LLC
6305 Ivy Lane
Suite 630
Greenbelt, MD 20770
Tel: (301) 477-3450
Fax: (301) 477-4813
Email: William@JohnsonLG.Law
Total Assets: $1,400,000
Total Liabilities: $1,205,003
The petition was signed by Marcus Sands as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/7RKJNOQ/Uptown_Holdings_LLC__dcbke-24-00060__0001.0.pdf?mcid=tGE4TAMA
VANTAGE SPECIALTY: Moody's Lowers CFR to B3, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service downgraded Vantage Specialty Chemicals,
Inc.'s Corporate Family Rating to B3 from B2 and Probability of
Default Rating to B3-PD from B2-PD. Moody's also downgraded the
existing backed senior secured first lien revolving credit facility
and backed senior secured first lien term loan to B3 from B2. The
outlook is stable.
RATINGS RATIONALE
Vantage's B3 corporate family rating reflects its small scale, weak
credit metrics (Moody's adjusted debt/EBITDA of 7.2x in the twelve
months ended September 2023) and high absolute debt levels relative
to the size of the company's asset base (approximately $860
million) as a result of the acquisition-driven growth strategy
under the private equity ownership. The company's earnings declined
in 2023 as volumes dropped amid weak demand and destocking across
all markets as well as weaker glycerin and fatty acid prices. The
company processes tallow and natural oils into various derivatives
used in variety of end markets. The growing market for biofuels has
impacted demand, supply and pricing of key raw materials and
products for the company, e.g. tallow and glycerin. In 2023,
glycerin and fatty acid prices have been pressured due to imports
of palm oil into North America for biofuel amid slow economic
recovery in China. This has introduced volatility into Vantage
performance and prompted investments to diversify feedstock.
Moody's expects volume to grow modestly in 2024 due the absence of
destocking, but that profitability will remain challenged due to
slowing global growth, lower selling prices on glycerin and fatty
acids, and relatively higher prices for major raw materials like
tallow. The company has implemented cost management initiatives,
including headcount reductions, improved operations and third-party
cost savings. As a result Moody's expect modest earnings growth in
2024, but credit metrics will remain weak with Moody's adjusted
debt/EBITDA around 6.4x in 2023 and 5.8x in 2024. Modestly higher
earnings combined with high interest expense and elevated capital
expenditures (relative to historic levels) will result in limited
cash flow generation in 2024 and inability to significantly lower
debt. This is credit negative given that the company's revolver
turns current in April. The company will need to refinance its
capital structure within the next two years, which raises the
refinancing risk.
The company's rating is supported by the company's established
market positions in oleochemicals and the expanded specialty
derivatives portfolio, which have a wide range of applications,
including personal care, food, consumer products and industrial
specialties. Furthermore, the company benefits from exposure to
some more defensive consumer end markets, such as personal care,
food and life sciences. Vantage competes in niche markets which
require substantial investments and create barriers to entry.
Another positive factor underpinning the rating is the company's
large proportion of contractual pass-through provisions in
oleochemical contracts, as well as its ability to raise prices in
its specialty derivatives business. Despite several acquisitions
that have increased geographic diversity, Vantage's revenue and
EBITDA are heavily concentrated in the US. Vantage has improved
operational flexibility through several transactions; however, a
high degree of operational risk still exists as the company is
highly dependent on two manufacturing sites located in Gurnee,
Illinois and Chicago, Illinois.
Moody's anticipates that Vantage will maintain adequate liquidity
over the next 12 months with available cash on the balance sheet
and access to the $100 million secured revolving credit facility.
The company had approximately $30 million of cash as of September
30, 2023 and $36 million drawn on the $100 million revolver,
leaving $64 million of availability. The revolver will turn current
in April and it matures on April 26, 2025. The company pays 1%
annual amortization payments on its $835 million term loan, which
matures on October 26, 2026. The revolver contains a springing
first lien net leverage covenant, which is set at 7.5x once
utilization exceeds 35%. The company is in compliance with the
covenant as of September 30, 2023, and Moody's does not anticipate
that Vantage will breach the covenant over the next 12 months. All
assets are encumbered under the credit facilities leaving limited
means of alternative liquidity.
