/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240513.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, May 13, 2024, Vol. 28, No. 133 Headlines 13111 WESTHEIMER: Bid to Use Cash Collateral Denied 1777 HOMES: Taps Northgate Real Estate Group as Real Estate Broker 2TG LLC: Seeks Cash Collateral Access 36 WEST 11TH STREET: Hires Davidoff Hutcher & Citron as Counsel 4221-ASSOCIATES: Gets OK to Tap Michael W. Carmel as Legal Counsel ACCELERATED HEALTH: $875MM Bank Debt Trades at 18% Discount ACK FAMILY: Property Sale Proceeds to Fund Plan ACORDA THERAPEUTICS: $20MM DIP Loan From GLAS Has Final OK ADMIRABLE HAVENS: Hires Rountree Leitman Klein as Counsel ALTERYX INC: S&P Withdraws 'B-' Issuer Credit Rating AMERICAN CANNABIS: Hudgens CPA Raises Going Concern Doubt ANASTASIA PARENT: $650MM Bank Debt Trades at 31% Discount ANCHORED CARE: Seeks Cash Collateral Access Thru May 25 APPGATE INC: May 15 Deadline Set for Panel Questionnaires APPLIED PEDIATRICS: Hires Jones & Walden LLC as Counsel ARTIFICIAL INTELLIGENCE: Offers Sales Guidance for RAD-R Subsidiary ASTRA ACQUISITION: $500MM Bank Debt Trades at 74% Discount ATLAS LITHIUM: Dismisses BF Borgers Amid Scandal ATLAS PURCHASER: $86MM Bank Debt Trades at 68% Discount ATRIX TRUCKING: Court OKs Cash Collateral Access on Final Basis BALDWIN INSURANCE: S&P Rates New $500MM Senior Secured Notes 'B-' BARNES & NOBLE: Sets May 14 Record Date for Rights Offering BAUSCH HEALTH: Net Loss Narrows to $77MM in 2024 First Quarter BEAVER DEVELOPMENT: Seeks to Hire Shimanek Law as Legal Counsel BETTER THERAPEUTICS: Hercules Capital Marks $10MM Loan at 52% Off BIRD GLOBAL: Amends Tort Claims Pay Details BLITZ TRANSIT: Seeks to Tap Krigel Nugent + Moore as Legal Counsel BNB BATTERY: Seeks to Hire Jones & Walden LLC as Counsel BRIDGE DIAGNOSTICS: Hires Marshack Hays Wood as Bankruptcy Counsel BRIDGE DIAGNOSTICS: Seeks Approval to Hire Edward Bidanset as CRO CARESTREAM DENTAL: $160MM Bank Debt Trades at 85% Discount CASA SYSTEMS: Closes Sale of Cloud/RAN Assets to Lumine CASTLE US HOLDING: $1.20BB Bank Debt Trades at 32% Discount CATHETER PRECISION: Reports $2.7 Million Net Loss in Q1 2024 CBC SUBCO: Affiliate Gets OK to Hire J.S. Held as Valuation Expert CENERGY LLC: Seeks Continued Cash Collateral Access CHARLES & COLVARD: Jewelry Maker Has Going Concern Doubt CHEMICAL EXCHANGE: Plan Exclusivity Period Extended to June 14 CHENIERE ENERGY: Reports $839 Million Net Income in Q1 2024 CHROMADEX CORP: Recurring Losses Raise Going Concern Doubt CINEMARK HOLDINGS: Concludes Redemption of 8.750% Notes Due 2025 CINEMARK HOLDINGS: Reports $25.3MM Net Income in Q1 2024 CITY TRUST: Seeks to Hire Sagre Law Firm as Bankruptcy Counsel CLINE DESIGN: Plan Exclusivity Period Extended to July 8 CLS ELECT: Gets OK to Tap Ellett Law Offices as Bankruptcy Counsel CLS ELECTRIC: Court OKs Interim Cash Collateral Access COBRA ACQUISITIONCO: S&P Rates New $175MM Sr Unsecured Notes 'CCC' COBRA HOLDINGS: $205MM Bank Debt Trades at 16% Discount COMMUNITY HEALTH: Reports $6 Million Net Loss in Q1 2024 COMTECH TELECOM: Committee OKs Executive Retention Bonuses CONNECT FIT: Wins Cash Collateral Access Thru May 23 CRATE HOLDINGS: Unsecureds Will Get 45% of Claims over 3 Years CREDIT LENDING: Wins Cash Collateral Access Thru June 24 CSC HOLDINGS: $2.50BB Bank Debt Trades at 17% Discount DATO A/C: Seeks Cash Collateral Access DEL MONTE: $725MM Bank Debt Trades at 21% Discount DEL MONTE: Great Elm Capital Marks $2.8MM Loan at 16% DIOCESE OF NEW ORLEANS: Hires Talbot, Connick as Special Counsel DISTRICT 9 BREWING: Gets OK to Tap Essex Richards as Legal Counsel DIXON HOLDINGS: Court OKs Cash Collateral Access Thru July 11 DUSOBOX CORP: Hires Praeclarum NP as Financial Advisor DWJC HOLDINGS: Files Emergency Bid to Use Cash Collateral E&E INVESTMENT: Seeks to Tap Richard B. Rosenblatt as Legal Counsel ECI PHARMACEUTICALS: Files Emergency Bid to Use Cash Collateral EIGEN TECHNOLOGIES: Hercules Capital Marks $3.8MM Loan at 20% Off ELEVATE TEXTILES: $250MM Bank Debt Trades at 34% Discount EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 24% Discount ENVIVA INC: Court OKs $500MM DIP Loan from Acquiom and Seaport EXACTECH INC: $235MM Bank Debt Trades at 58% Discount EYECARE PARTNERS: $750MM Bank Debt Trades at 48% Discount FAITH USA: Hires Ursula Heidi Ferreira as Bookkeeper FAST FLOW: Court OKs Cash Collateral Access Thru May 26 FAXON ENTERPRISES: Hires Mcginnis Lochridge LLP as Co-Counsel FINTHRIVE SOFTWARE: $1.44BB Bank Debt Trades at 20% Discount FLINT GROUP: EUR170.4MM Bank Debt Trades at 18% Discount FORTRESS INTERMEDIATE 3: S&P Assigns 'B' ICR, Outlook Stable FOUNDEVER WORLDWIDE: $1.40BB Bank Debt Trades at 29% Discount FRANCHISE GROUP: $1BB Bank Debt Trades at 15% Discount FRANCHISE GROUP: $300MM Bank Debt Trades at 16% Discount GEORGIAN BACKYARD: Plan Exclusivity Period Extended to August 20 GOTO GROUP: $958.9MM Bank Debt Trades at 27% Discount GQ NCF: Files Emergency Bid to Use Cash Collateral GRAFTECH GLOBAL: Great Elm Capital Marks $1MM Loan at 26% GREENPOWER MOTOR: Financial Strain Raises Going Concern Doubt GULTON INC: Seeks Cash Collateral Access H2 BEVERAGES: Seeks to Hire Tittle Law Group as Bankruptcy Counsel HARRIS HAULING: Hires J.M. Cook P.A. as Legal Counsel HCIC HOLDINGS: Hires Corso & Company as Accountant HESS MIDSTREAM: S&P Rates New $500MM Senior Unsecured Debt 'BB+' HIGHLANDS GROUP: Hires Steidl and Steinberg, P.C. as Counsel HOLLYWOOD LOFTS: Seeks to Hire Bush Kornfeld as Bankruptcy Counsel IM CANNABIS: Financial Strain Raises Going Concern Doubt INNOVATIVE CHEMICAL: S&P Downgrades ICR to 'CCC', Outlook Negative J CABELAS: Hires Campbell Law Firm P.A. as Counsel J FRANKLIN: Hires Campbell Law Firm, P.A. as Counsel JANONE INC: Raises $300,000 in Shares Sale JOHNSTONE SUPPLY: S&P Assigns 'B' ICR, Outlook Stable JUNE ME: Seeks to Hire Abassi Law Corporation as Counsel KITTYDOG INC: Seeks to Hire Branson Law as Bankruptcy Counsel KNIGHT HEALTH: $450MM Bank Debt Trades at 54% Discount LANCASTER TRENCHING: Seeks to Hire Cooper Norman as Accountant LIFEBACK LAW FIRM: Wins Interim Cash Collateral Access LL FLOORING: Raises Going Concern Doubt, Sees Covenant Breach LOGANSPORT MACHINE: Creditors to Get Proceeds From Liquidation MAD ENGINE: $275MM Bank Debt Trades at 23% Discount MAD ENGINE: Great Elm Capital Marks $2.8MM Loan at 27% MAD PRODUCT: Wins Interim Cash Collateral Access MAGENTA BUYER: $3.18BB Bank Debt Trades at 45% Discount MAGENTA BUYER: Fidus Investment Marks $7.2MM Loan at 30% Off MATHESON FLIGHT: Seeks Approval to Hire Ritchie Bros. as Auctioneer MATRIX PARENT: $160MM Bank Debt Trades at 66% Discount MBIA INC: Names Shengying Yu as Controller MEGA MATRIX: Accumulated Losses Raise Going Concern Doubt MESOBLAST LTD: Activity Report for Quarter Ended March 31 METRO COURIER: Seeks to Tap Koch Siedhoff Hand & Dunn as Accountant MEXICAN MANUFACTURERS: Hires Miranda & Maldonado as Legal Counsel MILLENKAMP CATTLE: Seeks to Hire Schuil Ag Real Estate as Broker MKS REAL ESTATE: Unsecureds Owed $682K to Get 100% over 60 Months MOMEX DINING: Court OKs Access to SBA's Cash Collateral NABORS INDUSTRIES: Incurs $34.3 Million Net Loss in 2024 Q1 NJR INVESTMENTS: Hires Meyer Law Group LLP as Bankruptcy Counsel NUMBER HOLDINGS: Stradley Ronon Advises Harco National & Gessner OFFICE PROPERTIES: Offers to Swap $1.7BB in Unsecured Notes OFFICE PROPERTIES: Reports $5.2 Million Net Loss in Q1 2024 ONEMAIN FINANCE: S&P Rates New $500MM Senior Unsecured Notes 'BB' OPEN TEXT: S&P Alters Outlook to Stable, Affirms 'BB+' ICR OUTFRONT MEDIA: Reports $27.2 Million Net Loss in Q1 2024 OUTFRONT MEDIA: Reports First Quarter 2024 Results OWEN CONTINENTAL: Seeks Cash Collateral Access PHILMAR STUDIOS: Hires Leech Tishman Fuscaldo & Lampl as Counsel POLERAX USA: Hires Law Offices of Michael Jay Berger as Counsel PROSOMNUS INC: Kilpatrick & Morris Advise Ad Hoc Crossover Group PROSOMNUS INC: May 17 Deadline Set for Panel Questionnaires QUEST PATENT: Accounting Error Prompts 2023 Financial Restatement QUEST SOFTWARE: Fidus Investment Marks $20MM Loan at 25% Off QURATE RETAIL: Chairman to Present at MoffettNathanson Confab RADIATE HOLDCO: $3.42BB Bank Debt Trades at 22% Discount REDDI RENTS THREE: Seeks Cash Collateral Access Thru June 15 REDSTONE HOLDCO 2: $1.11BB Bank Debt Trades at 17% Discount RITE AID: $425MM Bank Debt Trades at 41% Discount RIVERBED TECHNOLOGY: $375MM Bank Debt Trades at 39% Discount ROCKIN A ELECTRIC: Seeks to Hire Darby Law Practice as Counsel RUNNER BUYER: $500MM Bank Debt Trades at 41% Discount RV SALES: Unsecureds to Get $5K per Month for 48 Months RYDERS PUBLIC: Court OKs Interim Cash Collateral Access SAFE & GREEN: M&K CPAS Raises Going Concern Doubt SCHULTE INC: Court OKs Interim Cash Collateral Access SDPBC ACQUISITION: Property Sale Proceeds to Fund Plan SEATTLE SOLUTIONS: Creditors to Get Proceeds From Liquidation SHARKFIN REAL: Wins Cash Collateral Access Thru May 20 SINCLAIR TELEVISION: $750MM Bank Debt Trades at 25% Discount SKC PROPERTIES: Seeks Cash Collateral Access Thru Dec 2024 SMOKECRAFT CLARENDON: Seeks to Tap VerStandig as Bankruptcy Counsel SPD II MAKAIWA: Fine-Tunes Plan Documents STALWART PLASTICS: Court OKs Cash Collateral Access on Final Basis STICKY'S HOLDINGS: Seeks to Hire Kurtzman as Administrative Advisor STICKY'S HOLDINGS: Taps Pashman Stein Walder Hayden as Counsel SVB FINANCIAL: Davis Polk Represents Senior Noteholders TIPPETT STUDIO: Seeks Cash Collateral Access TJC SPARTECH: $345MM Bank Debt Trades at 20% Discount TLC TRAVEL STAFF: Add'tl $500,000 Loan from Gulf Coast OK'd TRANSCENDIA HOLDINGS: $295MM Bank Debt Trades at 50% Discount TRILLION ENERGY: MNP Raises Going Concern Doubt TRIUMPH GROUP: Amends Cooperation Deal with Vision One TROJAN EV: Wins Interim Cash Collateral Access TWO RIVERS: Hires Corso & Company as Accountant ULTIMATE JETCHARTERS: Court OKs Deal on Cash Collateral Access VALCOUR PACKAGING: $160MM Bank Debt Trades at 61% Discount WEISS MULTI-STRATEGY: Seeks to Hire Omni as Claims & Noticing Agent WELLPATH HOLDINGS: $500MM Bank Debt Trades at 27% Discount WEST DEPTFORD: $445MM Bank Debt Trades at 13% Discount WEWORK INC: Plan Exclusivity Period Extended to July 3 WILSON BUILDING: Hires Koch Siedhoff Hand & Dunn as Accountant WYNN RESORTS: All Four Proposals Approved at Annual Meeting X4 PHARMACEUTICALS: Financial Woes Raise Going Concern Doubt XPLORE INC/CA: $200MM Bank Debt Trades at 92% Discount [^] BOND PRICING: For the Week from May 6 to 10, 2024 ********* 13111 WESTHEIMER: Bid to Use Cash Collateral Denied --------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, denied the motion to use cash collateral filed by 13111 Westheimer, LLC for the reasons stated on the record. As previously reported by the Troubled Company Reporter, Stellar Bank, Gelt Financial, LLC, and Bottomline Partners, LLC assert an interest in the Debtor's cash collateral. A copy of the order is available at https://urlcurt.com/u?l=QZWcAl from PacerMonitor.com. About 13111 Westheimer, LLC 13111 Westheimer, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-34448) on November 9, 2023. In the petition signed by Nik Lavrinoff, managing member of End Litigation Advisors, LLC, disclosed up to $10 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. Susan Tran Adams, Esq., at Tran Singh, LLP, represents the Debtor as legal counsel. 1777 HOMES: Taps Northgate Real Estate Group as Real Estate Broker ------------------------------------------------------------------ 1777 Homes, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Northgate Real Estate Group as real estate broker. The Debtor requires a broker to assist in the marketing and sale of its real property located at 1777 Nostrand Avenue, Brooklyn, New York. Northgate shall be paid a commission of 4 percent of the gross purchase price at closing based upon a buyer's premium, except as follows: (i) if the Stalking Horse Bidder is the successful buyer, Northgate shall be paid 1 percent of the initial Stalking Horse bid and 4 percent of any overbid; (ii) if a third party, other than the Lender, is the successful bidder on the property, Northgate shall share its commission with any co-broker on a 50-50 basis; and (iii) if the lender is the successful bidder on the property based upon a credit bid, Northgate shall be paid a 1 percent commission by the lender based upon the first $1.25 million and three quarters of one percent of the gross purchase price thereafter. Greg Corbin, a real estate agent at Northgate Real Estate Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Greg Corbin Northgate Real Estate Group 433 5th Ave., 4th Floor New York, NY 10016 Telephone: (212) 419-9103 About 1777 Homes 1777 Homes is the owner of certain development property acquired in 2018 located at 1777 Nostrand Avenue, Brooklyn, NY. The Property is substantially built and requires an additional $400,000 in financing to obtain certificates of occupancy and commencing marketing the units for leasing. 1777 Homes LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-42367) on July 5, 2023. The petition was signed by Yoel Perl as managing member. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Jil Mazer-Marino presides over the case. Kevin J. Nash, Esq. at Goldberg Weprin Finkel Goldstein LLP represents the Debtor as counsel. 2TG LLC: Seeks Cash Collateral Access ------------------------------------- 2TG LLC dba the True Gem asks the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, for authority to use cash collateral in accordance with the budget, with a 5% variance. The Debtor depends on the use of cash collateral for materials, payroll and general operating expenses. Revenue is generated through the Debtor's jewelry retail and manufacturing business. U.S. Small Business Administration, Parkside Funding Group, Middesk, Inc., JPMorgan Chase Bank, C T Corporation - Unknown Creditor, Parkside Funding Group, Alpine Advance 5 LLC, and Ocean Funding Corporation assert an interest in the Debtor's cash collateral. The loans are secured by current and future accounts receivables, various pieces of inventory and equipment at Debtors’ businesses, pursuant to the filed UCC liens that have been filed. The Debtor produces revenue from its restaurant business and would use such revenue to pay the budgeted expenses. Moreover, such revenue will be deposited by Debtor in its DIP operating account pending entry of an order allowing use of cash collateral or consent by lien holders. A copy of the motion is available at https://urlcurt.com/u?l=e8bvHa from PacerMonitor.com. About 2TG LLC 2TG LLC dba The True Gem is a Dallas TX based jewelry brand specializing in custom jewelry design and in-house manufacturing. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-31334) on May 6, 2024. In the petition signed by Andres Ramirez, partner, the Debtor disclosed $1,228,653 in total assets and $2,836,900 in total debts. Judge Michelle V. Larson oversees the case. Robert C Lane, Esq., at the Lane Law Firm, represents the Debtor as legal counsel. 36 WEST 11TH STREET: Hires Davidoff Hutcher & Citron as Counsel --------------------------------------------------------------- 36 West 11th Street BH, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Davidoff Hutcher & Citron LLP as counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its property and affairs; (b) negotiate with the Debtor's creditors and work out a plan of reorganization and take the necessary legal steps in order to effectuate such a plan; (c) prepare legal papers; (d) appear before the Bankruptcy Court to protect the interest of the Debtor and to represent it in all matters pending before the court; (e) attend meetings and negotiate with representatives of creditors and other parties in interest; (f) advise the Debtor in connection with any potential refinancing of secured debt and any potential sale of the business; (g) represent the Debtor in connection with obtaining post-petition financing; (h) take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; and (i) perform all other legal services for the Debtor which may be necessary for the preservation of its estate and to promote its best interests, its creditors, and the estate. The hourly rates of the firm's attorneys and staff are as follows: Attorneys $475 - $825 Paraprofessionals $195 - $275 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, on behalf of the Debtor, Saw Mill Road Partners, LLC, a third party, paid the firm a retainer of $21,750 for services to be rendered in the Chapter 11 case. Jonathan Pasternak, Esq., an attorney at Davidoff Hutcher & Citron, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jonathan S. Pasternak, Esq. Davidoff Hutcher & Citron LLP 120 Bloomingdale Road, Suite 100 White Plains, NY 10605 Telephone: (914) 381-7400 Email: jsp@dhclegal.com About 36 West 11th Street BH 36 West 11th Street BH, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10650) on Apr. 16, 2024. In the petition signed by David Goldwasser, manager, the Debtor disclosed $8,000,000 in assets and $10,052,294 in liabilities. Judge Lisa G. Beckerman oversees the case. Jonathan S. Pasternak, Esq., at Davidoff Hutcher & Citron LLP serves as the Debtor's counsel. 4221-ASSOCIATES: Gets OK to Tap Michael W. Carmel as Legal Counsel ------------------------------------------------------------------ 4221-Associates, AZ, LLC received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Michael W. Carmel, Ltd. as its counsel. The firm will render these services; (a) advise the Debtor with respect to its powers and duties in these proceedings; (b) prepare legal papers; and (c) perform all other legal services for the Debtor which may be necessary herein. The hourly rates of Michael Carmel, Esq., and paralegals are $700 and $250, respectively. Michael Carmel, Esq., the firm's owner, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reach through: Michael W. Carmel, Esq. Michael W. Carmel, Ltd. 80 East Columbus Avenue Phoenix, AZ 85012 Telephone: (602) 264-4965 Email: michael@mcarmellaw.com About 4221-Associates AZ 4221-Associates, AZ, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-03211) on April 25, 2024. In the petition signed by David E. Slattery, Sr., manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Brenda K. Martin presides over the case. Michael W. Carmel, Ltd. represents the Debtor as bankruptcy counsel. ACCELERATED HEALTH: $875MM Bank Debt Trades at 18% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Accelerated Health Systems LLC is a borrower were trading in the secondary market around 81.6 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $875 million Term loan facility is scheduled to mature on February 15, 2029. The amount is fully drawn and outstanding. Accelerated Health Systems, LLC provides healthcare services. The Company offers athletic training, physical therapy, occupational therapy, and fitness services to affiliations including high schools, colleges, and many professional sports teams. ACK FAMILY: Property Sale Proceeds to Fund Plan ----------------------------------------------- Ack Family Limited Partnership filed with the U.S. Bankruptcy Court for the Eastern District of California a Disclosure Statement describing Plan of Reorganization dated April 29, 2024. The Debtor filed a Certificate Limited Partnership with the California Secretary of State on November 14, 2005. The Debtor's single asset is a closed funeral home located at 702 B Street, Lodi California. The real property is located on an approximate 1/3rd acre parcel with an 8800 square foot building including 125 seat chapel, an upstairs three-bedroom one bath apartment, office space, on site embalming room, garage space for four vehicles, zoning for a crematorium and free parking across the street for more than 100 vehicles. The property has been non-operational, and no rents have been collected for more than three years. It was marketed for some time prior to the bankruptcy filing. The real property is currently being marketed for $1,295,000. No rents or other income is currently being generated. Ongoing expenses have been paid through advances by the partners. Class 3 consists of General Unsecured Claims. The allowed general unsecured claims will be paid upon the sale of the real property. No general unsecured claims have been identified. This Class is impaired. The property of the estate shall revest to the Debtor upon the Plan Effective Date. The Plan contemplates the prompt and effective marketing of the single real property asset of the estate. A full-text copy of the Disclosure Statement dated April 29, 2024 is available at https://urlcurt.com/u?l=HTHZZP from PacerMonitor.com at no charge. Attorney for the Debtor: Stephen Reynolds, Esq. Reynolds Law Corporation 424 Second Street, Suite A Davis, CA 95616 Tel: (530) 297-5030 Fax: (530) 297-5077 Email: sreynolds@lr-law.net About Ack Family Limited Ack Family Limited is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Ack Family Limited filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-20758) on February 28, 2024. In the petition signed by Chun-Mei Dodge as general partner, the Debtor estimated $500,000 to $1 million in liabilities. Judge Christopher M Klein presides over the case. Stephen Reynolds, Esq., at REYNOLDS LAW CORPORATION, is the Debtor's counsel. ACORDA THERAPEUTICS: $20MM DIP Loan From GLAS Has Final OK ---------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Acorda Therapeutics, Inc. to use cash collateral and obtain postpetition financing, on a final basis, in accordance with the budget. The Debtor is permitted to obtain a senior secured priming and superpriority postpetition financing, consisting of a term loan facility for up to $20 million from a consortium of lenders, GLAS Americans LLC as collateral agent and GLAS USA LLC, as the administrative agent. The Debtor requires financing: (A) fund, among other things, to consummate the sale transactions contemplated by a Restructuring Support Agreement, ongoing working capital, general corporate expenditures and other financing needs of the Debtors, (B) subject to entry of a Final Order, convert $40 million of the outstanding principal amount of the Prepetition Secured Obligations to DIP Obligations under the DIP Loan Documents, (C) pay adequate protection amounts to the Prepetition Secured Parties, (D) pay transaction fees and other costs and expenses of administration of the Cases, and (E) pay fees and expenses (including reasonable attorneys' fees and expenses) and interest owed to the DIP Secured Parties under the DIP Loan Documents and the Interim Order. Pursuant to the Indenture dated December 23, 2019 among (a) Acorda, as issuer, (b) the guarantors party thereto from time to time, and (c) Wilmington Trust, National Association, as trustee and collateral agent, Acorda issued 6.00% Convertible Senior Secured Notes due 2024. As of the Petition Date, the Debtors owed Prepetition Secured Parties an aggregate principal amount of not less than $207 million. The Debtors have an immediate need to obtain the DIP Facility and use cash collateral to, among other things, permit the orderly continuation of the operation of their businesses, to maintain business relationships with vendors, suppliers, and customers, to make payroll, to make capital expenditures, to satisfy other working capital and operational needs, to complete the Debtors' marketing and sale process and to otherwise preserve the value of the Debtors' estates. As adequate protection, the Prepetition Agent, for the benefit of all the Prepetition Secured Parties, is granted replacement Liens upon all of the DIP Collateral. To the extent of Diminution in Prepetition Notes Collateral Value, the Prepetition Agent, for the benefit of the Prepetition Secured Parties, is further granted allowed superpriority administrative claims, pursuant to 11 U.S.C. section 507(b), with priority over all administrative expense claims and priority and other unsecured claims against the Debtors or their estates. The following constitute a termination event under the Final Order and the DIP Loan Documents unless waived in writing by each of the DIP Agent and the requisite Prepetition Secured Parties: (a) The Debtors' failure to timely and strictly comply with any of the obligations and deadlines; (b) The occurrence of an "Event of Default" under the DIP Credit Agreement, as set forth therein (other than, for the avoidance of doubt, with respect to the Sale/Chapter 11 Milestones), subject to a three day cure period (if such failure is capable of being cured); (c) Any other material breach, default or other violation by