The stable outlook assumes that Vantage earnings hit a trough in
2023 with minimal growth projected in 2024 and some improvement in
free cash flow generation.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Although not likely over the next 12 months, Moody's would consider
an upgrade if Debt/EBITDA, including Moody's standard adjustments,
is maintained below 5.0x, EBITDA/Interest improves above 2.0x,
retained cash flow to net debt rises above 10% and free cash flow
rises to levels that allow it to materially reduce debt ahead of
its maturities in 2026.
Moody's would consider a downgrade if the company does not start
demonstrating earnings growth in 2024 and does not address its
revolver maturity in a timely manner. Moody's would downgrade the
ratings if Debt/EBITDA remains above 6.0x, EBITDA/Interest remains
below 1.5x, liquidity worsens and free cash flow is negative.
Vantage Specialty Chemicals, Inc. based in Chicago, Illinois, is a
privately-held company that focuses on natural ingredient products
including those derived from animal fat and vegetable oil. The
company operates two business segments, Consumer Solutions and
Performance Solutions. In October 2017, H.I.G Capital acquired the
majority equity stake in Vantage from its previous owner, The
Jordan Company. Vantage reported revenue of $0.9 billion for the
last twelve months ended September 30, 2023.
The principal methodology used in these ratings was Chemicals
published in October 2023.
VIASAT INC: FPR Partners, Two Others Hold 2.3% Stake
----------------------------------------------------
FPR Partners, LLC, Andrew Raab and Bob Peck disclosed in a Schedule
13G/A Report filed with the U.S. Securities and Exchange Commission
that as of December 31, 2023, they collectively beneficially owned
2,860,335 shares of Viasat, Inc.'s Common Stock, representing 2.3%,
based upon shares outstanding as of October 27, 2023, as reported
by Viasat on its Form 10-Q for the quarterly period ending
September 30, 2023.
A full-text copy of the report is available at
http://tinyurl.com/28ecynb4
About Viasat Inc.
Viasat, Inc., headquartered in Carlsbad, California, operates a
consumer satellite broadband internet business, an in-flight
connectivity business, and provides satellite and related
Communications, 0networking systems and services to government and
commercial customers. Inmarsat operates a satellite communications
network using L-band, Ka-band and S-band spectrum, and provides
voice and data services to customers on land, at sea and in the
air.
Egan-Jones Ratings Company, on November 15, 2023, retained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Viasat, Inc. EJR also withdraws rating on
commercial paper issued by the Company.
VISTAGEN THERAPEUTICS: Registers for Sale $350M Worth of Securities
-------------------------------------------------------------------
Vistagen Therapeutics, Inc. has filed a Form S-3 registration
statement with the U.S. Securities and Exchange Commission relating
to the offering and selling of the Company's securities from time
to time in one or more offerings of up to $350,000,000 in aggregate
offering price.
The Company's registration statement contains two prospectuses:
-- a base prospectus covering the offering, issuance and sale
by the Company of up to $350,000,000 in the aggregate of the
securities identified above from time to time, subject to market
conditions and prices, liquidity objectives and other investment
considerations; and
-- a Sales Agreement prospectus supplement covering the
offering, issuance and sale by the Company of up to a maximum
aggregate offering price of $100,000,000 of the Company's common
stock that may be issued and sold under an Open Market Sale
Agreement entered into with Jefferies LLC.
A full-text copy of the Company's registration statement with
further information is available at http://tinyurl.com/2sue82wa
About VistaGen
Headquartered in San Francisco, California, VistaGen Therapeutics,
Inc. -- http://www.vistagen.com-- is a biopharmaceutical company
committed to developing and commercializing innovative medicines
with the potential to go beyond the current standard of care for
anxiety, depression, and other CNS disorders.
VistaGen reported a net loss and comprehensive loss of $47.76
million for the fiscal year ended March 31, 2022, compared to a net
loss and comprehensive loss of $17.93 million for the fiscal year
ended March 31, 2021. As of Dec. 31, 2022, the Company had $29.71
million in total assets, $9.03 million in total liabilities, and
$20.67 million in total stockholders' equity.
In its Quarterly Report filed on February 7, 2023, Vistagen
Therapeutics said it had cash and cash equivalents of approximately
$25.0 million at December 31, 2022, which it believes will not be
sufficient to fund its planned operations for the next 12 months,
which raises substantial doubt regarding its ability to continue as
a going concern.