any of the Debtors of the terms and provisions of the Final Order. The Sale milestones are: 1. As of 11:59 p.m. prevailing Eastern Time on May 8, 2024, the Debtors have filed the Disclosure Statement and the Plan; 2. As of 11:59 p.m. prevailing Eastern Time on June 3, 2024, the Debtors have commenced the Auction, if applicable (as defined in the Bidding Procedures); 3. As of 11:59 p.m. prevailing Eastern Time on June 11, 2024, the Sale Order has been entered by the Bankruptcy Court approving the sale of the Acquired Assets, provided that if there is no overbid for the Acquired Assets, then then the Sale Order must be entered on June 3, 2024; 4. As of 11:59 p.m. prevailing Eastern Time on June 7, 2024, the Bankruptcy Court has entered the Disclosure Statement Order; 5. As promptly as practicable following June 24, 2024 and in no event later than the Outside Date, the Debtors must have consummated the sale of Acquired Assets; 6. As of the 11:59 p.m. prevailing Eastern Time on July 22, 2024, the Bankruptcy Court has entered the Confirmation Order; and 7. As of the 11:59 p.m. prevailing Eastern Time on Tuesday August 6, 2024, the Plan Effective Date has occurred. A copy of the order is available at https://urlcurt.com/u?l=jQpsYS from PacerMonitor.com. About Acorda Therapeutics Acorda is a biopharmaceutical company that has developed breakthrough products, therapies, and biotechnology to restore function and improve the lives of people with neurological disorders. INBRIJA is approved for intermittent treatment of OFF episodes in adults with Parkinson's disease treated with carbidopa/levodopa. Acorda Therapeutics Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22284) on April 1, 2024. In the petition signed by Michael A. Gesser, as chief financial officer, the Debtor disclosed total assets as of Dec. 31, 2023, of $108,525,000 and total debt as of Dec. 31, 2023, of $266,204,000. The Honorable Bankruptcy Judge David S. Jones handles the case. Acorda is being advised by Baker McKenzie as legal counsel, Ernst & Young as financial advisor, and Ducera Partners and Leerink Partners as the investment bankers. Kroll Restructuring Administration is the claims agent. Merz is being advised by Freshfields Bruckhaus Deringer US LLP as legal counsel, Morgan Stanley as investment banker, and Deloitte as financial and tax advisors. Senior Convertible Noteholders are being advised by King & Spalding as legal counsel and Perella Weinberg Partners as investment banker. ADMIRABLE HAVENS: Hires Rountree Leitman Klein as Counsel --------------------------------------------------------- Admirable Havens, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree, Leitman, Klein & Geer, LLC as counsel. The firm's services include: a. giving the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the management of its property; b. preparing on behalf of the Debtor as Debtor-in-Possession necessary schedules, applications, motions, answers, orders, reports and other legal matters; c. assisting in examination of the claims of creditors; d. assisting with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and e. Performing all other legal services for the Debtor as Debtor-in-Possession that may be necessary herein. The firm will be paid at these rates: William A. Rountree $595 per hour Will B. Geer $595 per hour Michael Bargar $535 per hour Hal Leitman $425 per hour William Matthews $425 per hour David S. Klein $495 per hour Alexandra Dishun $425 per hour Elizabeth Childers $395 per hour Ceci Christy $425 per hour Caitlyn Powers $375 per hour Shawn Eisenberg $300 per hour Paralegals: Sharon M. Wenger $225 per hour Elizabeth Miller $250 per hour Megan Winokur $175 per hour Catherine Smith $150 per hour Law Clerk $175 per hour The firm received pre-petition retainer of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Will B. Geer, Esq., a partner at Rountree, Leitman, Klein & Geer, LLC., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Will B. Geer Rountree, Leitman, Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (678) 587 8740 Email: wgeer@rlkglaw.com About Admirable Havens, LLC Admirable Havens, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-10446) on April 1, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Judge Paul Baisier oversees the case. William A. Rountree at Rountree Leitman Klein & Geer, LLC represents the Debtor as legal counsel. ALTERYX INC: S&P Withdraws 'B-' Issuer Credit Rating ---------------------------------------------------- S&P Global Ratings all of its ratings on Alteryx Inc., including its 'B-' issuer credit rating and 'B-' issue-level rating on its unsecured notes, at the issuer's request. At the time of the withdrawal, S&P's outlook on the company was stable. AMERICAN CANNABIS: Hudgens CPA Raises Going Concern Doubt --------------------------------------------------------- Houston, Texas-based Hudgens CPA, PLLC, expressed substantial doubt about American Cannabis Company, Inc.'s ability to continue as a going concern. Hudgens CPA, the Company's auditor since 2022, issued a "going concern" qualification in its report dated May 8, 2024, attached to American Cannabis' Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, stating that the Company has a working capital deficit, has generated net losses since its inception, and further losses are anticipated. "The Company requires additional funds to meet its obligations and the costs of its operations. These factors raise substantial doubt about its ability to continue as a going concern," the auditor concluded. "During 2023, we continued to focus on growing our revenues," the Company explained. "Accordingly, operating expenditures may exceed the revenue we expect to receive for the foreseeable future. We also have a history of operating losses, negative operating cash flows, and negative working capital, and expect these trends to continue into the foreseeable future." "While we believe we have adequate capital resources to complete our near-term operations, there is no guarantee that such capital resources will be sufficient until we reach profitability. We may access capital markets to fund strategic acquisitions or ongoing operations on terms we believe are favorable. The timing and amount of capital that may be raised are dependent on market conditions and the terms and conditions upon which investors would be required to provide such capital. We may utilize debt or sell newly issued equity securities through public or private transactions." "There can be no assurance that we can obtain additional funding on satisfactory terms or at all. In addition, no assurance can be given that any such financing, if obtained, will be adequate to meet our capital needs and support our growth. If additional funding cannot be obtained on a timely basis and on satisfactory terms, our operations would be materially negatively impacted; however, we have successfully accessed capital markets in the past, and we are confident in our ability to access capital markets again if needed." The Company has an accumulated deficit and recurring losses and expects continuing future losses. The Company reported a net loss for the year ended December 31, 2023, of $3,660,416 as compared to $633,192 for the year ended December 31, 2022. Total revenues were $2,476,185 for the year ending December 31, 2023, compared to $18,808,545 for the year ending December 31, 2022. The Company's primary source of operating funds in 2023 and 2022 has been funds generated from proceeds from the sale of common stock and operations. The Company has experienced net losses from operations since its inception. The Company has an accumulated deficit at December 31, 2023, and requires additional financing to fund future operations. The Company's existence depends upon management's ability to develop profitable operations and obtain additional funding sources. There can be no assurance that the Company's financing efforts will result in profitable operations or the resolution of its liquidity problems. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/3pf5uju9 About American Cannabis Colorado Springs, Colo.-based American Cannabis Company, Inc. and its subsidiary is a publicly listed company quoted on the OTC Markets OTCQB Trading Tier under the symbol "AMMJ." It operates a fully integrated business model that features end-to-end solutions for businesses operating in the regulated cannabis industry in states and countries where cannabis is regulated and/or has been decriminalized for medical use and/or legalized for recreational use. As of December 31, 2023, the Company has $2,829,083 in total assets; $2,827,533 in total liabilities; and $1,550 in total shareholders' equity. ANASTASIA PARENT: $650MM Bank Debt Trades at 31% Discount --------------------------------------------------------- Participations in a syndicated loan under which Anastasia Parent LLC is a borrower were trading in the secondary market around 68.8 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $650 million Term loan facility is scheduled to mature on August 11, 2025. The amount is fully drawn and outstanding. Anastasia Parent, LLC is the parent company of Anastasia Beverly Hills, Inc., a prestige cosmetics brand that focuses on eyebrow shaping products. ANCHORED CARE: Seeks Cash Collateral Access Thru May 25 ------------------------------------------------------- Anchored Care Residential Services, LLC asks the U.S. Bankruptcy Court for the Southern District of Indiana, Indianapolis Division, for authority to use cash collateral and provide adequate protection, through May 25, 2024. The Debtor's bank set off on its account and intended to do so a second time for the balance of a credit card. Further, the Debtor was on a payment arrangement with the IRS which it could not continue to meet especially with the setoff. Accordingly, ACRS filed the emergency Chapter 11 proceeding. The Debtor's assets consist of personal property of office equipment and furniture and bank accounts used in the business. The U.S. Small Business Administration may assert and interest in the Debtor's cash collateral. The Debtor is unaware of any other parties that might assert an interest in the Debtor's cash collateral, and the Debtor believes Celtic Bank is in a first lien position in the Debtor's cash collateral. As adequate protection, the Cash Collateral Lenders will be granted replacement liens over cash collateral to the same extent, validity and priority of the Cash Collateral Lenders' prepetition liens is fair, reasonable and necessary under the circumstances. As additional adequate protection to the Cash Collateral Lenders, the Debtor agrees to operate under the weekly budgets which covers the Petition Date through May 25, 2024, as may be modified from time to time upon disclosure and approval of the Court. A copy of the motion is available at https://urlcurt.com/u?l=fQAxPx from PacerMonitor.com. About Anchored Care Residential Services, LLC Anchored Care Residential Services, LLC is a provider of home health care services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-02245) on April 30, 2024. In the petition signed by Delisa Savage, owner/member, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge James M. Carr oversees the case. David Krebs, Esq., at HESTER BAKER KREBS LLC, represents the Debtor as legal counsel. APPGATE INC: May 15 Deadline Set for Panel Questionnaires --------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Appgate, Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/ys8sany2 and return it Linda Casey -- Linda.Casey@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than Wednesday, May 15, 2024 at 4:00 pm. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Appgate Inc Appgate Inc and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Case No. 24-10956) on May 6, 2024, with $100 million to $500 million in assets and $100 million to $500 million liabilities. Rene A. Rodriguez as chief financial officer signed the petition. Hon. Craig T. Goldblatt presides over the cases. The Debtors tapped Kirkland & Ellis LLP as general bankruptcy counsel and Cole Schotz P.C. as co-bankruptcy counsel. Triple P Securities, LLC serves as investment banker to the Debtors; Triple P RTS, LLC serves as financial advisor; and Donlin, Recano & Company, Inc. as noticing and claims agent. APPLIED PEDIATRICS: Hires Jones & Walden LLC as Counsel ------------------------------------------------------- Applied Pediatrics Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Jones & Walden LLC as counsel. The firm will provide these services: a. prepare pleadings and applications; b. conduct of examination; c. advise the Debtor of its rights, duties and obligations as a debtor-in- possession; d. consult and represent the ebtor with respect to a Chapter 11 plan; e. perform legal services incidental and necessary to the day-to-day operations of Debtor's business; f. take any and all other action incident to the proper preservation and administration of Applicant's estate and business. The firm will be paid at these rates: Attorneys $300 to $475 per hour Legal assistants/paralegals $110 to $200 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Cameron M. McCord, Esq., a partner at Jones & Walden LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Cameron M. McCord Jones & Walden LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Telephone:(404) 564-9300 Email: cmccord@joneswalden.com About Applied Pediatrics Inc. Applied Pediatrics Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54094-jwc) on April 23, 2024. In the petition signed by George S. Rosero, chief executive officer, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Cameron M. McCord, Esq., at Jones & Walden, LLC, represents the Debtor as legal counsel. ARTIFICIAL INTELLIGENCE: Offers Sales Guidance for RAD-R Subsidiary ------------------------------------------------------------------- Artificial Intelligence Technology Solutions, Inc., provided further details concerning its newly established subsidiary, Robotic Assistance Devices Residential, Inc. (RAD-R). With the fall production schedule set, the Company is preparing to meet the expected demand of the holiday selling season. This update provides a deeper look into the strategic developments of RAD-R, ensuring its innovative residential security solutions are positioned to make a significant impact in the market. AITX announced the formation of RAD-R on April 3, 2024. RAD-R unveiled RADCam as its initial product offering. This advanced residential security camera system embodies RAD-R's commitment to innovation, designed with the latest in AI-driven capabilities from sister subsidiary, Robotic Assistance Devices, Inc. (RAD). Aimed at tech-savvy homeowners, RADCam seeks to redefine home security by integrating cutting-edge solutions and leveraging state-of-the-art artificial intelligence and machine learning technologies to enhance security, safety, and user experience. In anticipation of the holiday shopping season, the Company is actively negotiating production capacities for its RADCam units. The Company aims to sell up to 20,000 units of this advanced residential security camera with the exact first production number to be released around June. This preparation highlights RAD-R's strategic efforts to capitalize on peak sales opportunities during the shopping season, ensuring that they can adequately supply their innovative product to homeowners looking for state-of-the-art security solutions. Steve Reinharz, CEO and CTO of AITX, stated, "With RADCam, we're not just enhancing home security, we're specifically targeting critical concerns like porch piracy. This growing threat affects countless homeowners annually, and RADCam's advanced AI-driven capabilities are designed to provide an active and effective deterrent. We've spent years developing this type of technology which will now allow for real-time detection, intelligent response, and the deterrent, giving our customers peace of mind and significantly reducing the risk of theft from their doorsteps." According to the 2023 Package Theft Annual Statistics and Trends report from Security.org, porch pirates stole goods valued at $8 billion over the past year, affecting 44 million Americans in the last three months of 2023. With e-commerce business continuing to rise, nearly half of all Americans have experienced package theft at some point. The report highlights the ongoing challenge of package theft, underscoring the need for effective prevention and response strategies, especially as the holiday shopping season approaches. The 2023 Home Security Market Report by SafeHome.org reveals that 39 million U.S. households currently use home security systems, with another 13 million considering installations this year. The market is continually expanding, driven by consumer demand for advanced features like AI-based analytics, detections, and intelligent response in security devices. Reinharz continued, "In addition to our aggressive production targets for RADCam, we are actively staffing RAD-R with the talent and experience needed to compete and win in the B2C marketplace. We expect distribution and channel sales in place sometime in Q3 of this calendar year." Further details about RAD-R's product launch and an update for the pilot program will be shared in the coming weeks, as AITX and RAD-R continue to pave the way for advanced residential security. About Artificial Intelligence Technology Headquartered in Ferndale, Mich., Artificial Intelligence Technology Solutions Inc. provides artificial intelligence-based solutions. Through its next-generation robotic product offerings, AITX's RAD, RAD-M and RAD-G companies help organizations streamline operations, increase ROI, and strengthen business. Deer Park, Illinois-based L J Soldinger Associates, LLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated June 14, 2023, citing that the Company had a net loss of approximately $18 million, an accumulated deficit of approximately $112 million and stockholders' deficit of approximately $32 million as of and for the year ended February 28, 2023, and therefore there is substantial doubt about the ability of the Company to continue as a going concern. ASTRA ACQUISITION: $500MM Bank Debt Trades at 74% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Astra Acquisition Corp is a borrower were trading in the secondary market around 25.7 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $500 million Term loan facility is scheduled to mature on October 25, 2029. The amount is fully drawn and outstanding. Astra Acquisition Corp. is a provider of cloud-based software solutions for higher educational institutions. ATLAS LITHIUM: Dismisses BF Borgers Amid Scandal ------------------------------------------------ Atlas Lithium Corporation disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that Borgers CPA PC was dismissed as the Company's independent registered public accounting firm on May 6, 2024. On May 3, 2024, the SEC entered an order instituting settled administrative and cease-and-desist proceedings against Borgers and its sole audit partner, Benjamin F. Borgers CPA, permanently barring Mr. Borgers and Borgers from appearing or practicing before the Commission as an accountant. As a result of the Order, BF Borgers may no longer serve as Atlas Lithium Corporation's independent registered public accounting firm, nor can BF Borgers issue any audit reports included in Commission filings or provide consents with respect to audit reports. In light of the Order, the Audit Committee of the Company's Board of Directors on May 6, 2024, unanimously approved to dismiss BF Borgers as the Company's independent registered public accounting firm. BF Borgers' reports on the financial statements of the Company as of and for the fiscal years ended December 31, 2023 and December 31, 2022 did not contain any adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. During the fiscal years ended December 31, 2023 and December 31, 2022, and through May 6, 2024 (the date of BF Borgers' dismissal), there were no disagreements with BF Borgers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which if not resolved to BF Borgers' satisfaction would have caused it to make reference thereto in connection with its reports on the financial statements for such year. During the fiscal years ended December 31, 2023, and December 31, 2022, and through May 6, 2024, there were no events of the type described in Item 304(a)(1)(v) of Regulation S-K. In the May 3, 2024 "Staff Statement on the Issuer Disclosure and Reporting Obligations in Light of Rule 102(e) Order Against BF Borgers CPA PC," the Commission advised registrants that they may indicate in their Commission filing that their prior auditor is no longer permitted to appear or practice before the Commission, in lieu of including a letter from BF Borgers stating whether it agrees with the Company's disclosures under Item 304 of Regulation S-K. "In light of the Order and the staff statement, we are not requesting BF Borgers to furnish the Company with such letter," the Company said. The Company is in advanced conversation with a Big Four audit firm, and in conversation with other firms, as part of the process of engaging a new independent auditing firm. At such time as a new independent auditing firm is formally chosen, the Company will file a Form 8-K disclosing such appointment. About Atlas Lithium Atlas Lithium Corporations, formerly Brazil Minerals, Inc., is a mineral exploration and development company with lithium projects and exploration properties in other critical and battery minerals, including nickel, rare earths, graphite, and titanium, to power the increased demand for electrification. The Company's current focus is on developing its hard-rock lithium project located in Minas Gerais State in Brazil at a well-known, premier pegmatitic district in Brazil. The Company intends to produce and sell lithium concentrate, a key ingredient for the global battery supply chain. Atlas Lithium has been in the red for about decade now. The Company reported a net loss of $42.63 million in 2023; a net loss of $5.66 million in 2022; a net loss of $4.03 million in 2021; a net loss of $1.55 million in 2020; a net loss of $2.08 million in 2019; a net loss of $1.85 million in 2018; a net loss of $1.89 million in 2017; a net loss of $1.74 million in 2016; and a net loss of $1.88 million in 2015. As of Dec. 31, 2023, the Company had $43.68 million in total assets, $34.37 million in total liabilities, and $9.31 million in total stockholders' equity. Atlas Lithium stated in its Quarterly Report for the period ended Sept. 30, 2023, that its future short- and long-term capital requirements will depend on several factors, including but not limited to, the rate of the Company's growth, the Company's ability to identify areas for mineral exploration and the economic potential of such areas, the exploration and other drilling campaigns needed to verify and expand the Company's mineral resources, the types of processing facilities the Company would need to install to obtain commercial-ready products, and the ability to attract talent to manage the Company's different business activities. To the extent that its current resources are insufficient to satisfy its cash requirements, the Company may need to seek additional equity or debt financing. If the needed financing is not available, or if the terms of financing are less desirable than it expects, it may be forced to scale back its existing operations and growth plans, which could have an adverse impact on its business and financial prospects and could raise substantial doubt about its ability to continue as a going concern. ATLAS PURCHASER: $86MM Bank Debt Trades at 68% Discount ------------------------------------------------------- Participations in a syndicated loan under which Atlas Purchaser Inc is a borrower were trading in the secondary market around 32.4 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $86 million Payment in kind Term loan facility is scheduled to mature on May 18, 2028. Atlas Purchaser, Inc., which does business as Alvaria, Inc., acquired the assets of Aspect Software in a leveraged buyout in 2021. Aspect is a provider of call center software and solution. ATRIX TRUCKING: Court OKs Cash Collateral Access on Final Basis --------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida authorized Atrix Trucking Corp. to use the cash collateral of Synovus Bank, the U.S. Small Business Administration, and Energy 122 Trust, on a final basis in