VISTAGEN THERAPEUTICS: The Vanguard Group Holds 6.79% Equity Stake
------------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G/A Report filed with
the U.S. Securities and Exchange Commission that as of December 29,
2023, it beneficially owned an aggregate amount of 1,834,512 shares
of VistaGen Therapeutics, Inc.'s Common Stock, representing 6.79%
of the shares outstanding.
A full-text copy of the Report is available at
http://tinyurl.com/3yj7n699
About VistaGen
Headquartered in San Francisco, California, VistaGen Therapeutics,
Inc. -- http://www.vistagen.com-- is a biopharmaceutical company
committed to developing and commercializing innovative medicines
with the potential to go beyond the current standard of care for
anxiety, depression, and other CNS disorders.
VistaGen reported a net loss and comprehensive loss of $47.76
million for the fiscal year ended March 31, 2022, compared to a net
loss and comprehensive loss of $17.93 million for the fiscal year
ended March 31, 2021. As of Dec. 31, 2022, the Company had $29.71
million in total assets, $9.03 million in total liabilities, and
$20.67 million in total stockholders' equity.
In its Quarterly Report filed on February 7, 2023, Vistagen
Therapeutics said it had cash and cash equivalents of approximately
$25.0 million at December 31, 2022, which it believes will not be
sufficient to fund its planned operations for the next 12 months,
which raises substantial doubt regarding its ability to continue as
a going concern.
WATERVILLE REDEVELOPMENT: Case Summary & Two Unsecured Creditors
----------------------------------------------------------------
Debtor: Waterville Redevelopment Company IV, LLC
45 Church Street
Gardiner, ME 04345
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
District of Maine
Case No.: 24-10027
Judge: Hon. Peter G. Cary
Debtor's Counsel: David C. Johnson, Esq.
MARCUS CLEGG
16 Middle Street Unit 501A
Portland, ME 04101
Tel: (207) 828-8000
Email: bankruptcy@marcusclegg.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Kevin Mattson as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/GW5QMMY/Waterville_Redevelopment_Company__mebke-24-10027__0001.0.pdf?mcid=tGE4TAMA
WELLS SOLAR: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Wells Solar & Electrical Services LLC
3805 Bee Creek Road
Spicewood, TX 78669
Business Description: The Debtor is a residential solar installer
in Texas.
Chapter 11 Petition Date: February 27, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-10193
Judge: Hon. Christopher G. Bradley
Debtor's Counsel: Stephen W Sather, Esq.
BARRON & NEWBURGER, P.C.
7320 N. MoPac Expressway 400
Austin TX 78731
Tel: (512) 649-3243
Tel: (512) 476-9103 x220
Email: ssather@bn-lawyers.com
Total Assets: $1,401,047
Total Liabilities: $7,635,775
The petition was signed by Carl Robert Wells as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BTUBC2Q/Wells_Solar__Electrical_Services__txwbke-24-10193__0001.0.pdf?mcid=tGE4TAMA
WORKINGLIVE TECHNOLOGIES: Seeks to Use Cash Collateral
------------------------------------------------------
WorkingLive Technologies, Inc. asks the U.S. Bankruptcy Court for
the Southern District of Florida, West Palm Beach Division, for
authority to use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to fund the
necessary operating expenses of its business.
Zoom is the Debtor's primary vendor. During the remote-work boom of
the Covid-19 pandemic, the Debtor significantly increased the
amount of licenses it purchases from Zoom. As the pandemic
subsided, the Debtor experienced a decreasing customer base without
a corresponding change in its obligations to Zoom. The Debtor filed
the bankruptcy to either restructure its contract with Zoom or to
find a new video-conferencing vendor.
To fund its business, the Debtor entered into a merchant cash
advance agreement with Itria Ventures LLC. Itria may assert a
security interest in the Debtor's cash, accounts receivable,
equipment, inventory, and any proceeds therefrom. Itria has a claim
for $96,750.
The Debtor also has a line of credit from Headway Capital, LLC.
Headway may assert a security interest in all of the Debtor's
assets. Headway has a claim for $26,365.
Itria and Headway are potentially secured creditors with a
potential interest in the Debtor's cash collateral. The adequate
protection provided to Itria and Headway includes (a) the Debtor's
positive cash flow position and (b) replacement liens against the
property of the Debtor for any use of cash collateral, with such
liens having the same seniority and entitled to the same level of
priority as the priority of such creditors' perfected liens—if
any—against the Debtor's property that existed prior to the
Petition Date.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=m9h3T5 from PacerMonitor.com.
The Debtor projects total expenses, on a weekly basis, as follows:
$27,528 for the week ending March 6, 2024.
About WorkingLive Technologies, Inc.
WorkingLive Technologies, Inc. provides video conferencing and
e-commerce services primarily to direct sales and affiliate
marketing companies.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-11654-MAM) on
February 21, 2024. In the petition signed by Nicolas Rowe,
president, the Debtor disclosed up to $500,000 in assets and up to
$1 million in liabilities.
Bradley S. Shraiberg, Esq., at Shraiberg Page PA, represents the
Debtor as legal counsel.
WYNN RESORTS: Hospitality Headquarters, 2 Others Report Stakes
--------------------------------------------------------------
The following entities disclosed in a Schedule 13G/A filed with the
U.S. Securities and Exchange Commission that as of December 31,
2023, they beneficially own shares of Wynn Resorts, Limited's
common stock:
Shares Percent
Reporting Person Beneficially Owned of Class
Hospitality Headquarters, Inc 6,863,324 6.1%
Fertitta Entertainment, Inc 10,000 Less than 0.1%
Tilman J. Fertitta 6,972,749 6.2%
The ownership information represents beneficial ownership of Common
Stock of the Issuer as of the date of this filing, based upon
112,945,993 shares of Common Stock outstanding as of October 31,
2023, as disclosed in the Issuer's Quarterly Report on Form 10-Q
filed with the Securities and Exchange Commission on November 9,
2023.
The amount of Common Stock reported as beneficially owned above
includes (i) 6,863,324 shares of Common Stock that are beneficially
owned by Hospitality Headquarters, Inc.; (ii) 10,000 shares of
Common Stock that are beneficially owned by Fertitta Entertainment,
Inc.; and (iii) 99,425 shares of Common Stock that are beneficially
owned by Mr. Fertitta. Mr. Fertitta is the sole shareholder of
Fertitta Entertainment, Inc. and Hospitality Headquarters, Inc. As
such, Mr. Fertitta may be deemed to share beneficial ownership of
the securities beneficially owned by Fertitta Entertainment, Inc.
and Hospitality Headquarters, Inc.
A full-text copy of the Report is available at
http://tinyurl.com/yp4xhvz9
About Wynn Resorts Ltd.
Headquartered in Las Vegas, Nevada, Wynn Resorts, Limited owns and
operates hotels and casino resorts. As of Sept. 30, 2023, Wynn
Resorts has $13.34 billion in total assets and $15.05 billion in
total liabilities.
Egan-Jones Ratings Company on September 19, 2023, maintained its
'CCC+' foreign currency and local currency senior unsecured ratings
on debt issued by Wynn Resorts, Limited.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re ASM Gas Inc.
Bankr. C.D. Cal. Case No. 24-10791
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/GGFZSRA/ASM_Gas_Inc__cacbke-24-10791__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Rodney William Place, Jr.
Bankr. N.D. Cal. Case No. 24-40240
Chapter 11 Petition filed February 20, 2024
represented by: Sandford Frey, Esq.
In re Rodney William Place, Jr.
Bankr. N.D. Cal. Case No. 24-40240
Chapter 11 Petition filed February 20, 2024
represented by: Sandford Frey, Esq.
In re Hoang Phuong Thi Smith
Bankr. D. Colo. Case No. 24-10685
Chapter 11 Petition filed February 20, 2024
represented by: Jeffrey Weinman, Esq.
In re Pap Oil Group, Inc.
Bankr. S.D. Fla. Case No. 24-11581
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/USX57YY/Pap_Oil_Group_Inc__flsbke-24-11581__0001.0.pdf?mcid=tGE4TAMA
represented by: Nicholas Rossoletti, Esq.
RON S. BILU PA
E-mail: rbilu@bilulaw.com
In re Jonathan Chadwick Ingram
Bankr. S.D. Fla. Case No. 24-11602
Chapter 11 Petition filed February 20, 2024
represented by: Christian Somodevilla, Esq.
In re 500 Grant Street, LLC
Bankr. D. Minn. Case No. 24-40442
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/3OZLBKY/500_GRANT_STREET_LLC__mnbke-24-40442__0001.0.pdf?mcid=tGE4TAMA
represented by: John D. Lamey III, Esq.
LAMEY LAW FIRM, P.A.
E-mail: JLAMEY@LAMEYLAW.COM
In re Hamel Trucking, LLC
Bankr. D.N.H. Case No. 24-10102
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/6TYOKWI/Hamel_Trucking_LLC__nhbke-24-10102__0001.0.pdf?mcid=tGE4TAMA
represented by: William S. Gannon, Esq.
WILLIAM S. GANNON PLLC
E-mail: bgannon@gannonlawfirm.com
In re Irina Gordon
Bankr. D.N.J. Case No. 24-11590
Chapter 11 Petition filed February 20, 2024
represented by: Alla Kachan, Esq.
In re Samuel Gratt
Bankr. D.N.J. Case No. 24-11577
Chapter 11 Petition filed February 20, 2024
In re 1105 Winthrop Street LLC
Bankr. E.D.N.Y. Case No. 24-40738
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/UOH6IPA/1105_Winthrop_Street_LLC__nyebke-24-40738__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re 51 Hills LLC
Bankr. E.D.N.Y. Case No. 24-40744
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/U52CEQI/51_Hills_LLC__nyebke-24-40744__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re J.K. Patisserie & Bakery LLC
Bankr. E.D.N.Y. Case No. 24-40746
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/VAJLCDQ/JK_PATISSERIE__BAKERY_LLC__nyebke-24-40746__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Asheville Packing, Inc.
Bankr. W.D.N.C. Case No. 24-10019
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/RFGESUY/Asheville_Packing_Inc__ncwbke-24-10019__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael L. Martinez, Esq.
GRIER WRIGHT MARTINEZ, PA
E-mail: mmartinez@grierlaw.com
In re LSS Trucking Transport
Bankr. N.D. Tex. Case No. 24-30468
Chapter 11 Petition filed February 20, 2024
See
https://www.pacermonitor.com/view/S4YN6LY/LSS_Trucking_Transport__txnbke-24-30468__0001.0.pdf?mcid=tGE4TAMA
represented by: Eric Liepins, Esq.
ERIC A. LIEPINS
E-mail: agenda@ealpc.com
In re Michael L. Cox
Bankr. N.D. Tex. Case No. 24-50037
Chapter 11 Petition filed February 20, 2024
represented by: Brad Odell, Esq.
In re Genie Investments NV Inc.
Bankr. M.D. Fla. Case No. 24-00496
Chapter 11 Petition filed February 21, 2024
See
https://www.pacermonitor.com/view/ALA3EFY/Genie_Investments_NV_Inc__flmbke-24-00496__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Nikki Marie Kavouklis
Bankr. M.D. Fla. Case No. 24-00862
Chapter 11 Petition filed February 21, 2024
represented by: Ellen M., Esq.
In re Janae and Associates, LLC
Bankr. S.D. Fla. Case No. 24-11619
Chapter 11 Petition filed February 21, 2024
See
https://www.pacermonitor.com/view/TDH5NSI/Janae_and_Associates_LLC__flsbke-24-11619__0001.0.pdf?mcid=tGE4TAMA
represented by: Brian K. McMahon, Esq.
BRIAN K. MCMAHON, PA
E-mail: briankmcmahon@gmail.com
In re WorkingLive Technologies, Inc.
Bankr. S.D. Fla. Case No. 24-11654
Chapter 11 Petition filed February 21, 2024
See
https://www.pacermonitor.com/view/K22YTNI/WorkingLive_Technologies_Inc__flsbke-24-11654__0001.0.pdf?mcid=tGE4TAMA
represented by: Bradley S. Shraiberg, Esq.
SHRAIBERG PAGE PA
E-mail: bss@slp.law
In re National Solar Service, LLC
Bankr. N.D. Ill. Case No. 24-02395
Chapter 11 Petition filed February 21, 2024
See
https://www.pacermonitor.com/view/N63J64Y/National_Solar_Service_LLC__ilnbke-24-02395__0001.0.pdf?mcid=tGE4TAMA
represented by: Richard G Larsen, Esq.
SPRINGERLARSENGREENE, LLC
E-mail: rlarsen@springerbrown.com
In re Linda C. Parker
Bankr. W.D. Pa. Case No. 24-20404
Chapter 11 Petition filed February 21, 2024
represented by: Donald Calaiaro, Esq.
In re Paul Kieru Mbugua
Bankr. N.D. Tex. Case No. 24-30476
Chapter 11 Petition filed February 21, 2024
represented by: Ecker, C., Esq.
In re Florida Res-Com Roofing, Inc.
Bankr. M.D. Fla. Case No. 24-00888
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/LWPRY7Q/Florida_Res-Com_Roofing_Inc__flmbke-24-00888__0001.0.pdf?mcid=tGE4TAMA
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re A Better Day Therapy, Learning Center, Inc.
Bankr. S.D. Fla. Case No. 24-11691
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/I7WHJSI/A_Better_Day_Therapy_Learning__flsbke-24-11691__0001.0.pdf?mcid=tGE4TAMA
represented by: Jacqueline Calderin, Esq.
AGENTIS PLLC
E-mail: jc@agentislaw.com
In re Ben-Mac L.L.C.
Bankr. E.D.N.Y. Case No. 24-70653
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/VAWQBPA/Ben-Mac_LLC__nyebke-24-70653__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Crossroad Realty NY, LLC
Bankr. E.D.N.Y. Case No. 24-70652
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/UOYBYSQ/Crossroad_Realty_NY_LLC__nyebke-24-70652__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Waterbury Charleys Philly Steaks Inc.
Bankr. E.D.N.Y. Case No. 24-40803
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/AYTMEYY/Waterbury_Charleys_Philly_Steaks__nyebke-24-40803__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Waterbury Charleys Philly Steaks Inc.
Bankr. E.D.N.Y. Case No. 24-40814
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/3TXII4Y/BUCKLAND_CHARLEY_INC__nyebke-24-40814__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Mork's Auto Revival, LLC
Bankr. W.D. Wash. Case No. 24-10402
Chapter 11 Petition filed February 22, 2024
See
https://www.pacermonitor.com/view/6FR4IFY/Morks_Auto_Revival_LLC__wawbke-24-10402__0001.0.pdf?mcid=tGE4TAMA
represented by: Thomas D. Neeleman, Esq.
NEELEMAN LAW GROUP, P.C.
Email: courtmail@expresslaw.com
In re Charity Towing and Recovery, LLC
Bankr. D. Ariz. Case No. 24-01298
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/54XWV2Y/CHARITY_TOWING_AND_RECOVERY_LLC__azbke-24-01298__0001.0.pdf?mcid=tGE4TAMA
represented by: Allan D. NewDelman, Esq.
ALLAN D. NEWDELMAN, P.C
E-mail: anewdelman@adnlaw.net
In re Daniel David Rodarte and Ann Marie Rodarte
Bankr. C.D. Cal. Case No. 24-11328
Chapter 11 Petition filed February 23, 2024
In re Loopster's Towing and Collision, Inc.
Bankr. M.D. Fla. Case No. 24-00532
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/RN6HJNI/Loopsters_Towing_and_Collision__flmbke-24-00532__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re Abrite Electric Corp.
Bankr. S.D. Fla. Case No. 24-11723
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/6V2KQAA/Abrite_Electric_Corp__flsbke-24-11723__0001.0.pdf?mcid=tGE4TAMA
represented by: Ariel Sagre, Esq.
SAGRE LAW FIRM, P.A.
E-mail: law@sagrelawfirm.com
In re Renella Ann Jones
Bankr. W.D. La. Case No. 24-50115
Chapter 11 Petition filed February 23, 2024
represented by: Thomas St. Germain, Esq.
In re D and J's Hash House, Inc.
Bankr. D. Mass. Case No. 24-30072
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/GTK7PBQ/D_and_Js_Hash_House_Inc__mabke-24-30072__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert E. Girvan III, Esq.
WEINER LAW FIRM, P.C
E-mail: RGirvan@Weinerlegal.com
In re High Tech Landscape Contractors, LLC
Bankr. D.N.J. Case No. 24-11719
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/SWCNAPI/High_Tech_Landscape_Contractors__njbke-24-11719__0001.0.pdf?mcid=tGE4TAMA
represented by: Bruce H. Levitt, Esq.
LEVITT & SLAFKES, P.C.
In re MFG Prestige Auto Group
Bankr. D.N.J. Case No. 24-11727
Chapter 11 Petition filed February 23, 2024
See
https://www.pacermonitor.com/view/42GE4RI/MFG_Prestige_Auto_Group__njbke-24-11727__0001.0.pdf?mcid=tGE4TAMA
represented by: Anthony Sodono, III, Esq.
MCMANIMON, SCOTLAND & BAUMANN, LLC
E-mail: asodono@msbnj.com
In re William H. Hensler, Jr. and Susan J. Hensler
Bankr. W.D. Pa. Case No. 24-20441
Chapter 11 Petition filed February 23, 2024
represented by: Brian Thompson, Esq.
In re Glenn Charles Stromberg
Bankr. E.D. Tex. Case No. 24-60107
Chapter 11 Petition filed February 23, 2024
represented by: M. Watson, Esq.
In re Billy Ray Strickland
Bankr. W.D. Tex. Case No. 24-50251
Chapter 11 Petition filed February 23, 2024
represented by: William Davis, Esq.
In re Ashley Nguyen
Bankr. C.D. Cal. Case No. 24-10451
Chapter 11 Petition filed February 25, 2024
represented by: Stephen Wade, Esq.
In re Extended Family Trust
Bankr. E.D. Cal. Case No. 24-20699
Chapter 11 Petition filed February 25, 2024
See
https://www.pacermonitor.com/view/ZHUEEFY/Extended_Family_Trust__caebke-24-20699__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert McCann, Esq.
MCCANN & ASSOCIATES
E-mail: RMCCANNLAW@GMAIL.CO
In re Ashkan Mirfakhr Rajaee and Nassim Rajaee
Bankr. S.D. Cal. Case No. 24-00617
Chapter 11 Petition filed February 26, 2024
represented by: Leslie Cohen, Esq.
LESLIE COHEN LAW, PC
In re Florist Atlanta, Inc.
Bankr. N.D. Ga. Case No. 24-51980
Chapter 11 Petition filed February 26, 2024
See
https://www.pacermonitor.com/view/FSBEUNI/Florist_Atlanta_Inc__ganbke-24-51980__0001.0.pdf?mcid=tGE4TAMA
represented by: William Rountree, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
E-mail: wrountree@rlkglaw.com
In re Warner 26 Inc.
Bankr. E.D.N.Y. Case No. 24-70721
Chapter 11 Petition filed February 26, 2024
See
https://www.pacermonitor.com/view/S2XJFYY/Warner_26_Inc__nyebke-24-70721__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Noble Classic Homes, Inc dba Noble Classic Homes
Bankr. E.D. Tex. Case No. 24-40405
Chapter 11 Petition filed February 26, 2024
See
https://www.pacermonitor.com/view/EEVWPXQ/Noble_Classic_Homes_Inc_dba_Noble__txebke-24-40405__0001.0.pdf?mcid=tGE4TAMA
represented by: Daniel C. Durand III, Esq.
DURAND & ASSOCIATES, PC
E-mail: diana@durandlaw.com;
durand@durandlaw.com
In re AZAP Welding & Construction, LLC
Bankr. N.D. Tex. Case No. 24-30520
Chapter 11 Petition filed February 26, 2024
See
https://www.pacermonitor.com/view/6NMSB3A/AZAP_Welding__Construction_LLC__txnbke-24-30520__0001.0.pdf?mcid=tGE4TAMA
represented by: Connor Nash, Esq.
JAMES S. BELL, PC
E-mail: connor@jamesbellpc.com
In re Charles Yeh
Bankr. E.D. Va. Case No. 24-10332
Chapter 11 Petition filed February 26, 2024
represented by: Elizabeth Douglass, Esq.
*********
Monday's edition of the TCR delivers a list of indicative prices
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