accordance with the budget. The court said all prior interim orders granting the Motion (Doc. Nos. 37, 58, 77 and 123) are deemed final. As previously reported by the Troubled Company Reporter, the Debtor is permitted to use cash collateral to pay: (a) the amounts expressly authorized by the Court, including monthly payments to the Subchapter V trustee; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) the additional amounts as may be expressly approved in writing by the Secured Creditors. The creditors that may claim blanket liens against the Debtor's assets are Synovus Bank, U.S. Small Business Administration, and Energy 122 Trust. The Secured Creditors will have perfected post-petition liens against cash collateral to the same extent and with the same validity and priority as their pre-petition liens, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Secured Creditors. A copy of the Court's order is available at https://urlcurt.com/u?l=cH0MjC from PacerMonitor.com. About Atrix Trucking Corp. Atrix Trucking Corp., a company in Maitland, Fla., filed its voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 23-01540) on April 25, 2023, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Charles E. Joseph, president of Atrix Trucking, signed the petition. Judge Grace E. Robson oversees the case. Buddy D. Ford, P.A. serves as the Debtor's legal counsel. BALDWIN INSURANCE: S&P Rates New $500MM Senior Secured Notes 'B-' ----------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating to The Baldwin Insurance Group Inc.'s (formerly known as BRP Group Inc.) proposed $840 million term loan due 2031, its proposed $600 million revolving credit facility due 2029, and its proposed $500 million senior secured notes due 2031. The recovery rating for all of the proposed issues is '3', indicating its expectation of meaningful recovery (50%-70%; rounded estimate: 50%) of principal in the event of default. S&P said, "In this leverage-neutral transaction, we expect Baldwin to use the proceeds from the proposed term loan and notes to refinance its existing $996 million term loan due 2027 and repay borrowings of about $350 million on its current revolver. We expect the company's newly proposed revolver to be undrawn at close. "This transaction also represents Baldwin's first time entering the bond market. We view it as a positive that the company is diversifying its capitalization structure with some fixed debt, and we expect the notes to provide some interest savings in the near term. "Pro forma for this transaction, we estimate S&P Global Ratings-adjusted debt to EBITDA of 7.6x and interest coverage close to 2.0x for the 12 months ended March 31, 2024. Given where the company's leverage and coverage ended 2023 (8.6x and 1.7x, respectively), we believe its credit profile has already meaningfully improved, driven by robust organic growth, EBITDA expansion, lower earnout obligations, and a continuation of its prudent financial policy decisions. "In April, we revised our outlook on the issuer credit rating to positive from stable on expected material deleveraging and favorable performance momentum. Since then, Baldwin's results have remained in line with expectations. Baldwin had peer-leading organic growth of 16% in the first quarter, with strong performance across all three business segments on record new business, favorable retention trends, and modest rate and exposure tailwinds. The company's S&P Global Ratings-adjusted EBITDA margin was 17.1% for the 12 months ended March 31, 2024, representing a substantial 100-basis-point margin expansion from full-year 2023 as Baldwin realizes the benefits of significant prior investments and other cost-saving initiatives." BARNES & NOBLE: Sets May 14 Record Date for Rights Offering ----------------------------------------------------------- Barnes & Noble Education, Inc. disclosed in a From 8-K Report filed with the U.S. Securities and Exchange Commission that it issued a notice of the rights offering record date in accordance with the rules of the New York Stock Exchange. The record date for the previously-announced non-transferable rights offering of Company will be May 14, 2024. Barnes & Noble Education, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission the record date for its previously-announced non-transferable rights offering. The Company stated that the record date is set for May 14, 2024. Additionally, on May 3, 2024, the Company mailed to its stockholders of record as of May 2, 2024, a notice of the rights offering record date in accordance with the rules of the New York Stock Exchange. This Notice is being furnished to the stockholders of the Company to notify stockholders of the Company's common stock, par value $0.01 per share, of a proposed Rights Offering. Subject to the effectiveness of the registration statement related to the Rights Offering under the Securities Act of 1933, as amended, the Company intends to commence a Rights Offering whereby the Company will distribute, at no charge, to stockholders of record as of May 14, 2024 rights to purchase new shares of the Company's Common Stock. Each stockholder as of the Record Date will receive one non-transferrable right for every share of Common Stock owned on the Record Date. Each subscription right entitles the Rights Holder to purchase a number of shares of Common Stock at a subscription price of $0.05 per whole share. The subscription rights may: -- only be exercised for whole numbers of shares; any fractional shares of Common Stock that would be created by an exercise of the subscription rights will be rounded to the nearest whole share. The Company intends to issue a press release with final subscription ratio and timing information and Rights Holders are encouraged to review its future press releases and Form 8-K filings for more information regarding the Rights Offering, including any potential updates regarding the timing of the Rights Offering. -- be exercised at any time during the subscription period, which the Company expects to commence shortly after the Record Date and which it expects to end 16 days after commencement, unless extended by the Company. The Company expects the rights certificates evidencing the subscription rights to be mailed to Rights Holders on the date of commencement of the Rights Offering. All exercises of subscription rights are irrevocable. Rights Holders who fully exercise their subscription rights will be entitled to subscribe for additional shares of Common Stock, at the same subscription price of $0.05 per whole share, that remain unsubscribed as a result of any unexercised subscription rights, up to the number of shares subscribed for and purchased under such Rights Holders' basic subscription right, subject to availability and pro rata allocation among persons exercising their over-subscription right. The subscription rights are evidenced by a rights certificate and are non-transferable. The subscription rights will not be listed for trading on the New York Stock Exchange or any other securities exchange or automated quotation system. The shares of Common Stock issued in the Rights Offering will be listed on the NYSE. About Barnes & Noble Education Basking Ridge, New Jersey-based Barnes & Noble Education, Inc. ("BNED") is one of the largest contract operators of physical and virtual bookstores for college and university campuses and K-12 institutions across the United States. It is one of the largest textbook wholesalers, inventory management hardware and software providers that operates 1,289 physical, virtual, and custom bookstores and serve more than 5.8 million students, delivering essential educational content, tools and general merchandise within dynamic omnichannel retail environment. The Company disclosed in its Quarterly Report on Form 10-Q for the quarterly period ended January 27, 2024, that its losses and projected cash needs, combined with its current liquidity levels and the maturity of its Credit Facility, which becomes due on December 28, 2024, raise substantial doubt about its ability to continue as a going concern. BAUSCH HEALTH: Net Loss Narrows to $77MM in 2024 First Quarter -------------------------------------------------------------- Bausch Health Companies Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $77 million on $2.13 billion of revenues for the three months ended March 31, 2024, compared to a net loss of $209 million on $1.92 billion of revenue for the three months ended March 31, 2023. "We are pleased with our strong start to the year, delivering solid first-quarter performance, and our fourth consecutive quarter of year-over-year growth in revenues and adjusted EBITDA. Furthermore, all our business segments posted year-over-year revenue growth on both a reported and organic basis. I'm very proud of what our team has accomplished and we remain focused on continuing our momentum by advancing our R&D pipeline, strengthening our balance sheet and executing on our commercial strategies to drive global growth," said Thomas J. Appio, Chief Executive Officer, Bausch Health. "We are also pleased with other key developments for our business during the quarter, including the appeal decision in the Norwich matter in respect of Xifaxan, which represents a significant milestone as it relates to achieving the full separation of Bausch + Lomb. "We will continue to focus on the foundation we set across the enterprise to deliver results and improve the health of patients worldwide," continued Mr. Appio. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2t29cbra About Bausch Health Companies Inc. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. As of March 31, 2024, the Company had $26.91 billion in total assets, $27.09 billion in total liabilities, and $174 million in total deficit. * * * In April 22, 2024, S&P Global Ratings raised its issuer credit rating on Bausch Health Cos. Inc. to 'CCC+' from 'CCC'. S&P also raised its issue-level ratings on the senior secured debt to 'B-' from 'CCC+', and its ratings on the second-lien notes and unsecured notes to 'CCC' from 'CCC-'. The negative outlook reflects the risk that Bausch Health could pursue distressed exchanges as it approaches its sizable debt maturities. S&P said, "Our upgrade reflects Bausch Health's recent favorable outcome in the patent challenge to Xifaxan. On April 11, 2024, the U.S. Court of Appeals for the Federal Circuit upheld a previous court decision that bars the Food and Drug Administration from approving the abbreviated new drug application (ANDA) submitted by Alvogen Pharma US Inc. subsidiary Norwich Pharmaceuticals. We view this as significantly credit positive for Bausch because we do not believe there are sufficient candidates in the development pipeline to cover the material loss of Xifaxan sales from a near-term generic launch. Our base-case scenario no longer assumes an at-risk launch of a generic in 2024 or 2025. However, Xifaxan faces other patent challenges that could result in a generic launch ahead of the latest patent expiry in 2029, including a recently submitted ANDA by Amneal. We believe any new ANDA filings would be subject to a 30-month stay and that the earliest possible launch of a generic would be in late 2026. "Furthermore, we believe that this court decision makes the separation of subsidiary Bausch + Lomb Corp. (B+L) more likely. The company appears committed to completing the spin-off as soon as possible, which we view as a credit negative given our expectation for a pro forma increase in leverage and reduction in scale and diversity. We continue to believe Bausch Health could have trouble refinancing its sizable debt maturities as they come due, especially if it completes the spin-off. Management has indicated that Bausch Health will do so once leverage for remaining entities (remainco) hits 6.7x, which we estimate it will reach and sustain during 2024. We expect remainco adjusted leverage to remain high at above 5x through 2027, giving Bausch insufficient flexibility to rebuild its pipeline ahead of Xifaxan's eventual loss of exclusivity. "The decision lowers the likelihood of a below-par debt exchange, but not entirely removed due to distressed trading levels. The longer-dated unsecured notes continue to trade at 40-70 cents on the dollar (yielding 18%-26%), which we view as highly distressed. We think Bausch Health still could look to capture this significant discount ahead of its upcoming maturities, especially if the spin-off is completed. We would likely view any debt repurchases or exchanges on the distressed debt as tantamount to a default." Despite its challenges, the company performed well in 2023. All segments of the consolidated company expanded on a reported and organic basis in the fourth quarter of 2023. Full-year revenue growth was approximately 8%, exceeding the high point of management's previously provided guidance. On a consolidated basis, adjusted debt to EBITDA was 7.5x as of Dec. 31, 2023, up slightly from 7.2x in 2022, driven by B+L's debt-funded acquisition of Xiidra in the third quarter. S&P said, "Excluding B+L, we estimate adjusted debt to EBITDA of approximately 7.6x. In 2024, we expect consolidated debt to EBITDA to decline to 6.5x, driven by the full-year impact of Xiidra and moderate cash accumulation." S&P said, "Our negative outlook reflects the risk of distressed exchanges as Bausch Health approaches sizable debt maturities over the coming years." BEAVER DEVELOPMENT: Seeks to Hire Shimanek Law as Legal Counsel --------------------------------------------------------------- Beaver Development, LLC seeks approval from the U.S. Bankruptcy Court for the District of Montana to employ Shimanek Law PLLC as legal counsel. The firm will provide general counseling and local representation of the Debtor before the Bankruptcy Court in connection with this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Matt Shimanek $300 Other Employees $100 In addition, the firm will seek reimbursement for expenses incurred. The firm holds $2,237 in trust on behalf of the Debtor. Matt Shimanek, Esq., an attorney at Shimanek Law, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matt Shimanek, Esq. Shimanek Law PLLC 317 E. Spruce St. Missoula, MT 59802 Telephone: (406) 544-8049 About Beaver Development Beaver Development, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mont. Case No. 24-20045) on April 15, 2024. In the petition signed by Ronald W. Johnson, president, the Debtor disclosed under $1 million in both assets and liabilities. Judge Benjamin P. Hursh oversees the case. Matt Shimanek, Esq., at Shimanek Law PLLC serves as the Debtor's counsel. BETTER THERAPEUTICS: Hercules Capital Marks $10MM Loan at 52% Off ----------------------------------------------------------------- Hercules Capital, Inc. has marked its $10,838,000 loan extended to Better Therapeutics, Inc. to market at $5,215,000 or 48% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in Hercules Capital's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. Hercules Capital is a participant in a Senior Secured Loan (Prime + 5.70%, Floor rate 8.95%, 5.95% Exit Fee) to Better Therapeutics, Inc. The loan matures in August 2025. Hercules Capital, Inc. is a specialty finance company with a focus on and a goal of providing financing solutions to high-growth, innovative venture capital-backed and institutional-backed companies in a variety of technology, life sciences, and sustainable and renewable technology industries. Hercules is a Maryland corporation formed in December 2003 that began investment operations in September 2004. On February 25, 2016, Hercules changed its name from Hercules Technology Growth Capital, Inc to Hercules Capital, Inc. Hercules Capital's fiscal year ends December 31. Hercules Capital is led by Scott Bluestein, President, CEO, CIO; and Seth H. Meyer, CFO, CAO. The Company can be reached through: Hercules Capital, Inc. 1 North B Street., Suite 2000 San Mateo, CA 94401 Tel: (650) 289-3060 Better Therapeutics, Inc. (NASDAQ: BTTX) a prescription digital therapeutics company, develops a form of cognitive behavioral therapy to address the causes of cardiometabolic diseases. The Company was founded in 2015 and is headquartered in San Francisco, California. BIRD GLOBAL: Amends Tort Claims Pay Details ------------------------------------------- Bird Global, Inc., and its affiliates submitted First Amended Disclosure Statement for the First Amended Joint Chapter 11 Plan of Liquidation dated April 29, 2024. In general, the Plan provides for the appointment of a Liquidating Trustee and the Tort Claims Trustee (solely for purposes of administering the Tort Claims Trust) from and after the Effective Date. The Plan also provides for: (1) the Settling Insurers and the Purchaser to contribute the Insurance Settlement Proceeds to Tort Claims Trust for the benefit of Tort Claimants; (2) the appointment of the Tort Claims Trustee, as well as a Tort Claims Administrator who will administer and analyze, assign relative values to, and allocate Trust Assets to Holders of Tort Claims pursuant to the Tort Claim ADR Procedures. The Debtors believe that the Plan will allow for a prompt resolution of the Debtors' Chapter 11 Cases and will achieve the best possible result for all creditors and holders of interests, including all Holders of General Unsecured Claims and Tort Claims. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim shall receive subject to and in accordance with the Distribution Waterfall (x) 50% of the Talon Proceeds, if any, until the Allowed Senior DIP Deficiency Claim is paid in full, then 100% of any additional Talon Proceeds, plus (y) its Pro Rata share of the proceeds of remaining Liquidating Trust Assets (net of expenses) other than Talon Proceeds. The distributions shall be made on the later of (i) the Effective Date or as soon as practicable thereafter, (ii) the date such General Unsecured Claim becomes Allowed or as soon as practicable thereafter, and (iii) the date such Allowed General Unsecured Claim is payable under applicable nonbankruptcy law; provided, however, that neither the Debtors nor the Liquidating Trustee shall pay any premium, interest or penalty in connection with such Allowed General Unsecured Claim. The allowed unsecured claims total $600,535,813.83. This Class will receive a distribution of 1% or greater depending upon the results of claims reconciliation and monetization of Excluded Assets. Class 6 consists of the Tort Claims. The Plan establishes the Tort Claims Trust for the benefit of Holders of Allowed Tort Claims, which claims are and shall be channeled to the Tort Claims Trust. Each holder of a Tort Claim shall receive, in full satisfaction, settlement, release and discharge of and in exchange for its claim against the Debtors or any of the Released Parties, a Distribution of the Tort Claims Trust Assets by the Tort Claims Trustee, in accordance with the Plan, the Tort Claims Trust Agreement and the Tort Claim ADR Procedures. In no event shall a holder of a Tort Claim be entitled to any other or further recovery from or against any of the Debtors or the Insurance Settlement Released Parties or any of their property or assets. This Class shall receive pro rata portion of $12 Million in Insurance Settlement Proceeds. The Plan is a joint chapter 11 plan for each of the Debtors, with the Plan for each Debtor being non-severable and mutually dependent on the Plan for each other Debtor. In consideration for the classification, Distributions, releases, and other benefits provided under the Plan, on the Effective Date, the provisions of the Plan shall constitute a good-faith compromise and settlement of all Claims, Interests, Causes of Action and controversies resolved pursuant to the Plan. The entry of the Plan Confirmation Order shall constitute the Bankruptcy Court's approval of the compromise or settlement of all such Claims, Interests, Causes of Action and controversies, as well as a finding by the Bankruptcy Court that such compromise or settlement is in the best interests of the Debtors, their Estates and Holders of Claims and Interests is fair, equitable and is within the range of reasonableness. Distributions made to Holders of Allowed Claims are intended to be indefeasible. The Plan will be implemented through receipt of (a) the Plan Cash which shall be used by the Liquidating Trustee to begin the administration of the Plan; (b) the Priority Claims Reserve which shall be used to make Distributions to the holders of Allowed Priority Claims; (c) the remaining Additional DIP Funding; (d) proceeds of the Talon Claim and Excluded Assets which shall be used to make Distributions to the Holders of Allowed Claims in Classes 2, 3, 4, 5 and 7, as provided in the Plan; and (e) proceeds of the Insurance Settlement Agreements which shall be used to fund the Tort Claims Trust for the benefit of Holders of Allowed Claims in Class 6. A full-text copy of the First Amended Disclosure Statement dated April 29, 2024 is available at https://urlcurt.com/u?l=6iN1XU from PacerMonitor.com at no charge. The Debtors' Counsel: Paul Steven Singerman, Esq. Jordi Guso, Esq. Clay B. Roberts, Esq. BERGER SINGERMAN LLP 1450 Brickell Avenue, Ste. 1900 Miami, FL 33131 Tel: (305) 755-9500 Fax: (305) 714-4340 E-mail: singerman@bergersingerman.com jguso@bergersingerman.com croberts@bergersingerman.com About Bird Global Bird Global, Inc., a micro-mobility operator, is an electric vehicle company dedicated to bringing affordable, environmentally friendly transportation solutions such as e-scooters and e-bikes to communities across the world. The company is based in Miami, Fla. Bird Global and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 23-20514) on December 20, 2023. In the petition signed by its chief restructuring officer, Christopher Rankin, Bird Global disclosed up to $500 million in both assets and liabilities. Judge Laurel M. Isicoff oversees the cases. Paul Steven Singerman, Esq., Jordi Guso, Esq., and Clay B. Roberts, Esq., at Berger Singerman LLP, represent the Debtors as legal counsel. Teneo Capital LLC is the Debtors' restructuring advisor. Epiq Corporate Restructuring, LLC serves as notice and claims agent. The Senior DIP Parties and Prepetition First Lien Parties, led by MidCap Financial Trust, are represented by Latham & Watkins LLP (James Ktsanes; John Lister; Hugh Murtagh). Covington & Burling LLP (Ronald A. Hewitt) represents the Junior DIP Agent, U.S. Bank. Venable LLP (Paul J. Battista) advises the Junior DIP Lenders and Participating Second Lien Parties. On January 5, 2024, the U.S. Trustee for Region 21 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Fox Rothschild, LLP as legal counsel and Berkeley Research Group, LLC as financial advisor. BLITZ TRANSIT: Seeks to Tap Krigel Nugent + Moore as Legal Counsel ------------------------------------------------------------------ Blitz Transit, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Krigel Nugent + Moore, PC as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties in the continued management and operation of its business; (b) attend meetings and negotiate with representatives of creditors and other parties in interest; (c) take all necessary action to protect and preserve the estate; (d) prepare legal papers; (e) negotiate and prosecute on the Debtor's behalf all contracts for the sale of assets, plan of reorganization, and all related agreements and/or documents, take any action that is necessary for the Debtor to obtain confirmation of its plan of reorganization; (f) appear before this court and the U.S. Trustee and protect the interests of the Debtor's estate before the court and the U.S. Trustee; and (g) perform all other necessary legal services and provide all other necessary legal advice to the Debtor in connection with this Chapter 11 proceeding. The hourly rates of the firm's counsel and staff are as follows: Sanford P. Krigel $400 Erlene W. Krigel $300 Ivan L. Nugent $300 Jeff Klusmeier $300 Sean Cooper $300 SJ Moore $300 Karen Rosenberg $300 Dana Wilders $300 Lara Pabst $300 Legal Assistants $100 Paralegals $100 In addition, the firm will seek reimbursement for expenses incurred. The firm received a total retainer of $9,238, including the filing fee, from the Debtor. Erlene Krigel, Esq., an attorney at Krigel Nugent + Moore, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Erlene W. Krigel, Esq. Krigel Nugent + Moore, PC 4520 Main Street, Suite 700 Kansas City, MO 64111 Telephone: (816) 756-5800 Facsimile: (816) 756-1999 About Blitz Transit Blitz Transit, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-20503) on Apr. 25, 2024. In the petition signed by Scott T. Lawrence, manager, the Debtor disclosed $472,662 in total assets and $1,060,143 in total liabilities. Erlene W. Krigel, Esq., at Krigel Nugent + Moore, PC represents the Debtor as legal counsel. BNB BATTERY: Seeks to Hire Jones & Walden LLC as Counsel -------------------------------------------------------- BNB Battery LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Jones & Walden LLC as counsel. The firm's services include: a. preparing of pleadings and applications; b. conducting of examination; c. advising the Debtor of its rights, duties and obligations as a debtor-in-possession; d. consulting with the Debtor and representing the Debtor with respect to a Chapter 11 plan; e. performing those legal services incidental and necessary to the day-to-day operations of the Debtor's business, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business legal advice and assistance; and f. taking any and all other action incident to the proper preservation and administration of the Debtor's estate and business. The firm will be paid at these rates: Attorneys $300 to $475 per hour Paralegals and law clerks. $110 to $200 per hour The firm holds a retainer in the amount $23,024.50 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Leslie M. Pineyro, a partner at Jones & Walden LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Leslie M. Pineyro, Esq. Jones & Walden LLC 699 Piedmont Avenue, NE Atlanta, GA 30308 Telephone: (404) 564-9300 Email: lpineyro@joneswalden.com mgensburg@joneswalden.com About BNB Battery LLC BNB Battery LLC is an operator of a bar & restaurant serving in Atlanta, Georgia. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54144) on April 24, 2024. In the petition signed by Soel Tran, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Sage M. Sigler oversees the case. Mark D. Gensburg, Esq., at Jones & Walden, LLC, represents the Debtor as legal counsel. BRIDGE DIAGNOSTICS: Hires Marshack Hays Wood as Bankruptcy Counsel ------------------------------------------------------------------ Bridge Diagnostics, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Marshack Hays Wood, LLP as its bankruptcy counsel. The firm will render these services; (a) advise the chief restructuring officer (CRO) and/or the Debtor of its rights, powers and duties to operate and manage its business and assets; (b) advise the CRO and/or the Debtor concerning, and assisting in the negotiation and documentation of agreements, debt restricting, and related transactions; (c) prepare legal papers; (d) advise the CRO and/or the Debtor concerning, and prepare responses to, applications, motions, pleadings, notices and other papers that may be filed and served in this Chapter 11 case; (e) counsel the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization and related documents; and (f) perform all other legal services for and on behalf of the Debtor that may be necessary or appropriate in the administration of this Chapter 11 case or in the conduct of this bankruptcy case and its business. The hourly rates of the firm's counsel and staff are as follows: Richard A. Marshack, Partner $740 D. Edward Hays, Partner $740 David A. Wood, Partner $610 Laila Masud, Partner $540 Kristine A. Thagard, Of Counsel $650 Matthew W. Grimshaw, Of Counsel $650 Chad V. Haes, Of Counsel $650 Tinho Mang, Associate $500 Bradford A. Barnhardt, Associate $410 Sarah R. Hasselberger, Associate $390 Alina Mamlyuk, Associate $500 Sarah Cate Hays, Associate $500 Devan de los Reyes, Law Clerk $320 Pamela Kraus, Paralegal $340 Chanel Mendoza, Paralegal $340 Layla Buchanan, Paralegal $340 Cynthia Bastida, Paralegal $340 Kathleen Frederick, Paralegal $290 The firm received a retainer in the amount of $40,000 from the Debtor. In addition, the firm will seek reimbursement for expenses incurred. Mr. Wood disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David A. Wood, Esq. Marshack Hays Wood, LLP 870 Roosevelt Irvine, CA 92620 Telephone: (949) 333-7777 Facsimile: (949) 333-7778 Email: dwood@marshackhays.com About Bridge Diagnostics Bridge Diagnostics, LLC is a national healthcare services company providing clinical diagnostic information, clinic workflow solutions, population health management tools, and precision medicine data. Bridge Diagnostics sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10803) on Mar. 29, 2024, listing up to $50 million in both assets and liabilities. Judge Theodor Albert oversees the case. David A. Wood, Esq., at Marshack Hays Wood, LLP represents the Debtor as legal counsel. Edward Bidanset at Cutsheet Express, LLC is its chief restructuring officer. BRIDGE DIAGNOSTICS: Seeks Approval to Hire Edward Bidanset as CRO ----------------------------------------------------------------- Bridge Diagnostics, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Edward Bidanset, a founding partner at Cutsheet Express, LLC, as its chief restructuring officer (CRO). The CRO will render these services; (a) assist in formulating and preparing strategies for the Debtor to administer its assets; (b) assist in advising the Debtor's board of directors regarding bankruptcy strategies and evaluating both business and legal issues which may arise in the course of this bankruptcy case; (c) assist Debtor and its counsel with respect to any negotiations regarding a Chapter 11 Subchapter V plan; (d) assist in the preparation of reports and other administrative responsibilities of the Debtor imposed by either the bankruptcy code, federal rules of bankruptcy procedure, or the office of the United States Trustee; and (e) take such other action and perform such other services as the Debtor may require of the CRO in connection with its Chapter 11 Subchapter V case. Edward Bidanset will be paid at his hourly rate of $350, plus expenses. Pre-petition, the Debtor paid the CRO a retainer of $15,000. Mr. Bidanset disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The CRO can be reached at: Edward Bidanset Cutsheet Express, LLC 16192 COASTAL Hwy., Lewes Sussex, DE 19958 Telephone: (312) 330-0938 Email: edbidanset@outlook.com About Bridge Diagnostics Bridge Diagnostics, LLC is a national healthcare services company providing clinical diagnostic information, clinic workflow solutions, population health management tools, and precision medicine data. Bridge Diagnostics sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10803) on Mar. 29, 2024, listing up to $50 million in both assets and liabilities. Judge Theodor Albert oversees the case. David A. Wood, Esq., at Marshack Hays Wood, LLP represents the Debtor as legal counsel. Edward Bidanset at Cutsheet Express, LLC is its chief restructuring officer. CARESTREAM DENTAL: $160MM Bank Debt Trades at 85% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Carestream Dental Inc is a borrower were trading in the secondary market around 15.4 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $160 million Term loan facility is scheduled to mature on September 1, 2025. The amount is fully drawn and outstanding. Carestream Health, Inc., headquartered in Rochester, New York, is a supplier of imaging and IT systems to the medical and dental communities and to other markets. CASA SYSTEMS: Closes Sale of Cloud/RAN Assets to Lumine ------------------------------------------------------- Casa Systems, Inc. has completed the sale of certain assets to Lumine Group US Holdco Inc. Casa Systems disclosed in Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Bankruptcy Court in Delaware approved an amended purchase agreement with Lumine on April 26 and on April 29, the parties consummated the sale, thereby completing the disposition of the transferred assets and the assumption of the assumed liabilities. The Company and certain of its subsidiaries entered into an asset purchase agreement -- Cloud/RAN APA -- with Lumine on April 2, for the sale and purchase of the Company's cloud-native software portfolio, radio access networks business and related assets. The next day, the Company and certain of its affiliates filed for relief under Chapter 11 of the Bankruptcy Code. Under the Cloud/RAN APA, as amended by the Amendment No. 1 to Asset Purchase Agreement, dated April 25, 2024, among the parties, Lumine agreed, subject to the terms and conditions of the Cloud/RAN APA, as amended, to purchase the Transferred Assets and assume the Assumed Liabilities (each as defined in the Cloud/RAN APA) from the Debtors for $32,250,000. There are no material relationships between the Debtors and Lumine or any of their affiliates, other than in respect of the Cloud/RAN APA, as amended, or the transactions contemplated thereby. A full-text copy of the Amendment No. 1 to Asset Purchase Agreement is available at https://tinyurl.com/4dhzrbsb About Casa Systems Casa Systems, Inc. (Nasdaq: CASA) is a next-gen technology leader that supports mobile, cable, and wireline communications services providers with market leading solutions. Casa's virtualized and cloud-native software solutions modernize operators' network architectures, expand the range of services they can offer their consumer and commercial customers, accelerate time to revenue and reduce the TCO of their network infrastructure and operations. Casa's suite of open, cloud-native network solutions unlocks new ways for service providers to quickly build flexible networks and service offerings that maximize revenue-generating capabilities. Commercially deployed in more than 70 countries, Casa Systems serves over 475 Tier 1 and regional service providers worldwide. On the Web: http://www.casasystems.com/ Casa Systems, Inc., and two of its affiliates each filed petitions seeking relief under chapter 11 of the United States Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10695) on April 3, 2024. In the petition filed by CFO Edward Durkin, Casa Systems estimated assets and liabilities between $100 million and $500 million each. The Debtors' cases have been assigned to the Honorable Karen B. Owens. Casa has engaged Sidley Austin LLP as legal counsel, Ducera Partners LLC as financial advisor, and Alvarez & Marsal North America, LLC as restructuring advisor. Epiq is the claims agent. CASTLE US HOLDING: $1.20BB Bank Debt Trades at 32% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 68.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.20 billion Term loan facility is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CATHETER PRECISION: Reports $2.7 Million Net Loss in Q1 2024 ------------------------------------------------------------ Catheter Precision, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.7 million on $82,000 of total revenue for the three months ended March 31, 2024, compared to a net loss of $66.5 million on $85,000 of total revenue for the three months ended March 31, 2023. For the three months ended March 31, 2024, the Company used $1.9 million in cash for operating activities. The Company has incurred recurring net losses from operations and negative cash flows from operating activities since inception. As of March 31, 2024, the Company had an accumulated deficit of approximately $278.4 million. Management expects operating losses and negative cash flows to continue for the foreseeable future as the Company invests in its commercial capabilities. These negative cash flows and additional costs associated with the Merger paid during the year ended December 31, 2023, have substantially depleted the Company's cash. Following the Merger with Old Catheter, management further reduced staff and other costs while assuming the operating costs of Old Catheter. Management will continue to monitor its operating costs and seek to reduce its current liabilities. Such actions may impair its ability to proceed with certain strategic activities. As of March 31, 2024, the Company had $1.5 million of cash and cash equivalents. This amount will not be sufficient to fund the Company's operations through the end of May 2025. Because expected revenues are not adequate to fund planned expenditures and anticipated operating costs beyond such point, the Company is currently evaluating potential means of raising cash through future capital transactions or bridge loans. If unable to do so, the Company will be required to reduce its spending rate to align with expected revenue levels and cash reserves, although there can be no guarantee that it will be successful in doing so. Accordingly, the Company will likely be required to raise additional cash through debt or equity transactions or bridge loans to continue operations. It may not be able to secure financing in a timely manner or on favorable terms, if at all. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2sz6wdex About Catheter Precision Inc. Catheter Precision is a U.S.-based medical device company bringing new solutions to market to improve the treatment of cardiac arrhythmias. It is focused on developing groundbreaking technology for electrophysiology procedures by collaborating with physicians and continuously advancing its products. Reincorporated as Ra Medical Systems, Inc. in Delaware in 2018, the Company changed its name to Catheter Precision, Inc. on August 17, 2023. As of March 31, 2024, the Company had $28 million in total assets, $9.5 million in total liabilities, and $18.5 million in total stockholders' equity. East Brunswick, N.J.-based WithumSmith+Brown, PC., the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has incurred recurring losses from operations and expects to continue to incur operating losses that raise substantial doubt about its ability to continue as a going concern. CBC SUBCO: Affiliate Gets OK to Hire J.S. Held as Valuation Expert ------------------------------------------------------------------ Moab Brewers, LLC, a member in the Chapter 11 cases of CBC Subco, Inc. and its affiliates, received approval from the U.S. Bankruptcy Court for the District of Arizona to employ J.S. Held, LLC as valuation expert. The firm will render these services: (a) valuation of the Debtor's assets; (b) prepare of an expert report and, if necessary, rebuttal report; (c) provide expert testimony at trial; and (d) any other matter that the Debtor requests, as may be necessary or in its best interests and its estate. The hourly rates of the firm's professionals are as follows: Executive Vice President $495 Senior Vice President $395 Vice President $320 Senior Associate $275 Associates $250 Lynton Kotzin, a member at J.S. Held, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lynton Kotzin J.S. Held LLC 2700 N Central Avenue, Suite 1275 Phoenix, AZ 85004 Telephone: (602) 544-3552 Email: lkotzin@jsheld.com About CBC SubCo CBC SubCo, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-00632) on January 26, 2024, with up to $50,000 in assets and $1 million to $10 million in liabilities. George Cole Jackson, authorized signatory, signed the petition. Christopher C. Simpson, Esq., at Osborn Maledon, P.A. represents the Debtor as legal counsel. CENERGY LLC: Seeks Continued Cash Collateral Access --------------------------------------------------- Cenergy, LLC and Consumers Cooperative Association of Eau Claire asks the U.S. Bankruptcy Court for the Western District of Wisconsin for authority to use cash collateral and provide adequate protection until August 1, 2024. The Debtor requires the use of cash collateral for reasonable and necessary costs of operating the Debtors' business. Oakwood Bank, the U.S. Small Business Administration, and Citizens Community Federal assert an interest in the Debtor's cash collateral. Cenergy LLC is indebted to Oakwood Bank on a single note originally dated October 11, 2016 (renewed November 29, 2021), with a balance as of July 31, 2023 of $217,437. The annual interest rate on the note is 4.50%, with monthly payments of $5,738. The note is secured by a general business security agreement dated October 11, 2016, by which Cenergy granted Oakwood Bank a security interest in substantially all of its assets. Oakwood Bank perfected its interest in the Oakwood Collateral through its UCC-l financing statements filed with the Wisconsin Department of Financial Institutions on October 12, 2016. The value of the Oakwood Collateral is estimated for purposes of this cash collateral motion and remains subject to final determination. As of July 29, 2023, the Debtors combined had approximately $1.8 Million of inventory and $104,000 of accounts receivable. CCA is indebted to the U.S. Small Business Administration, which made an Economic Injury Disaster Loan to CCA on May 6, 2020, with a balance as of July 31, 2023 of approximately $148,000. The annual interest rate on the note is 3.75% with monthly payments of $731. The SBA note is secured by a general business security agreement dated May 6, 2020, by which CCA granted SBA a security interest in substantially all of CCA's assets, including all equipment. SBA perfected its interest in the SBA Collateral through its UCC-l financing statements filed with the Wisconsin Department of Financial Institutions on May 15, 2020. The Debtors paid off nearly all debts they owed to Citizens Community Federal Bank in late 2022 and early 2023 through several sale and lease-back transactions. CCA is a co-borrower with DMG on the only remaining CCF note. That note indicates that it is secured only by a mortgage and assignment of rents in real estate owned by DMG, and does not reference other collateral or a general business security agreement; however, CCF has not yet terminated its UCC financing statement. Based on additional information provided by CCF since the Petition Date, the Debtors believe that CCF has an interest in the Debtors' cash collateral on account of its UCC financing statement and GBSA. That said, all debts on which CCA is obligated are being paid and serviced directly by DMG and do not involve payments by CCA (or the other Debtors) to CCF. The Order proposes use of cash collateral according to a Budget, and adequate protection to Oakwood Bank, SBA, and CCF which includes replacement liens in post-petition collateral, continued monthly payments, and maintenance of insurance on all collateral. A copy of the motion is available at https://urlcurt.com/u?l=4rfnky from PacerMonitor.com. About Cenergy, LLC Cenergy, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wisc. Case No. 23-11558) on September 1, 2023. In the petition signed by K. Michael Buck, authorized individual, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Craig E. Stevenson, Esq., at Dewitt LLP, represents the Debtor as legal counsel. CHARLES & COLVARD: Jewelry Maker Has Going Concern Doubt -------------------------------------------------------- Charles & Colvard Ltd. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that there is substantial doubt about its ability to continue as a going concern. According to the Company, for the nine months ended March 31, 2024, it had losses of $9.04 million and cash flow used in operations of $6.1 million. These factors and particularly its recent cash burn rate when combined with existing cash and cash equivalents and availability of its short-term resources raise substantial doubt about the Company's ability to continue as a going concern within the next 12 months. The Company's management is continuing to work on plans to fund operations to alleviate the conditions that raise substantial doubt by evaluating its financing arrangements, implementing cost savings actions to reduce cash outflow, and evaluating its ability to liquidate and convert to cash certain of the Company's existing inventory totaling $25.31 million as of March 31, 2024. However, there can be no assurance that these plans will be successful, or that additional financing will be available on terms acceptable to the Company. In view of these matters, continuation as a going concern is dependent upon continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements and the success of its future operations. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2t7p624t About Charles & Colvard Ltd. Charles & Colvard, Ltd., a North Carolina corporation, was founded in 1995. The Company manufactures, markets, and distributes Charles & Colvard Created Moissanite and finished jewelry featuring moissanite, including Forever One, the Company's premium moissanite gemstone brand, for sale in the worldwide fine jewelry market. The Company also markets and distributes Caydia lab-grown diamonds and finished jewelry featuring lab grown diamonds and created color gems for sale in the worldwide fine jewelry market. As of March 31, 2024, the Company has $40.96 million in total assets, $10.04 million in total liabilities, and $30.93 in total shareholders' equity. CHEMICAL EXCHANGE: Plan Exclusivity Period Extended to June 14 -------------------------------------------------------------- Judge Christopher Lopez of the U.S. Bankruptcy Court for the Southern District of Texas extended Chemical Exchange Industries, Inc., and its affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to June 14 and August 13, 2024, respectively. As shared by Troubled Company Reporter, the Debtors explain that they have a viable business, by which the sale of their assets as a going concern, should provide the creditors with the best a recovery on their claims. Adequate time should be given to allow the Debtors to complete a sale and thereafter prosecute their plan to distribute value to the creditors. The Debtors submit that adequate cause exists to grant the requested extension. The Debtors claim that their investment banker has run a robust sale process and the Debtors have received formal statements of interest from four potential purchasers. With the filing of their Sale Motion and the anticipated mid-April 2024 approval of bidding procedures and setting a hearing to approve a sale of the assets before the May 1, 2024 milestone to obtain court approval of a sale, the Debtors must focus all of their energies and effort on completing the sale process. Once these efforts are completed in the near term, the Debtors will be focused on closing the sale by the May 31, 2024 milestone and thereafter may focus on proposing their plan. The Debtors believe that the sale as a going concern to a strategic buyer will generate the best recovery for creditors of the estate and is in the best interest of creditors. Co-Counsel for the Debtors: Joseph G. Epstein, Esq. JOSEPH G. EPSTEIN PLLC 24 E Greenway #970 Houston, TX 77046 Tel: (713) 222-8400 - and - Preston T. Towber, Esq. TOWBER LAW FIRM PLLC 1111 Heights Blvd. Houston, TX 77008 Tel: (832) 485-3555 About Chemical Exchange Industries Chemical Exchange Industries, Inc. specializes in contract manufacturing and tolling, and the manufacture of DCPD (dicyclopentadiene), DCPD alcohol, resin intermediates, n-butanol, DCPD/CPD derivatives, mining chemicals, aromatic solvents, and sustainable aviation fuel (SAF). The company is based in Galena Park, Texas. Chemical Exchange Industries and its affiliates filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 23-90778) on Sept. 18, 2023. In the petition signed by its chief executive officer, Douglas H. Smith, Chemical Exchange Industries disclosed $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge David R. Jones oversees the cases. The Debtors tapped Joseph Epstein, Esq., at Joseph G. Epstein, PLLC and The Tower Law Firm, PLLC as bankruptcy counsels; Chiron Financial, LLC as investment banker and financial advisor; and Melton & Melton, LLP as tax professionals. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by Zachary McKay, Esq., at Jackson Walker LLP; and Daren R. Brinkman, Esq., at Brinkman Law Group, PC, as counsel. CHENIERE ENERGY: Reports $839 Million Net Income in Q1 2024 ----------------------------------------------------------- Cheniere Energy, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net income of $839 million on $4.25 billion of total revenues for the three months ended March 31, 2024, compared to a net income of $6.44 billion on $7.31 billion of total revenues for the three months ended March 31, 2023. Commenting on the results, Jack Fusco, Cheniere's President and Chief Executive Officer, said, "Our strong financial results in the first quarter of 2024 reinforce our confidence in delivering full year Consolidated Adjusted EBITDA and Distributable Cash Flow within our guidance ranges. Our focus for 2024 remains on excellence in execution across our operations, construction and project development initiatives. Our leading track record on these fronts is a significant competitive advantage as we pursue LNG capacity expansions at both Sabine Pass and Corpus Christi, which will enable our customers to realize the energy security, reliability, and environmental benefits of our LNG." A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/3sh4krmu About Cheniere Energy Headquartered in Houston, Texas, Cheniere Energy, Inc. is a producer and exporter of liquefied natural gas in the United States, reliably providing a clean, secure, and affordable solution to the growing global need for natural gas. Cheniere is a full-service LNG provider, with capabilities that include gas procurement and transportation, liquefaction, vessel chartering, and LNG delivery. Egan-Jones Ratings Company in May 2023 maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Cheniere Energy. In July 2023, Egan-Jones maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Cheniere Energy. In February 2024, Moody's Investors Service affirmed Cheniere Energy's Baa3 senior unsecured notes rating. The outlook on CEI's ratings is stable. Moody's also affirmed Cheniere Energy Partners, L.P.'s Ba1 Corporate Family Rating, Ba1-PD Probability of Default Rating and Ba1 senior unsecured notes ratings and changed the outlook to positive from stable. Moody's said CEI's liquidity position is excellent. At the end of 2023, CEI had consolidated balance sheet cash of $3.5 billion (excluding $0.6 billion cash at CQP) and a fully undrawn $1.25 billion unsecured revolving credit facility (unrated). CEI's notes mature in 2028. * * * This concludes the Troubled Company Reporter's coverage of Cheniere Energy until facts and circumstances, if any, emerge that demonstrate financial or operational strain or difficulty at a level sufficient to warrant renewed coverage. CHROMADEX CORP: Recurring Losses Raise Going Concern Doubt ---------------------------------------------------------- ChromaDex Corp. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. For the three months ended March 31, 2024, the Company's management evaluated whether there were conditions and events, considered in the aggregate, that raised substantial doubt about the Company's ability to meet its obligations as they became due over the next 12 months from the date of issuance of the Company's first quarter of 2024 interim Unaudited Condensed Consolidated Financial Statements. Management assessed that there were such conditions and events, including a history of recurring operating losses and a history of negative cash flows from operating activities. For the three months ended March 31, 2024, the Company incurred a net loss of $0.5 million, compared to a net loss of $2 million for the same period in 2022, however, during the same period the Company's operating activities provided cash of $0.3 million. As of March 31, 2024, the Company had unrestricted cash and cash equivalents of $27.4 million which consists of bank deposits and short-term investments, including highly liquid investment-grade debt instruments with an original maturity of three months or less. The fair value of the Company's cash and cash equivalents is derived using Level 1 inputs. Management evaluated these conditions and anticipates that its current unrestricted cash and cash equivalents and cash to be generated from net sales will be sufficient to meet its financial obligations as they become due over at least the next 12 months. The Company may, however, seek additional capital within the next 12 months, both to fund its projected operating plans after the next 12 months and/or to fund the Company's longer-term strategic objectives. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/23bdsht7 About ChromaDex Los Angeles, Calif.-based ChromaDex Corporation and its wholly owned subsidiaries, ChromaDex, Inc., ChromaDex International, Inc., ChromaDex Analytics, Inc., ChromaDex Asia Limited, Asia Pacific Scientific, Inc., ChromaDex Europa B.V. and ChromaDex Saglik Urunleri Anonim Sirketi are a global bioscience company dedicated to healthy aging. As of March 31, 2024, the Company has $54.1 million in total assets, $25.1 in total liabilities, and $29 million in total stockholders' equity. CINEMARK HOLDINGS: Concludes Redemption of 8.750% Notes Due 2025 ---------------------------------------------------------------- Cinemark Holdings Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on April 1, 2024, Computershare Trust Company, N.A. (successor to Wells Fargo Bank, N.A.), as trustee and collateral agent for the 8.750% Notes, sent a notice of optional full redemption on behalf of Cinemark USA, Inc. to the holders of the 8.750% Notes, electing to redeem $150,000,000 in aggregate principal amount of Cinemark USA's outstanding 8.750% Senior Secured Notes due 2025, which represents all 8.750% Notes outstanding as of the Redemption Date. In connection therewith, on May 1, 2024, Cinemark USA deposited with the Trustee funds sufficient to redeem all 8.750% Notes outstanding on May 1. The redemption payment included $150,000,000 of outstanding principal at the redemption price equal to 100.000% of the principal amount plus accrued and unpaid interest thereon to the Redemption Date. Upon deposit of the Redemption Payment with the Trustee on May 1, the indenture governing the 8.750% Notes was fully satisfied and discharged and all related liens securing the 8.750% Notes were released thereunder. The 8.750% Notes, which bore interest at 8.750% per year, were scheduled to mature on May 1, 2025. About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings Inc. (NYSE: CNK) -- https://ir.cinemark.com/ -- is one of the largest movie theatre companies in the world. Its circuit, comprised of various brands that also include Century, Tinseltown and Rave, as of September 30, 2023 operated 507 theatres with 5,765 screens in 42 states domestically and 13 countries throughout South and Central America. As of March 31, 2024, the Company had $4.8 billion in total assets, $4.4 billion in total liabilities, and $335.4 million in total deficit. Egan-Jones Ratings Company on August 3, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings Inc. In January 2024, S&P Global Ratings raised its issuer credit rating on Cinemark Holdings Inc. to 'BB-' from 'B+'. At the same time, S&P raised its issue-level ratings on the company's secured and unsecured debt to 'BB+' and 'BB-', respectively, from 'BB' and 'B+'. S&P said, "We forecast that Cinemark will generate over $250 million in free operating cash flow (FOCF) in 2024 and will continue to prioritize repayment of debt taken out during the COVID-19 pandemic, rather than shareholder-rewarding activities such as dividends. We do not expect the company to reinstitute its dividend policy until box office attendance normalizes in 2025 or later. We believe the company will continue to proactively address debt maturities as they arise, including the 8.75% senior notes and $460 million convertible notes due in 2025." CINEMARK HOLDINGS: Reports $25.3MM Net Income in Q1 2024 -------------------------------------------------------- Cinemark Holdings Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net income of $25.3 million on $289.8 million of revenues for the three months ended March 31, 2024, compared to a net loss of $2.5 million on $311 million of revenue for the three months ended March 31, 2023. Commenting on the result, Sean Gamble, Cinemark's President and CEO, said, "2024 North American industry box office has kicked off better than expected, declining only modestly versus 2023 despite last year's strike-induced headwinds. Outsized results across a wide array of diverse films provide further validation that consumer enthusiasm for experiencing compelling content in an elevated, cinematic, theatrical setting remains robust." "During the quarter, our sensational team once again demonstrated their skillful ability to navigate a dynamic operating environment, delivering results that outpaced the market. As we look ahead, encouraging indicators pertaining to consumer moviegoing patterns, film volume recovery, and strength of content appeal continue to provide a positive long-term outlook for our industry. Moreover, we believe Cinemark is uniquely positioned to thrive on account of our advantaged competitive strengths and numerous levers to drive value creation." A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/5ev5c4p3 About Cinemark Holdings Inc. Headquartered in Plano, Texas, Cinemark Holdings Inc. (NYSE: CNK) -- https://ir.cinemark.com/ -- is one of the largest movie theatre companies in the world. Its circuit, comprised of various brands that also include Century, Tinseltown and Rave, as of September 30, 2023 operated 507 theatres with 5,765 screens in 42 states domestically and 13 countries throughout South and Central America. As of March 31, 2024, the Company had $4.8 billion in total assets, $4.4 billion in total liabilities, and $335.4 million in total deficit. Egan-Jones Ratings Company on August 3, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Cinemark Holdings Inc. In January 2024, S&P Global Ratings raised its issuer credit rating on Cinemark Holdings Inc. to 'BB-' from 'B+'. At the same time, S&P raised its issue-level ratings on the company's secured and unsecured debt to 'BB+' and 'BB-', respectively, from 'BB' and 'B+'. S&P said, "We forecast that Cinemark will generate over $250 million in free operating cash flow (FOCF) in 2024 and will continue to prioritize repayment of debt taken out during the COVID-19 pandemic, rather than shareholder-rewarding activities such as dividends. We do not expect the company to reinstitute its dividend policy until box office attendance normalizes in 2025 or later. We believe the company will continue to proactively address debt maturities as they arise, including the 8.75% senior notes and $460 million convertible notes due in 2025." CITY TRUST: Seeks to Hire Sagre Law Firm as Bankruptcy Counsel -------------------------------------------------------------- City Trust Investments, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Sagre Law Firm, PA as counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal papers; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiations with its creditors in the preparation of the plan. Ariel Sagre, Esq., president and owner of Sagre Law Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ariel Sagre, Esq. Sagre Law Firm PA 5201 Blue Lagoon Drive, Suite 892 Miami, FL 33126 Telephone: (305) 266-5999 Facsimile: (305) 265-6223 About City Trust Investments City Trust Investments, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-14100) on Apr. 26, 2024, listing under $1 million in both assets and liabilities. Judge Laurel M. Isicoff oversees the case. Sagre Law Firm PA serves as the Debtor's counsel. CLINE DESIGN: Plan Exclusivity Period Extended to July 8 -------------------------------------------------------- Judge Michael E. Romero of the U.S. Bankruptcy Court for the District of Colorado extended Cline Design Group, Inc.'s exclusive periods to file a plan of reorganization and obtain acceptance thereof to July 8 and September 4, 2024, respectively. As shared by Troubled Company Reporter, the bankruptcy filing was precipitated by prepetition litigation commenced by CoorsCrib 2021, LLC and Scott Riopelle (together, "CoorsCrib") in the District Court for Denver County, Colorado, related to a construction project at 3327 Tejon Street in Denver, Colorado. CoorsCrib is Debtor's largest unsecured creditor. Debtor disputes CoorsCrib's claim. During the course of the case, Debtor and CoorsCrib have engaged in extensive settlement negotiations. The parties have nearly finalized a written settlement agreement which provides, among other terms, that CoorsCrib will release any and all claims against Debtor. Once the settlement agreement is finalized, Debtor will file a motion to approve the settlement agreement pursuant to Fed. R. Bankr. P. 9019. As Debtor's largest unsecured creditor, the resolution of CoorsCrib's claim will materially impact plan formulation. The Debtor explains that while this is not a complex case, the CoorsCrib claim is more than fifty percent of the general unsecured claims pool. Thus, settlement of the CoorsCrib claim will necessarily impact information contained in the disclosure statement and plan formulation. Therefore, additional time is required to finalize and obtain Court approval of the CoorsCrib settlement. Cline Design Group, Inc., is represented by: Aaron J. Conrardy, Esq. WADSWORTH GARBER WARNER CONRARDY, P.C. 2580 West Main Street, Suite 200 Littleton, CO 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: aconrardy@wgwc-law.com About Cline Design Group Cline Design Group, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-15657) on Dec. 8, 2023. The petition was signed by Jeffrey A. Cline as president. At the time of filing, the Debtor estimated $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Aaron J. Conrardy, Esq. at Wadsworth Garber Warner Conrardy, P.C., is the Debtor's counsel. CLS ELECT: Gets OK to Tap Ellett Law Offices as Bankruptcy Counsel ------------------------------------------------------------------ CLS Electric Corporation received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Ellett Law Offices, PC as counsel. The firm will render these services: (a) examine and determine the Debtor's rights and title and to certain properties; (b) prepare legal documents; (c) investigate, examine and determine the validity of liens appearing to be claimed during the administration of the Debtor's estate; (d) investigate and determine the validity of claims that may be filed against the estate; (e) prepare all accounts, reports and other instruments required in the administration of the estate; (f) assist the Debtor in all matters of legal nature arising in the administration of the estate; and (g) assist the Debtor in the collection of all accounts receivable owed to it. The hourly rates of the firm's counsel and staff are as follows: Ronald Ellett, Esq., Attorney $595 Senior Attorneys (Of Counsel) $410 Associates $295 Paralegals $255 Mr. Ellett disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ronald J. Ellet, Esq. Ellett Law Offices, PC 299 North 44th Street, Suite 330 Phoenix, AZ 85018 Telephone: (602) 235-9510 Facsimile: (602) 235-9098 Email: rjellett@ellettlaw.com About CLS Electric Corporation CLS Electric Corporation filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-03283) on April 29, 2024, listing under $500,000 in assets and $10 million in liabilities. Ronald J. Ellet, Esq., at Ellett Law Offices, PC serves as the Debtor's counsel. CLS ELECTRIC: Court OKs Interim Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Arizona authorized CLS Electric Corporation to use cash collateral, on an interim basis, in accordance with the budget, with a 10% variance. The U.S. Small Business Administration will receive replacement liens in the Debtor's post-petition assets, including cash and receivables, to the same extent, validity, and priority up to the value of any depreciation in the value of such creditor's security interest on the Petition Date arising from the Debtor's use of cash collateral during the pendency of the Case. Notwithstanding the foregoing, all parties reserve all rights regarding the extent, validity, and priority of the Creditors' interests in Estate property, including cash collateral. The SBA will receive payments of $2,900 by the 15th day of each month as adequate protection payments. A further hearing on the matter is set for May 21 at 10 a.m. A copy of the order is available at https://urlcurt.com/u?l=HcJXkx from PacerMonitor.com. About CLS Electric Corporation CLS Electric Corporation sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-03283) on April 29, 2024. In the petition signed by Jorge Gonzalez, president/CEO, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Eddward P. Ballinger Jr oversees the case. Ronald J. Ellett, Esq., at ELLETT LAW OFFICES, P.C., represents the Debtor as legal counsel. COBRA ACQUISITIONCO: S&P Rates New $175MM Sr Unsecured Notes 'CCC' ------------------------------------------------------------------ S&P Global Ratings assigned its 'CCC' issue rating to Cobra AcquisitionCo LLC's proposed issuance of $175 million senior unsecured notes due 2029. The notes will be fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by Exeter Finance LLC. Cobra AcquisitionCo intends to use the net proceeds to repay a portion of the outstanding balance on its warehouse facilities ($1.2 billion outstanding as of March 31, 2024). Pro forma, S&P expects this transaction to be leverage neutral. S&P said, "We view Cobra AcquisitionCo as core to its parent Cobra Equity Holdco LLC (B-/Stable/--). The two-notch difference between our rating on Cobra AcquisitionCo's senior unsecured notes and our issuer credit rating on Cobra Equity Holdco reflects our expectation that priority debt (risk retention financing) will remain above 30% of adjusted assets and the unencumbered assets to unsecured debt ratio will be less than 1x. "We think uncertain macroeconomic conditions and declining used car prices could weigh on the asset quality of Cobra Equity Holdco, and we will continue to monitor net charge-offs. For 2023, the company's net charge-offs were 11.8% of average gross receivables, up from 10.0% in 2022. "The stable outlook reflects our expectation that despite challenging economic conditions, Cobra Equity Holdco will maintain adequate liquidity, leverage above 8x, and manageable delinquencies and net charge-offs in the next 12 months. "We could lower the ratings in the next 12 months if liquidity materially deteriorates or if worsening asset quality leads to a material decline in covenant cushions. We could also lower the ratings if the company executes exchange offers or debt buybacks at distressed levels, which we could view as a de facto restructuring tantamount to default." COBRA HOLDINGS: $205MM Bank Debt Trades at 16% Discount ------------------------------------------------------- Participations in a syndicated loan under which Cobra Holdings Inc is a borrower were trading in the secondary market around 84.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $205 million Term loan facility is scheduled to mature on July 6, 2029. The amount is fully drawn and outstanding. Cobra Holdings PLC is retail and wholesale insurance broking group. COMMUNITY HEALTH: Reports $6 Million Net Loss in Q1 2024 -------------------------------------------------------- Community Health Systems, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $6 million on $3.14 billion of net operating revenues for the three months ended March 31, 2024, compared to a net loss of $20 million on $3.1 billion of net operating revenues for the three months ended March 31, 2023. For the year ended December 31, 2023, the net loss attributable to Community Health Systems, Inc. stockholders was $133 million, compared to net income of $46 million for the same period in 2022. 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 March 31, 2024, the Company's subsidiaries own or lease 71 affiliated hospitals, with approximately 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. In February 2023, the Company entered into a definitive agreement for the sale of substantially all of the assets of Lake Norman Regional Medical Center (123 licensed beds) in Mooresville, North Carolina, and Davis Regional Medical Center (144 licensed beds) in Statesville, North Carolina, to Novant Health, Inc. On January 25, 2024, the Federal Trade Commission filed a complaint seeking to enjoin the consummation of the sale of these hospitals to Novant. On April 18, 2024, the Company entered into a definitive agreement for the sale of substantially all of the assets of Tennova Healthcare - Cleveland (351 licensed beds) in Cleveland, Tennessee, to affiliates of Hamilton Health Care System, Inc. and certain of its affiliates. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2muzhvbu 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. Its affiliates provide healthcare services, developing and operating healthcare delivery systems in 40 distinct markets across 15 states. As of March 31, 2024, the Company has $14.4 billion in total assets, $15.3 billion in total liabilities, and $1.21 billion in total stockholders' deficit. * * * 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 industry wide 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." COMTECH TELECOM: Committee OKs Executive Retention Bonuses ---------------------------------------------------------- Comtech Telecommunications Corp. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company's Compensation Committee, following consultation with the Company's compensation and legal advisors, has approved cash retention bonuses and a form of Retention Bonus Agreement for the Company's executive officers and other key employees. The Retention Bonuses will enable the Company to retain and motivate the Participants through the previously disclosed disruptions to the Company's business. The Company explained that Participants will be paid Retention Bonuses over the course of four quarterly installments during the 12 months beginning on or about May 1, 2024, subject to a Participant's continued active employment with the Company and other conditions set forth in the Retention Bonus Agreement, as follows: * 12.5% paid 3 months after the Effective Date. * Another 12.5% paid 6 months after the Effective Date. * 25% paid 9 months after the Effective Date. * 50% paid 12 months after the Effective Date. Management has allocated approximately $4 million for the Retention Bonus program. The Company's Interim Chief Executive Officer, John Ratigan, voluntarily withdrew from the program, and the Retention Bonuses received by the Company's named executive officers are: * Michael A. Bondi, Chief Financial Officer: $334,750.13 * Maria Hedden, Chief Operating Officer: $334,750.13 * Donald E. Walther, Chief Legal Officer: $308,750.16 * Nancy Stallone, Treasurer: $150,000.03 A full-text copy of the Retention Bonus Agreement is available at https://tinyurl.com/53fr2fav About Comtech Telecommunications Headquartered in Huntington, New York, Comtech Telecommunications Corp. designs, develops, and manufactures technology electronic products and systems. In its Form 10-Q report for the quarterly period ended October 31, 2023, the Company said its current cash and liquidity projections raise substantial doubt about its ability to continue as a going concern. The Company has evaluated whether there are any conditions or events, considered in the aggregate, that raise substantial doubt about its ability to continue as a going concern over the next 12 months. Based on its current business plans, including projected capital expenditures, the Company does not believe its current level of cash and cash equivalents or liquidity expected to be generated from future cash flows will be sufficient to fund its operations over the next 12 months and repay current obligations under the Credit Facility. Although the Company is actively pursuing strategies to mitigate these conditions and events and alleviate such substantial doubt about its ability to continue as a going concern, there can be no assurance that the Company's plans will be successful. CONNECT FIT: Wins Cash Collateral Access Thru May 23 ---------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts authorized Connect Fit LLC to use cash collateral on an interim basis, in accordance with the budget, through May 23, 2024. The Debtor requires the use of cash collateral to pay prepetition wages in the ordinary course. Maison Capital Group Inc. is the only known creditor that may assert a lien on the Debtor's cash collateral. The Debtor disputes that Maison Capital has a valid, perfected lien on its cash collateral. As of the petition date, Corporation Service Company, as Representative was on record at the Massachusetts' Secretary of State's office as having a first position security interest in the Debtor's "present and future accounts, chattel paper, deposit accounts, documents, personal property, general intangibles, instruments, equipment (including assets and fixtures), inventory and proceeds." The Debtor's believes that its only secured creditors are Byline Financial Group, which holds the lien on the forklift, and Maison Capital which asserts a lien on the Debtor's accounts and other assets. The total amount of these two secured debts, not accounting for any undersecured portion of the debt, is approximately $116,573. The Debtor's priority debts consist primarily of Massachusetts sales taxes, inclusive of penalties and interest, in the approximate amount of $47,266 and approximately $5,104 in withholding taxes. The Debtor also owes prepetition wages and benefits of approximately $14,091. The Debtor has sought authority to pay these expenses by separate motion filed therewith. The Debtor's unsecured debts consist primarily of past due rent and lease-related expenses, an unsecured debt owed to Shopify, and certain other vendors and unsecured creditors. The estimated total of unsecured debt is $516,649. The Debtor's Newton store opened in August 2020 at the height of Covid. The store performed well, benefiting both from the Covid-era boom in home fitness equipment and from the relationships that the Morrisons have fostered over their many years in the industry. The Debtor expanded to open their Burlington location, but the build-out and opening of the store was plagued by several expensive and time-consuming problems, including the discovery of asbestos in the walls, which delayed the opening of the store by nine months. The remediation efforts also revealed ancillary problems that the Debtor had to pay to rectify, including damage to the sprinkler system, flooding, and restoration of ADA-compliant facilities. In addition, the Debtor was required to maintain insurance, utilities and payroll for the Burlington location while the asbestos and related work was being completed. The Burlington store was supposed to open in February 2022 but did not officially open until November 2022. The Debtor had to spend all of its reserves and take on considerable debt to open the Burlington location. Instead of the two stores supporting the warehouse, the Newton store had to support both the Burlington store and the warehouse. By the time the Burlington store opened, the personal fitness industry was already beginning to experience a post-Covid slowdown. The Burlington store has never become profitable. In order to continue to fund operations, the Debtor used credit cards and took on short-term, high-interest loans including so-called merchant cash advances and a credit card through Shopify, the company that hosts the Debtor's website and point-of-sale system. These short-term, high-interest loans ultimately exacerbated the Debtor's financial difficulties. The Debtor reached a tipping point when Shopify began taking 30% of the Debtor’s revenues to pay its debt and establish a reserve, leaving the Debtor without sufficient funds to cover its operating expenses. The Debtor filed the instant chapter 11 case to stop the garnishment of its revenue from Shopify, shed the Burlington location and warehouse, and preserve the core going-concern value of the business through the Newton location. As adequate protection, Maison Capital is granted replacement liens on the same types of post-petition property of the estate against which Maison Capital held liens as of the petition date, without prejudice to the Debtor's right to contest the amount, validity, priority and extent of any liens or claims asserted by Maison Capital. The Replacement Liens will maintain the same priority, validity and enforceability as Maison Capital's pre-petition liens. A further hearing on the matter is set for May 23, 2024 at 2 p.m. A copy of the motion is available at https://urlcurt.com/u?l=Aq7gGe from PacerMonitor.com. A copy of the order is available at https://urlcurt.com/u?l=BAJiLw from PacerMonitor.com. About Connect Fit LLC Connect Fit LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 24-40441) on April 30, 2024. In the petition signed by Jennifer A. Morrison, manager, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Elizabeth D. Katz oversees the case. Kate E. Nicholson, Esq., at Nicholson PC, represents the Debtor as legal counsel. CRATE HOLDINGS: Unsecureds Will Get 45% of Claims over 3 Years -------------------------------------------------------------- Crate Holding LLC d/b/a Crate Holdings Ammo, filed with the U.S. Bankruptcy Court for the District of South Carolina a Plan of Reorganization dated April 29, 2024. The Debtor is a limited liability company organized in Delaware, with its principal place of business in Longs, South Carolina. Debtor is in the business of selling ammunition, and has online sales as well as in-store sales at its retail location. It has been in business since the latter part of 2021. The business was generally doing well until sales slowed more than expected in the summer of 2023. The Debtor took out a high interest MCA loan to carry the business until sales picked back up again. The Debtor had used MCA loans in the past when operating capital was needed, and had paid them off. This time, however, sales did not pick up quickly enough to cover the ACH withdrawals from the Debtor's bank account from the MCA creditor, so the Debtor took out additional loans to cover it. With the filing of this bankruptcy, the Debtor was able to reject a warehouse lease to save approximately $1,800 per month. The Debtor also cut back on the number of employees, and currently all labor is done by the Debtor's principal and one other employee. Both the principal and the other employee have taken a pay cut since the bankruptcy was filed in order to tighten the budget. The Debtor believes that these shifts in the management of cash flow will allow the Debtor to maintain a solid financial footing in order to complete the plan payments as contemplated herein. The Plan Proponent's financial projections show that the Debtor will pay priority, administrative, and secured claims in full, and will have remaining projected disposable income averaging $6,066 per month. This will be used to pay to the general unsecured creditors. The total projected disposable income in a 3-year period is $218,376. This permits a 45% return to the general unsecured creditors. Because sales fluctuate, payments to the general unsecured creditors will be made bi-annually. The final Plan payment is expected to be paid on or before November 30, 2027. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations. General non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 45 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 4 consists of all non-priority unsecured claims. Class 4 claims will be paid 45% (rounded to next dollar) of each allowed claim amount. The Debtor's principal, Michael Corcoran, guaranteed many of the debts in this Class. By submitting a vote to ACCEPT this Plan, such Class 4 creditor consents and agrees to release Michael Corcoran from any and all liability to such creditor arising from Mr. Corcoran's personal obligation relating to such debt, if any, or arising from his guarantee, to the extent a guarantee exists. Total payments to Class 4 shall be $216,799.00. This Class is impaired. Class 5 consists of equity security holders of the Debtor. Mr. Corcoran will maintain his ownership interest in the company. This Plan will be funded from the Debtor's cash flow. Michael Corcoran will continue in his role as the managing member of the Debtor. A full-text copy of the Plan of Reorganization dated April 29, 2024 is available at https://urlcurt.com/u?l=EA3I5I from PacerMonitor.com at no charge. Attorney for the Debtor: Christine E. Brimm, Esq. Barton Brimm, PA P.O. Box 14805 Myrtle Beach, SC 29587 Telephone: (803) 256-6582 Facsimile: (803) 779-0267 Email: cbrimm@bartonbrimm.com About Crate Holdings Crate Holdings LLC is an ammunition retailer that provides its products to customers via online sales and via storefront. Crate Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 24-00312) on Jan. 29, 2024, with up to $500,000 in assets and up to $1 million in liabilities. Joseph Kershaw Spong serves as Subchapter V trustee. Judge Elisabetta Gm Gasparini oversees the case. Christine E. Brimm, Esq., at Barton Brimm, PA, represents the Debtor as legal counsel. CREDIT LENDING: Wins Cash Collateral Access Thru June 24 -------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Credit Lending Services, Inc. to use cash collateral, on an interim basis, in accordance with the budget, through June 24, 2024. The cash collateral may only be used to fund the necessary expenses and corresponding amounts of itemized expenditures contained in the Budget, however, that Debtor may not use cash collateral to pay the officer's salary or legal/professional fees unless and until the Debtor files an Insider Compensation Request or motion authorizing employment of legal professionals that is approved by the Court. As adequate protection for the interest of The Park National Bank, for, and solely to the extent of, any diminution in the value of PNB's respective interest in the cash collateral resulting from (i) the Debtor's use of cash collateral, (ii) the use, sale, or lease of the collateral (other than cash collateral) pursuant to 11 U.S.C. section 363(c) and (iii) the imposition of the automatic stay pursuant to 11 U.S.C. section 362(a), PNB is granted a continuing non-avoidable replacement security interest in, and lien on Debtor's accounts receivables, which will have the same priority, validity, force, extent, status of perfection (if any), and effect as the prepetition liens that they replace, effective as of the Petition Date without the necessity of PNB taking any further action, upon the right, title and interest in the accounts receivables. The Debtor and will make monthly be paid its interest payments to PNB in the amount of approximately $47,000 per month or in the amount of interest required under determined each month by PNB's loan documents which is estimated at approximately $47,000 per month. A copy of the order and the Debtor's budget is available at https://urlcurt.com/u?l=MW1yOg from PacerMonitor.com. The Debtor projects total operating expenses, on a monthly basis, as follows: $67,554 for May 2024; $67,554 for June 2024; and $67,554 for July 2024. About Credit Lending Services Credit Lending Services, Inc. is a provider of auto loans in California specializing in the purchase and servicing of auto loans through its network of automobile dealers, who have non-prime customers purchasing new and used vehicles. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-12182) on March 21, 2024, with $9,008,914 in assets and $10,521,125 in liabilities. Chad Spindler, shareholder, signed the petition. Judge Julia W. Brand presides over the case. Tamar Terzian, Esq., at Hanson Bridgett, LLP represents the Debtor as legal counsel. CSC HOLDINGS: $2.50BB Bank Debt Trades at 17% Discount ------------------------------------------------------ Participations in a syndicated loan under which CSC Holdings LLC is a borrower were trading in the secondary market around 83.2 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $2.50 billion Term loan facility is scheduled to mature on April 15, 2027. About $2.39 billion of the loan is withdrawn and outstanding. CSC Holdings, LLC, provides broadband communications and video services in the United States. It is a wholly owned subsidiary of Cablevision. DATO A/C: Seeks Cash Collateral Access -------------------------------------- Dato A/C Inc. asks the U.S. Bankruptcy Court for the Eastern District of New York for authority to use cash collateral and provide adequate protection. In order to reach an agreement with the U.S. Small Business Administration, the Debtor sought relief by filing for Chapter 11 bankruptcy protection. Prior to the Filing Date, on April 21, 2020, the Debtor executed an Original Note in the principal amount of $150,000, which was modified by a first Modification of Note dated April 29, 2021 in the amount of 180,000. The Note is secured by an Amended Security Agreement dated July 27, 2021. On September 18, 2023, the SBA filed a secured proof of claim in the amount of $198,395. The Debtor established a DIP account, as per the requirements of sections 1107 and 1108 of the Bankruptcy Code and has regularly deposited all generated income. The Debtor has every intention and has made every effort to enter into a stipulation to use cash collateral with SBA. On October 26, 2023, the Debtor's budget was provided to Creditor's Counsel for review, offering a monthly cash collateral payment of $200, until such time that Creditor and Debtor can reach an agreement, resolving the claim of the SBA against the Debtor. A hearing on the matter is set for June 21, 2024 at 10:30 a.m. A copy of the motion is available at https://urlcurt.com/u?l=1Wu0yH from PacerMonitor.com. About Dato A/C Inc. Dato A/C Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-41547) on May 3, 2023, with as much as $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Elizabeth S Stong presides over the case. The Debtor tapped Alla Kachan, Esq., at the Law Offices of Alla Kachan P.C. as bankruptcy counsel and Wisdom Professional Services, Inc. as accountant. DEL MONTE: $725MM Bank Debt Trades at 21% Discount -------------------------------------------------- Participations in a syndicated loan under which Del Monte Foods Inc is a borrower were trading in the secondary market around 79.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $725 million Term loan facility is scheduled to mature on May 16, 2029. About $712.9 million of the loan is withdrawn and outstanding. DEL MONTE FOODS, INC. manufactures and distributes packaged food products. The Company provides canned fruits and vegetables, as well as a wide range of snacks. Del Monte Foods serves customers worldwide. DEL MONTE: Great Elm Capital Marks $2.8MM Loan at 16% ----------------------------------------------------- Great Elm Capital Corp. has marked its $2,800,000 loan extended to Del Monte Foods, Inc. to market at $10,906,000 or 84% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in Great Elm's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. Great Elm is a participant in a 1st Lien, Secured Loan to Del Monte Foods. The loan accrues interest at a rate of 9.68% (1M SOFR + 4.25%, 4.75% Floor) The loan matures on May 16, 2029. Great Elm Capital Corp. was formed on April 22, 2016 as a Maryland corporation. The Company is structured as an externally managed, non-diversified closed-end management investment company. The Company elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. The Company is managed by Great Elm Capital Management, Inc., a subsidiary of Great Elm Group, Inc. Great Elm's fiscal year ends December 31, 2023. Great Elm is led by Matt Kaplan, CEO; and Keri A. Davis, CFO. The Company can be reached through: Great Elm Capital Corp. 3801 PGA Boulevard, Suite 603, Palm Beach Gardens, FL 33410 Tel: (617) 375-3006 Del Monte Foods Inc. is an American food production and distribution company headquartered in Walnut Creek, California. * * * As reported by the TCR on May 6, 2024, S&P Global Ratings lowered its issuer credit rating to 'CCC+' from 'B-' saying Del Monte Foods Inc. needs additional liquidity; it needs to sell through its existing inventory; and S&P Global Ratings-adjusted leverage will remain weak at above 10x, and free operating cash flow (FOCF) will remain negative through the first half of fiscal 2025. S&P said, "We also lowered our issue-level rating on its $725 million first-lien term loan to 'CCC+' from 'B-'. The recovery rating remains '4', reflecting our expectation for average (30%-50%; rounded estimate: 30%) recovery in the event of default. "At the same time, we placed all our ratings on Del Monte on CreditWatch with negative implications, pending the company's ability to improve liquidity." "The CreditWatch placement reflects that we could affirm or lower, by multiple notches, our ratings. We expect to resolve the CreditWatch placement over the next 30-45 days, when we receive additional information about the company's financing plans to address its liquidity position and fund its upcoming pack season.' The downgrade reflects Del Monte's weak liquidity position. The company's $750 million ABL facility had an outstanding balance of $647 million at the end of the third quarter of fiscal 2024. S&P said, "We do not believe Del Monte has enough liquidity to fund the purchases of inventories during its upcoming pack season from June through September 2024, whereby the company may need an additional $200 million of liquidity. We believe Del Monte received new liquidity support from its parent and used the proceeds to pay down its ABL balances. Still, we believe the company is exploring additional forms of liquidity support, including external financing, parent equity infusion, working capital support, and asset sales to fund its upcoming pack season." S&P said, "Del Monte has limited headroom under its springing fixed-charge coverage covenant, and we believe there is risk of a covenant breach. Del Monte has a springing fixed-charge coverage ratio of 1x under its ABL agreement. The company maintained an FCCR of 1x at the end of third fiscal quarter ended January 2024. Given our assumption of continued weak operating performance and the elevated level of borrowings on its ABL, we believe there is risk that Del Monte will not remain in compliance with its financial covenant, absent additional financing support or an amendment to the credit agreement. The company has closed two manufacturing facilities based in Wisconsin and Washington and announced a 50% reduction in its salaried workforce to consolidate production in a lower demand environment and reduce costs. DIOCESE OF NEW ORLEANS: Hires Talbot, Connick as Special Counsel ---------------------------------------------------------------- Roman Catholic Church of the Archdiocese Of New Orleans seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Talbot, Carmouche & Marcello, and Connick & Connick, L.L.C. as special litigation counsel. The Debtor requires the firms' assistance in connection with a litigation captioned as Point Au Fer, L.L.C., et al. v. ExxonMobil Oil Corp., et al., Civil Action No. 169160 (the "Legacy Litigation"). The firm will be paid a contingency fee of 35 percent of the net proceeds of recovery, and will be reimbursed to all necessary costs and expenses. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: William R. Coenen, III, Esq. Talbot, Carmouche & Marcello 17405 Perkins Road Baton Rouge, LA Tel: (225) 400-9991 - and - William P. Connick, Esq. Connick and Connick, L.L.C. 3421 N. Causeway Blvd., Ste. 408 Metairie, LA 70002 Tel: (504) 838-8777 About Roman Catholic Church of the Archdiocese of New Orleans The Roman Catholic Church of the Archdiocese of New Orleans -- https://www.nolacatholic.org/ -- is a non-profit religious corporation incorporated under the laws of the State of Louisiana. Created as a diocese in 1793, and established as an archdiocese in 1850, the Archdiocese of New Orleans has educated hundreds of thousands in its schools, provided religious services to its churches and provided charitable assistance to individuals in need, including those affected by hurricanes, floods, natural disasters, war, civil unrest, plagues, epidemics, and illness. Currently, the archdiocese's geographic footprint occupies over 4,200 square miles in southeast Louisiana and includes eight civil parishes: Jefferson, Orleans, Plaquemines, St. Bernard, St. Charles, St. John the Baptist, St. Tammany, and Washington. The Roman Catholic Church for the Archdiocese of New Orleans sought Chapter 11 protection (Bankr. E.D. La. Case No. 20-10846) on May 1, 2020. The archdiocese was estimated to have $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Judge Meredith S. Grabill oversees the case. Jones Walker, LLP and Blank Rome, LLP, serve as the archdiocese's bankruptcy counsel and special counsel, respectively. Donlin, Recano& Company, Inc., is the claims agent. The U.S. Trustee for Region 5 appointed an official committee of unsecured creditors on May 20, 2020. The committee is represented by the law firms of PachulskiStangZiehl& Jones, LLP and Locke Lord, LLP. Berkeley Research Group, LLC is the committee's financial advisor. DISTRICT 9 BREWING: Gets OK to Tap Essex Richards as Legal Counsel ------------------------------------------------------------------ District 9 Brewing Company, LLC received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ Essex Richards, PA as bankruptcy counsel. The firm will provide these services: (a) provide legal advice concerning the responsibilities as a Chapter 11 debtor-in-possession and the continued management and its business; (b) negotiate, prepare and pursue confirmation of a Chapter 11 plan and approval of disclosure statement, and all related reorganization agreements and documents; (c) prepare legal papers; (d) prepare and appear in the Bankruptcy Court to protect the Debtor's best interests; (e) perform all other legal services for the Debtor which may become necessary in this Chapter 11 case; and (f) prosecute and defend in all adversary proceedings related to this case. The hourly rates of the firm's counsel and staff are as follows: John C. Woodman, Attorney $400 David DiMatteo, Attorney $300 Paralegal $135 Staff $65 In addition, the firm will seek reimbursement for expenses incurred. Mr. Woodman disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John C. Woodman, Esq. Essex Richards, PA 1701 South Blvd. Charlotte, NC 28203 Telephone: (704) 377-4300 Email: jwoodman@essexrichards.com About District 9 Brewing Company District 9 Brewing Company, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 24-30289) on March 29, 2024. In the petition signed by Andrew Durstewitz, member manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge J. Craig Whitley oversees the case. John C. Woodman, Esq., at Essex Richards, PA represents the Debtor as legal counsel. DIXON HOLDINGS: Court OKs Cash Collateral Access Thru July 11 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Dixon Holdings, LLC to use cash collateral, on an interim basis, in accordance with the budget, through July 11, 2024. The creditors that purport to have an interest in the Debtor's cash collateral are JPMorgan Chase, Bitty Advance Funding, Legend Advance Funding, and World Business Lenders, LLC. The Debtor requires the use of cash collateral to fund operational funding needs of the Debtor and its administrative expenses. The Asserted Secured Creditors will have perfected postpetition liens and security interests, solely to the same extent, validity, and priority as they held against the Debtor prior to the January 2, 2024, petition date as (a) against the cash collateral and (b) upon all post-petition property of the Debtor that is similar to the prepetition property on which the Asserted Secured Creditors held their prepetition liens, to the same extent and with the same validity and priority as they held prepetition liens and security interests of the Asserted 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 fails to adequately protect the interests of the Asserted Secured Creditors in the cash collateral and property subject to their prepetition liens and security interests, to the extent such liens and security interests are valid, enforceable, and allowed, the Asserted 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). As adequate protection for the Debtors' use of the cash collateral, JPMorgan Chase Bank, N.A., is granted a valid and properly perfected replacement lien on and security interest in (i) all property that constitutes "Collateral" and (ii) the proceeds thereof to the same extent, validity, and priority as existed as of the January 2, 2024. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=Jy0Lpl from PacerMonitor.com. The Debtor projects net income, on a monthly basis, as follows: $7,829 for May 2024; and $8,829 for June 2024. About Dixon Holdings, LLC Dixon Holdings, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00011) on January 2, 2024. In the petition signed by Roberta Masnyj, manager, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Roberta A. Colton oversees the case. Steven M. Berman, Esq., at Shumaker, Loop & Kendrick, LLP, represents the Debtor as legal counsel. DUSOBOX CORP: Hires Praeclarum NP as Financial Advisor ------------------------------------------------------ Dusobox Corporation seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Praeclarum NP, Inc. as its financial advisor. The firm will render these services; (a) assist in preparing financial projections and the Debtor's monthly reports; (b) assist with the development of a Chapter 11 restructuring plan, cash collateral issues, financial analysis; (c) support the controller in cash flow management; (d) provide support in negotiations with creditors; (e) advise on the sale or disposition of assets to generate liquidity and maximize value; and (f) provide litigation support, exit strategy planning, and other activities as designated by the Debtor's controller. The firm has requested a retainer in the amount of $25,000 from the Debtor. Moreover, the firm agreed to perform the foregoing services at $300 hourly and bill against the retainer. Michael Shepardson, president at Praeclarum NP, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael Shepardson Praeclarum NP, Inc. 656 Balmoral Road Winter Park, FL 32789 Email: kdegraw@withum.com About Dusobox Corporation Dusobox Corporation is a designer, engineer and manufacturer of custom corrugated display solutions and product packaging. It is based in Orlando, Fla. Dusobox filed Chapter 11 petition (Bankr. M.D. Fla. Case No. 24-00391) on Jan. 29, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Tiffany P. Geyer oversees the case. Michael A. Nardella, Esq., at Nardella & Nardella, PLLC is the Debtor's legal counsel. DWJC HOLDINGS: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------- DWJC Holdings, Inc. asks the U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, for authority to use cash collateral and provide adequate protection. In order to effectively reorganize, the Debtor must be able to use the cash collateral of its Secured Creditors to fund payroll, pay vendors, provide customer services, and otherwise continue business in the ordinary course. The Secured Creditors affected by the Debtor's proposed use of cash collateral are as follows in the order of priority of UCC filings: i. Canon Financial Services, Inc.: $35,000, UCC-1 filed on April 5, 2018; and UCC-3 (Continuation) filed April 3,2023 ii. US Small Business Administration (SBA EIDL): $139,905 UCC-1 filed on July 12, 2020 iii. Expansion Capital Group: $20,000; UCC-1 filed on April 3, 2023 iv. Kapitus, LLC.: $35,213; UCC-1 filed on February 29, 2024. Based on the value of the Debtor's assets, the Debtor at this time is proposing to pay requisite adequate protection to senior UCC-1 lienholder U.S. Small Business Administration (SBA) $588 per month -- which is based on the asset value / all value of the debtor's business as listed on A/B of $30,395, amortized over 60 months, at 6% interest (payments being principal and interest). The Debtor believes the Secured Creditor(s) are adequately protected by the ongoing business operations and the income to be generated throughout the pendency of the Debtor's bankruptcy case, and the granting of a replacement lien to the extent of any diminution in value of collateral as a result of the Debtor's use of cash collateral. The replacement lien would be on all post-petition assets in the same priority and to the same extent and validity as the Secured Creditors asserted their prepetition security interests. A hearing on the matter is set for June 5, 2024 at 11 a.m. A copy of the motion is available at https://urlcurt.com/u?l=CR2QU3 from PacerMonitor.com. About DWJC Holdings, Inc. DWJC Holdings, Inc. owns, operates, and provides comprehensive printing and fulfillment (coat, stitch, collate, assemble package) and direct mail services (working directly with USPS, UPS, and FedEx) to its customers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-10245) on May 3, 2024. In the petition signed by Eddie Ranchigoda, acting CFO, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Charles Novack oversees the case. Arasto Farsad, Esq., at Farsad Law Office, P.C., represents the Debtor as legal counsel. E&E INVESTMENT: Seeks to Tap Richard B. Rosenblatt as Legal Counsel ------------------------------------------------------------------- E&E Investment Group, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Richard B. Rosenblatt, PC as bankruptcy counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) prepare legal papers; (c) prepare a disclosure statement and plan of reorganization; and (d) perform all other legal services for the Debtor which may be necessary herein. The hourly rates of the firm's counsel and staff are as follows: Richard B. Rosenblatt, Attorney $400 Linda M. Dorney, Attorney $350 Other Attorneys $295 Paralegals $150 On Apr. 17, 2024, the firm received a retainer of $5,035. The Debtor also agreed to pay an additional $5,000 retainer on May 5, 2024. Mr. Rosenblatt disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard B. Rosenblatt, Esq. Richard B. Rosenblatt, PC 30 Courthouse Square, Suite 302 Rockville, MD 20850 Telephone: (301) 838-0098 Email: rrosenblatt@rosenblattlaw.com About E&E Investment Group E&E Investment Group, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-13564) on April 29, 2024, listing under $1 million in both assets and liabilities. Judge Maria Ellena Chavez-Ruark oversees the case. Richard B. Rosenblatt, PC serves as the Debtor's counsel. ECI PHARMACEUTICALS: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------------- ECI Pharmaceuticals 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. The Debtor requires the use of the cash collateral for the continued operation of its business in the ordinary course, including payment of expenses attendant. Creditor Genetic Networks, LLC has yet to perfect its security interests, and , should be classified as a general unsecured creditor. On October 23, 2023, the Lender and the Debtor entered into a loan agreement pursuant to which the Lender agreed to loan the Debtor up to $2.1 million in working capital through a series of contemporaneous and future notes. As of the filing date, the Debtor is indebted to the Lender in the total amount of approximately $1.3 million. The Indebtedness is memorialized in a certain Loan and Security Agreement dated October 23, 2023. The cash that the Debtor intends to use to finance its operations includes not only cash proceeds generated by the Debtor's operations but also monies funded by a nondebtor and earmarked for satisfaction of the Debtor's payroll obligations. The nondebtor is JRLB Enterprises, LLC. JRLB is the manager of the entities which are the majority owners of Debtor ECI Pharmaceuticals LLC and of affiliated debtor BioRamo LLC. As adequate protection, the Debtor would offer as adequate protection of the Lender's collective lien, a first priority post-petition lien on all cash generated by the Debtor's services post-petition in the event it is determined that Lender's liens are duly perfected and encumber cash collateral. A copy of the motion is available at https://urlcurt.com/u?l=XhKI7x from PacerMonitor.com. About ECI Pharmaceuticals LLC ECI Pharmaceuticals LLC is a specialty generic and branded pharmaceutical manufacturing and marketing company specializing in the manufacturing of non-sterile, solid oral dose products. Debtor's business premises are located at 5311 NW 35th Terrace, Fort Lauderdale, Florida 33309. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-14430-SMG) on May 3, 2024. In the petition signed by Fedner Destine, chief executive officer, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Aaron A Wernick, Esq., at Wernick Law PLLC, represents the Debtor as legal counsel. EIGEN TECHNOLOGIES: Hercules Capital Marks $3.8MM Loan at 20% Off ----------------------------------------------------------------- Hercules Capital, Inc has marked its $3,750,000 loan extended to Eigen Technologies Ltd. to market at $2,991,000 or 80% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in Hercules Capital's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. Hercules Capital is a participant in a Senior Secured Loan (Prime + 5.10%, Floor rate 8.35%, 2.95% Exit Fee) to Eigen Technologies. The loan matures in April 2025. Hercules Capital, Inc. is a specialty finance company with a focus on and a goal of providing financing solutions to high-growth, innovative venture capital-backed and institutional-backed companies in a variety of technology, life sciences, and sustainable and renewable technology industries. Hercules is a Maryland corporation formed in December 2003 that began investment operations in September 2004. On February 25, 2016, Hercules changed its name from Hercules Technology Growth Capital, Inc to Hercules Capital, Inc. Hercules Capital's fiscal year ends December 31. Hercules Capital is led by Scott Bluestein, President, CEO, CIO; and Seth H. Meyer, CFO, CAO. The Company can be reached through: Hercules Capital, Inc. 1 North B Street., Suite 2000 San Mateo, CA 94401 Tel: (650) 289-3060 Eigen Technologies Ltd provides software solutions. The Company offers a machine learning tool that helps banks and other businesses that need to extract information and insights from large and complex documents like contracts. Eigen Technologies serves customers worldwide. ELEVATE TEXTILES: $250MM Bank Debt Trades at 34% Discount --------------------------------------------------------- Participations in a syndicated loan under which Elevate Textiles Inc is a borrower were trading in the secondary market around 66.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $250 million Payment in kind Term loan facility is scheduled to mature on September 30, 2027. The amount is fully drawn and outstanding. Elevate Textiles, Inc. manufactures and supplies textile products worldwide. EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 24% Discount --------------------------------------------------------- Participations in a syndicated loan under which Employbridge LLC is a borrower were trading in the secondary market around 76.4 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $925 million Term loan facility is scheduled to mature on July 19, 2028. The amount is fully drawn and outstanding. Employbridge, LLC operates as an industrial staffing company. The Company offers temporary associates in manufacturing, logistics, warehousing, and contact centers. ENVIVA INC: Court OKs $500MM DIP Loan from Acquiom and Seaport -------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Virginia, Alexandria Division, authorized Enviva Inc. and its debtor-affiliates to use cash collateral and obtain postpetition financing, on a final basis. The Debtor is permitted to obtain postpetition financing pursuant to a multi-tranche, delayed-draw, debtor-in-possession credit and note purchase agreement, consisting of loans and notes in an aggregate principal amount of $500 million from the DIP Creditors, of which $150 million will be available immediately upon entry of the Interim Order, and the remainder will be available through a maximum of four additional draws, in each case subject to and upon the date of entry of the Final Order. Acquiom Agency Services LLC and Seaport Loan Products LLC serve as co-administrative agents and Acquiom is the collateral agent. The DIP facility is due and payable on the earlier of (a) the Scheduled Maturity Date (i.e., the nine-month anniversary of the Closing Date), (b) the effective date of any Chapter 11 Plan for the Company, (c) the consummation of a sale or other disposition of all or substantially all assets of the Debtors, taken as a whole, under 11 U.S.C. Section 363, and (d) the date of acceleration or termination of the DIP Facility in accordance with the terms thereunder. In 2018, Enviva Inc. and Enviva, LP entered into a senior secured credit facility with Barclays Bank PLC serving as the administrative agent and collateral agent and certain lenders party thereto. On January 17, 2024, Barclays Bank PLC resigned from its position as Prepetition Agent. On February 16, 2024, Ankura Trust Company, LLC was appointed as replacement Prepetition Agent. By the terms of the Prepetition Senior Secured Credit Agreement, the Prepetition Borrowers: (a) borrowed an aggregate principal amount of $174 million in term loans; (b) were authorized to borrow, from time to time, an aggregate outstanding principal amount of no more than $525 million in revolving loans; and (c) borrowed an aggregate principal amount of no more than $105 million in certain incremental loans. The obligations of the Prepetition Borrowers are guaranteed by the Prepetition Senior Secured Guarantors. Each subset of loans under the Prepetition Senior Secured Credit Agreement matures on the earliest to occur of (a) June 30, 2027, or (b) 90 days before the maturity of the 2026 Notes. The Company's collective obligations under the Prepetition Senior Secured Credit Agreement are secured by substantially all of the assets of the Prepetition Loan Parties. On September 28, 2023, the Company drew down all available Revolving Loans (approximately $247 million) under the Prepetition Senior Secured Credit Agreement as a proactive measure to shore up liquidity as, among other things, Enviva sought to engage with contract counterparties, implement a business plan, and prepare to pursue the recapitalization process that eventually resulted in these chapter 11 cases. Over the next month--and in response to the loss of automatic clearinghouse capability in the Debtors' principal bank account--Enviva moved substantially all the remaining proceeds of the September Draw to a new bank account held by the Debtor Enviva MLP International Holdings, LLC. As of the Petition Date, the Debtors owe approximately $672.5 million in aggregate principal obligations under the Prepetition Senior Secured Credit Facility, which represents principal obligations arising from $568.5 million in Revolving Loans and $104 million in Term Loans. As of the Petition Date, there are also $1.4 million in aggregate principal amount of letter of credit commitments outstanding under the Prepetition Senior Secured Credit Facility. On December 9, 2019 and December 12, 2019, Debtors Enviva and Enviva Partners Finance Corp. issued $550.0 million and $50 million, respectively, in principal amount of senior unsecured notes with an aggregate principal of $600 million and interest rate of 6.5%, due to be repaid on January 15, 2026. The terms of these notes are governed by the 6.500% Senior Notes Due 2026 Indenture, dated as of December 9, 2019, which designated Wilmington Trust, N.A. as Trustee. On July 15, 2020, the 2026 Notes Issuers issued an additional $150 million aggregate principal amount under the 2026 Notes Indenture. On July 15, 2022, the Industrial Development Authority of Sumter County, Alabama issued various Exempt Facilities Revenue Bonds, Series 2022 in the aggregate principal amount of $250 million, under an Indenture of Trust, dated as of July 1, 2022, to support construction of a wood pellet production facility located near Epes, Alabama. The Epes Green Bonds Indenture named Wilmington Trust, N.A., as trustee over the administration of the Epes Green Bonds. After issuance to bondholders, the Epes Green Bonds Issuer then loaned the proceeds of the Epes Green Bonds to the Company on an unsecured basis under the Loan and Guaranty Agreement, dated July 1, 2022, in exchange for a promissory note, dated July 15, 2022, issued by Enviva to the Epes Green Bonds Issuer. On November 1, 2022, Mississippi Business Finance Corporation issued various Exempt Facilities Revenue Bonds, (Enviva Inc. Project), Series 2022, in the aggregate principal amount of $100 million, under an Indenture of Trust, dated as of November 1, 2022, to support construction of a wood pellet production facility located near Bond, Mississippi. The Bond Green Bonds Indenture named Wilmington Trust, N.A., as trustee over the administration of the Bond Green Bonds. After issuance to bondholders, the Bond Green Bonds Issuer then loaned the proceeds of the Bond Green Bonds to the Company on an unsecured basis under the Loan and Guaranty Agreement, dated November 1, 2022 in exchange for a promissory note, dated November 22, 2022, issued by Enviva to the Bond Green Bonds Issuer. In June 2022, the Company closed on a qualified New Markets Tax Credit financing transaction. The New Markets Tax Credit Program is a federal community investment program administered by the U.S. Department of Treasury that is intended to promote capital investment in qualifying communities by allowing taxpayers to claim certain federal income tax credits related to equity investments in qualifying community development entities. The Company's participation in the NMTC Transaction allowed it to obtain new financing subject to certain tax advantages resulting from the NMTC program. The Company entered into two loan agreements as part of the NMTC Transaction. First, the Company entered into a Loan Agreement, dated June 27, 2022, by and between Enviva Pellets Epes Finance Company, and United Bank by which Enviva Epes Finance borrowed an aggregate principal amount of approximately $31.4 million. Second, Enviva Pellets Epes, LLC entered into a Loan Agreement, dated June 27, 2022, by, between, and among Enviva Epes, NIF SUB IV, LLC, UBCD, SUB CDE Midway, LLC, PBCIF SUB-CDE4, LLC, and Munistrategies SUB-CDE#41, LLC, and certain subsidiaries of the Debtors, by which Enviva Epes borrowed an aggregate principal amount of approximately $42 million. As of the Petition Date, Enviva Epes owes approximately $42 million of aggregate principal obligations under the NMTC Loan, of which approximately $30.4 million is attributable to aggregate principal obligations that are owed by Enviva Epes Finance under the United Bank Loans. In 2021, Enviva FiberCo, LLC, another predecessor-in-interest to Debtor Enviva Pellets, entered into two promissory notes with Deere & Company (d/b/a John Deere) and Merchant Bank, which it used to finance the purchase of certain equipment. In 2022 and 2023, Enviva Pellets entered into additional promissory notes with John Deere, Northland Capital Financial Services, LLC, and JPMorgan Chase & Co., which it used to finance the purchase of additional equipment. Together, the initial principal amount of the FiberCo Notes totaled approximately $4.9 million. On August 4, 2010, Enviva Pellets Amory, LLC, a predecessor-in-interest to Debtor Enviva Pellets, acquired all of the purchased assets of CKS Energy, Inc. and land held by CKS Realty, Inc. To pay a portion of the purchase price, Enviva Amory issued that certain Convertible Subordinated Promissory Note, dated August 4, 2010, to CKS Energy, Inc. in the principal amount of $2 million. As of the Petition Date, the Debtors owe approximately $2 million in aggregate principal obligations under the Amory Seller Note. The Company has faced significant headwinds during the past year. These challenges were disclosed, among other sources, in the Form 10-K that Enviva filed with the Securities and Exchange Commission on November 9, 2023. The Q3 10-K attracted significant attention from various holders of the Company's funded indebtedness, including the Ad Hoc Group, as well as the debt and equity markets more broadly. As of the Petition Date, the Debtors have insufficient liquidity to maintain normal business operations for the full length of these chapter 11 cases and fund in full the administrative costs incurred in connection therewith. The Prepetition Secured Lenders are granted an Adequate Protection Package, which contemplates a variety of customary adequate protection to protect their interests in the Debtors' property from any diminution in value of the Prepetition Collateral (including, as applicable, cash collateral) resulting from the use of the cash collateral by the Debtors and the imposition of the Automatic Stay. Such adequate protection includes a valid, perfected replacement security interest in and lien upon all of the DIP Collateral that is senior to all other liens, but subject and subordinate only to (a) the Carve-Out, (b) the DIP Liens and any liens, if any, that are senior to the DIP Liens with respect to such property, and (c) any Prior Liens on Prepetition Collateral. The Prepetition Secured Lenders are also granted an allowed superpriority administrative expense claim as contemplated by 11 U.S.C. Section 507(b), which will be payable from and have recourse to all DIP Collateral and all proceeds thereof (excluding Avoidance Actions and the Avoidance Proceeds) and have priority in payment over any and all administrative expenses of the kind specified or ordered pursuant to any provision of the Bankruptcy Code, except for the Carve-Out and the DIP Superpriority Claims. A copy of the order is available at https://urlcurt.com/u?l=Gfr6wO from PacerMonitor.com. About Enviva Inc. Headquartered in Bethesda, Md., Enviva Inc. -- https://www.envivabiomass.com -- is a producer of industrial wood pellets, a renewable and sustainable energy source produced by aggregating a natural resource, wood fiber, and processing it into a transportable form, wood pellets. Enviva exports its wood pellets to global markets through its deep-water marine terminals at the Port of Chesapeake, Virginia, the Port of Wilmington, North Carolina, and the Port of Pascagoula, Mississippi, and from third-party deep-water marine terminals in Savannah, Georgia, Mobile, Alabama, and Panama City, Florida. Enviva Inc. and certain affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 24-10453) on March 13, 2024. In the petition signed by Glenn T. Nunziata, interim chief executive officer and chief financial officer, Enviva Inc. disclosed $2,893,581,000 in assets and $2,631,263,000 in liabilities. Judge Brian F. Kenney oversees the cases. The Debtors tapped VINSON & ELKINS LLP as general bankruptcy counsel, KUTAK ROCK LLP as local counsel, LAZARD FRERES & CO., LLC as investment banker, ALVAREZ & MARSAL HOLDINGS, LLC as financial advisor, and KURTZMAN CARSOON CONSULTANTS LLC as notice and claims agent. EXACTECH INC: $235MM Bank Debt Trades at 58% Discount ----------------------------------------------------- Participations in a syndicated loan under which Exactech Inc is a borrower were trading in the secondary market around 42.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $235 million Term loan facility is scheduled to mature on February 14, 2025. About $218.8 million of the loan is withdrawn and outstanding. Exactech, Inc. develops, manufactures, markets, and sells orthopedic implant devices and related surgical instrumentation. EYECARE PARTNERS: $750MM Bank Debt Trades at 48% Discount --------------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 52.3 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $750 million Term loan facility is scheduled to mature on February 20, 2027. The amount is fully drawn and outstanding. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products. FAITH USA: Hires Ursula Heidi Ferreira as Bookkeeper ---------------------------------------------------- Faith USA, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Ursula Heidi Ferreira as bookkeeper. The firm will assist the Debtor in bookkeeping, and preparation of monthly operating reports. The firm will be paid at $20 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Faith USA, LLC Faith USA, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 24-31010) on March 5, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Eduardo V. Rodriguez presides over the case. Reese W. Baker, Esq., at Baker & Associates represents the Debtor as legal counsel. FAST FLOW: Court OKs Cash Collateral Access Thru May 26 ------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Kentucky, Lexington Division, authorized Fast Flow Plumbing, LLC to continue using cash collateral, on an interim basis, in accordance with the budget, with a 10% variance, through May 26, 2024. As previously reported by the Troubled Company Reporter, the Debtor obtained two Economic Injury Disaster Loans from the U.S. Small Business Administration. One in the amount of $250K, which was disbursed in May 2020; while the second in the amount of $250K, which was disbursed in the 3rd or 4th quarter of 2021. The SBA's EIDLs are secured by a UCC all asset lien filed with the Kentucky Secretary of State on May 19, 2020. Under the parties' agreements, Fast Flow is required to make monthly principal and interest payments of $2,459. The balance of the outstanding principal is due sometime in 2050. Fast Flow is indebted to MCA Lenders who each will likely claim a secured interest in future sales and cash collateral. A review of the records for the secretary of state shows that Flash Funding LLC is the only MCA who filed a UCC financing statement. The financing statement was filed on July 13, 2022, more than two years after the SBA filed a financing statement in connection with the EIDLs. As adequate protection, the Debtor proposed to make the monthly contractual payment of $2,45 to the SBA until the earlier of an order of confirmation, or the conversion or dismissal of the case and to segregate from the cash collateral $1,522 per week, (or the total estimated loan balances, multiplied by an annualized interest rate of 9.5%), as adequate protection for the secured lenders until the final hearing on the matter commences. A final hearing on the matter is set for May 23 at 9 a.m. A copy of the order is available at https://urlcurt.com/u?l=YTKSbv from PacerMonitor.com. About Fast Flow Plumbing, LLC Fast Flow Plumbing, LLC is a provider of plumbing and trenchless service in Lexington, Kentucky. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-50346) on March 26, 2024. In the petition signed by Donald Fitzpatrick, CEO and corporate representative, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Gregory R. Schaaf oversees the case. J. Christian Dennery, Esq., at Dennery PLLC, represents the Debtor as legal counsel. FAXON ENTERPRISES: Hires Mcginnis Lochridge LLP as Co-Counsel ------------------------------------------------------------- Faxon Enterprises, Inc. d/b/a Henderson Fabrication, seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Mcginnis Lochridge LLP as co-counsel. The firm's services a. providing legal advice with respect to its powers and duties as Debtor-inPossession and the continued operation and management of its business; b. attending the Initial Debtor Conference ("IDC") and §341 Meeting of Creditors; c. advising the Debtor and consulting on the conduct of this Case, including all of the legal and administrative requirements of operating in Chapter 11; d. attending meetings and negotiating with representatives of creditors and other parties in interest; e. preparing necessary applications, answers, ballots, judgments, motions, notices, objections, orders, reports, and any other legal instrument necessary in furtherance of its reorganization; f. taking necessary actions to protect and preserve the Debtor's estate; g. reviewing prepetition executory contracts entered by the Debtor and to determine which should be assumed or rejected; h. assisting the Debtor in the sale of its assets and business as a going concern; i. consulting with the Debtor regarding tax matters; j. assisting the Debtor in the preparation of a Disclosure Statement, the negotiation of a Plan of Reorganization with the creditors in its case, and any amendments thereto, and seeking confirmation of the Plan of Reorganization; k. performing all other legal services for the Debtor which may become necessary to effectuate a reorganization of the Bankruptcy Estate; and l. performing all other legal services for the Debtor which may become necessary to effectuate administration of the Debtor's estate, including with respect to a chapter 11 plan and related disclosure statement. The firm will be paid at these rates: Elias M. Yazbeck, Esq. $300 per hour Chris L. Halgren, Esq. $650 per hour Paralegals $220 per hour The firm will be paid a retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Elias M. Yazbeck, Esq., a partner at Mcginnis Lochridge LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Elias M. Yazbeck, Esq. Christopher L. Halgren, Esq. McGinnis Lochridge LLP 609 Main Street, Suite 2800 Houston, Texas 77002 Telephone: (713) 615-8500 Facsimile: (713) 615-8585 Email: eyazbeck@mcginnislaw.com chalgren@mcginnislaw.com About Faxon Enterprises, Inc. Faxon Enterprises, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-80075) on March 24, 2024. In the petition signed by James E. Faxon, owner, the Debtor disclosed up to $10 million in both asset and liabilities. Judge Jeffrey P. Norman oversees the case. Nicholas Zugaro, Esq., at Dykema Gossett PLLC, represents the Debtor as legal counsel. FINTHRIVE SOFTWARE: $1.44BB Bank Debt Trades at 20% Discount ------------------------------------------------------------ Participations in a syndicated loan under which FinThrive Software Intermediate Holdings Inc is a borrower were trading in the secondary market around 80.3 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.44 billion Term loan facility is scheduled to mature on December 18, 2028. About $1.41 billion of the loan is withdrawn and outstanding. FinThrive is a provider of revenue cycle management software solutions to the healthcare sector. FLINT GROUP: EUR170.4MM Bank Debt Trades at 18% Discount -------------------------------------------------------- Participations in a syndicated loan under which Flint Group Topco Ltd is a borrower were trading in the secondary market around 82.3 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The EUR170.4 million Payment in kind Term loan facility is scheduled to mature on December 31, 2027. The amount is fully drawn and outstanding. Flint Group offers an unmatched product portfolio spanning printing inks, digital printing presses, blankets, pressroom chemistry, consumables, and colorants. FORTRESS INTERMEDIATE 3: S&P Assigns 'B' ICR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings assigned its 'B' issuer credit rating to Fortress Intermediate 3 Inc. (Fortress), the parent holding entity of Presidio, which will now be the rated entity. S&P also assigned its 'B' issue-level and '3' recovery ratings to the proposed $500 million senior secured notes due in 2031, issued by Fortress. An affiliate of Clayton Dubilier & Rice LLC (CD&R), a private equity sponsor, entered into a definitive agreement to acquire majority ownership in New York-based IT services provider Presidio, Inc and its affiliates (Presidio). S&P said, "We assigned our 'B' issue-level and '3' recovery ratings to Presidio's proposed $500 million senior secured notes due in 2031. The notes will be issued by new borrower entity Fortress. The notes are part of a proposed $2.6 billion debt financing package used to partially fund the majority acquisition of Presidio by an affiliate of CD&R. The '3' recovery rating reflects our expectation for meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a payment default. The 'B' issue-level and '3' recovery ratings on the company's proposed $2.103 billion first-lien senior secured term loan B and $450 million revolver are unchanged. "We assigned our 'B' issuer credit rating to Fortress. Fortress is a parent holding entity of Presidio in the pro forma organizational structure. It is the sole issuer of the proposed notes and coborrower under the company's recently launched term loan (with Presidio Holdings Inc.). We also anticipate Presidio's audited financials will be issued at the Fortress level and believe Presidio will make up all material assets, liabilities, and operations reported by Fortress following the acquisition. We plan to withdraw our rating on Presidio LLC when the acquisition closes. Fortress will then be the rated entity." FOUNDEVER WORLDWIDE: $1.40BB Bank Debt Trades at 29% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Foundever Worldwide Corp is a borrower were trading in the secondary market around 71.3 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.40 billion Term loan facility is scheduled to mature on August 28, 2028. About $1.37 billion of the loan is withdrawn and outstanding. Foundever Worldwide Corp provides business process outsourcing services. The Company offers digital, technology, training, analytics, technical support, and consulting services. Foundever Worldwide serves telecoms, utilities, and healthcare industries worldwide. FRANCHISE GROUP: $1BB Bank Debt Trades at 15% Discount ------------------------------------------------------ Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 85.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $1 billion Term loan facility is scheduled to mature on March 10, 2026. About $767.3 million of the loan is withdrawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy’s Home Furnishings and Sylvan Learning Systems, Inc. FRANCHISE GROUP: $300MM Bank Debt Trades at 16% Discount -------------------------------------------------------- Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 84.2 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $300 million Term loan facility is scheduled to mature on March 10, 2026. About $297 million of the loan is withdrawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddy’s Home Furnishings and Sylvan Learning Systems, Inc. GEORGIAN BACKYARD: Plan Exclusivity Period Extended to August 20 ---------------------------------------------------------------- Judge Jil Mazer-Marino of the U.S. Bankruptcy Court for the Eastern District of New York extended Georgian Backyard LLC's exclusive period to file a chapter 11 plan of reorganization and disclosure statement to August 20, 2024. As shared by Troubled Company Reporter, the Debtor claims that it needs an additional time to reach an agreement with the Landlord with respect to the pre-petition rent arrears and to resolve the dispute with shareholder, obtain Court approval for the reached terms and thereafter to file a plan of reorganization and disclosure statement, offering treatment to the main and other remaining Creditors of the estate. The Debtor asserts that the requested extensions of the time period to file a plan will not harm any economic stakeholder. Rather, the time will be used to resolve claims filed in this case. Moreover, should any events occur or there be a significant change in circumstances, a party in interest may move to reduce the time period to file a plan. Georgian Backyard LLC is represented by: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue., Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 Email: alla@kachanlaw.com About Georgian Backyard LLC Georgian Backyard LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-43881) on Oct. 25, 2023, listing up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Jil Mazer-Marino presides over the case. Alla Kachan, Esq., at the Law Offices Of Alla Kachan P.C., is the Debtor's counsel. GOTO GROUP: $958.9MM Bank Debt Trades at 27% Discount ----------------------------------------------------- Participations in a syndicated loan under which GoTo Group Inc is a borrower were trading in the secondary market around 73.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $958.9 million Term loan facility is scheduled to mature on April 28, 2028. The amount is fully drawn and outstanding. GoTo, formerly LogMeIn Inc., is a flexible-work provider of software as a service and cloud-based remote work tools for collaboration and IT management. GQ NCF: Files Emergency Bid to Use Cash Collateral -------------------------------------------------- GQ NCF Clermont Cleaners, 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. Several purported creditors have asserted security interests in all money in which the Debtor has an interest via UCC-1 Financing Statements filed in the Florida Secured Transaction Registry. The Debtor disputes that some of the Claimants or other creditors hold valid liens upon the cash collateral. Delta Bridge Funding LLC, E Advance, Fratello Capital, LLC, Fundworks, LLC, Rapid Finance, and Uptown Fund LLC assert an interest in the Debtor's cash collateral. As adequate protection for the use of cash collateral, the Claimants will be granted replacement liens on all post-petition property that is of the same nature and type of each Claimant's pre-petition collateral, payments of insurance, and later when the claims are clarified and allowed, cash payments: monthly payments at a reasonable interest rate. A copy of the motion is available at https://urlcurt.com/u?l=6b6M6L from PacerMonitor.com. About GQ NCF Clermont Cleaners, Inc. GQ NCF Clermont Cleaners, Inc. is in the dry-cleaning and shoe-repair business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:24-bk-02247-GER) on May 6, 2024. In the petition signed by Guillermo Gallegos, president, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Robert A. Stiberman, Esq., at Stiberman Law, P.A., represents the Debtor as legal counsel. GRAFTECH GLOBAL: Great Elm Capital Marks $1MM Loan at 26% --------------------------------------------------------- Great Elm Capital Corp. has marked its $1,000,000 loan extended to GrafTech Global Enterprises Inc. to market at $740,000 or 74% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in Great Elm's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. Great Elm is a participant in a 1st Lien, Secured Loan to GrafTech Global. The loan accrues interest at a rate of 9.88%. The loan matures on December 15, 2028. Great Elm Capital Corp. was formed on April 22, 2016 as a Maryland corporation. The Company is structured as an externally managed, non-diversified closed-end management investment company. The Company elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. The Company is managed by Great Elm Capital Management, Inc., a subsidiary of Great Elm Group, Inc. Great Elm's fiscal year ends December 31, 2023. Great Elm is led by Matt Kaplan, CEO; and Keri A. Davis, CFO. The Company can be reached through: Great Elm Capital Corp. 3801 PGA Boulevard, Suite 603, Palm Beach Gardens, FL 33410 Tel: (617) 375-3006 GrafTech Global Enterprises Inc. manufactures carbon and graphite products. The company is headquartered in Wilmington, Delaware. GREENPOWER MOTOR: Financial Strain Raises Going Concern Doubt ------------------------------------------------------------- GreenPower Motor Company Inc. disclosed in its Consolidated Condensed Interim Financial Statements for the three and nine months ended December 31, 2023 and December 31, 2022, that there is substantial doubt about its ability to continue as a going concern. According to the Company, as of December 31, 2023, it had a cash balance of $3,961,409, working capital of $19,428,489, accumulated deficit of $72,454,151, and shareholder's equity of $18,052,671. For the three months ended December 31, 2023, the Company had a loss of $4,641,720 on $8,157,931 of revenue, compared to a loss of $3,376,205 on $12,803,038 of revenue for the three months ended December 31, 2022. For the nine months ended December 31, 2023, the Company had a loss of $11,711,219 on $34,178,949 of revenue, compared to a loss of $11,183,938 on $24,391,602 of revenue for the same period in 2022. GreenPower said the continuation of the Company as a going concern is dependent on future cash flows from operations including the successful sale and manufacture of electric vehicles to achieve a profitable level of operations and obtaining necessary financing to fund ongoing operations. The Company's ability to achieve its business objectives is subject to material uncertainty, which casts substantial doubt upon the Company's ability to continue as a going concern. Management plans to address this material uncertainty by selling vehicles in inventory, collecting accounts receivable, utilizing the Company's operating line of credit and by seeking potential new sources of financing. A full-text copy of the Company's report filed on Form 6-K with the Securities and Exchange Commission is available at https://tinyurl.com/bd4a6cwn About GreenPower Motor Vancouver, British Columbia-based GreenPower Motor Company Inc. is a manufacturer and distributor of purpose-built, all-electric, zero-emission medium and heavy-duty vehicles serving the cargo and delivery market, shuttle and transit space and school bus sector. As of December 31, 2023, the Company has $50,164,330 in total assets, $32,111,659 in total liabilities. GULTON INC: Seeks Cash Collateral Access ---------------------------------------- Gulton Incorporated asks the U.S. Bankruptcy Court for the District of New Jersey for authority to use cash collateral and provide adequate protection. Gulton has no significant secured debt. Gulton has a Small Business Association line of credit through TD Bank, N.A. in the principal amount of $50,000. TD Bank holds a blanket lien on substantially all of Gulton's assets to secure this loan. The TD Bank loan is guaranteed by each of Gulton's owners. As of the Petition Date, the outstanding amount of the TD Bank loan was approximately $40,400. TD Bank will be adequately protected during the pendency of the Debtor's bankruptcy case. First, TD Bank has sufficient collateral that exceeds the value of the outstanding balance on the loan facility. In this regard, TD Bank has a security interest in, amongst other things, the Debtor's accounts receivable and inventory. As of the Petition Date, Gulton's accounts receivable is approximately $218,853 after taking into account certain doubtful receivables. Gulton's inventory and equipment has an approximate value of $508,572 as of the Petition Date. Although these balances change daily, based on the Debtor's sale of goods and collections, there are more than sufficient amounts to adequately protect TD Bank. TD Bank holds the first and only lien on these assets. Second, TD Bank is additionally protected by the personal guarantees of each of the Debtor's owner. A copy of the motion is available at https://urlcurt.com/u?l=NDTBAy from PacerMonitor.com. About Gulton Incorporated Gulton Incorporated is a manufacturer of thermal printheads. In the petition signed by Joseph J. DiGiovann, president and COO, the Debtor disclosed $889,251 in assets and $1,726,116 in liabilities. Richard D. Trenk, Esq., at TRENK ISABEL SIDDIQI & SHAHDANIAN P.C., represents the Debtor as legal counsel. H2 BEVERAGES: Seeks to Hire Tittle Law Group as Bankruptcy Counsel ------------------------------------------------------------------ H2 Beverages, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Tittle Law Group as bankruptcy counsel. The firm will render these services; (a) advise the Debtor with respect to its powers and duties in the continued operation of its business and the management of its property; (b) take all necessary action to protect and preserve the Debtor's estate; (c) prepare legal papers; (d) assist the Debtor in preparing for and filing a plan of reorganization at the earliest possible date; (e) perform any and all other legal services for the Debtor in connection with its Chapter 11 case; and (f) perform such legal services as the Debtor may request with respect to any matter. The firm will seek reimbursement for expenses incurred. On or about April 22, 2024, the firm received a $15,000 retainer from the Debtor. Brandon Tittle, Esq., an attorney at Tittle Law Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brandon J. Tittle, Esq. Tittle Law Group, PLLC 5465 Legacy Dr., Ste. 650 Plano, TX 75024 Telephone: (972) 731- 2590 Email: btittle@tittlelawgroup.com About H2 Beverages H2 Beverages, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-40915) on Apr. 23, 2024, listing under $1 million in both assets and liabilities. Brandon J. Tittle, Esq., at Tittle Law Group, PLLC serves as the Debtor's bankruptcy counsel. HARRIS HAULING: Hires J.M. Cook P.A. as Legal Counsel ----------------------------------------------------- Harris Hauling & Trucking, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ J.M. Cook, P.A. as counsel. The firm will provide these services: a. prepare on behalf of the Debtor, necessary applications, complaints, answers, orders, reports, motions, notices, plan of reorganization, disclosure statement and other papers necessary in Debtor's reorganization case; b. assist the Debtor in evaluating the legal basis for, and effect of, the various pleadings that will be filed in the Chapter 11 case by the Debtor and other parties in interest; c. perform all necessary legal services in connection with the Debtor's reorganization, including Court appearances, research, opinions and consultations on reorganization options, direction and strategy; d. assist the Debtor in preparing the monthly operating reports and evaluating and negotiating the Debtor's or any other party's Plan of Reorganization and any associated Disclosure Statement; e. commence and prosecute any and all necessary and appropriate actions and/or proceedings on behalf of the Debtor; and f. perform all other legal services for the Debtor which may be necessary and proper in these proceedings and in keeping with his fiduciary duty. The firm will be paid at these rates: Legal work $300 per hour Paralegal work $175 per hour Ministerial work $75 per hour The firm will be paid a retainer in the amount of $3,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. J.M. Cook, a partner at J.M. Cook, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: J.M. Cook, Esq. J.M. Cook, P.A 5886 Faringdon Place Suite 100 Raleigh, NC 27609 Telephone: (919) 675-2411 Facsimile: (919) 882-1719 Email: J.M.Cook@jmcookesq.com About Harris Hauling & Trucking, LLC Harris Hauling & Trucking, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-01210) on April 11, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge David M. Warren presides over the case. J.M. Cook at J.M. Cook, P.A. represents the Debtor as legal counsel. HCIC HOLDINGS: Hires Corso & Company as Accountant -------------------------------------------------- HCIC Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Corso & Company as accountant. The firm will provide these services: a. assist the Debtor and provide advice with its tax reporting matters; b. prepare federal and Colorado income tax returns, and any related returns, schedules, worksheets, 940 and/or 941 returns, etc.; and, c. provide accounting services as needed to prepare the tax returns. The firm will will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm will be paid a retainer in the amount of $1,500. Steven J. Corso, CPA at Corso & Company, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Steven J. Corso, CPA Corso & Company 572 Shasta Drive Encinitas, CA 92024 Tel: (310) 488-7019 Fax: (760) 230-1383 Email: stevenjcorso63@gmail.com About HCIC Holdings, LLC HCIC Holdings LLC in Denver, CO, filed its voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 23-14505) on October 4, 2023, listing as much as $1 million to $10 million in both assets and liabilities. Greg Harrington as manager, signed the petition. Judge Kimberley H. Tyson oversees the case. BUECHLER LAW OFFICE, LLC serve as the Debtor's legal counsel. HESS MIDSTREAM: S&P Rates New $500MM Senior Unsecured Debt 'BB+' ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating and '3' recovery rating to Hess Midstream Operations L.P.'s (HESM) proposed $500 million senior unsecured debt issuance and placed the 'BB+' issue-level rating on CreditWatch with positive implications. The partnership plans to use the net proceeds to repay outstanding borrowings on the revolving credit facility and for general corporate purposes. The '3' recovery rating indicates S&P's expectation that lenders would receive meaningful (50%-70%; rounded estimate: 55%) recovery in the event of a default. S&P's 'BB+' issuer credit rating on HESM remains on CreditWatch, where it placed it with positive implications on Oct. 24, 2023. HESM is indirectly owned 38% by Hess and 27% by Global Infrastructure Partners (GIP) affiliate. The remaining 35% interest is publicly owned. HESM owns midstream assets, providing services to Hess and third-party customers. HIGHLANDS GROUP: Hires Steidl and Steinberg, P.C. as Counsel ------------------------------------------------------------ Highlands Group LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Steidl and Steinberg, P.C. to handle its Chapter 11 case. The firm will be paid at the rate of $350 per hour. The firm was paid a retainer in the amount of $5,000, plus the filing fee of $1,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher M. Frye, Esq., a partner at Steidl and Steinberg, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Christopher M. Frye Steidl and Steinberg, P.C. 2830 Gulf Tower, 707 Grant Street, Pittsburgh, PA 15219 Telephone: (412)391-8000 Facsimile: (412) 391-0221 Email: chris.frye@steidl-steinberg.com About Highlands Group LLC The Highlands Group LLC in Johnstown, PA, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Pa. Case No. 24-70160) on April 22, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Brian C. Durham as member, signed the petition. STEIDL & STEINBERG, P.C. serve as the Debtor's legal counsel. HOLLYWOOD LOFTS: Seeks to Hire Bush Kornfeld as Bankruptcy Counsel ------------------------------------------------------------------ Hollywood Lofts, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Bush Kornfeld LLP as its bankruptcy counsel. The firm will render these services: (a) advise the Debtor of its rights, duties, responsibilities and powers in the Chapter 11 case; (b) assist, advise, and represent the Debtor relative to the administration of the Chapter 11 Case; (c) attend meetings and conferences and otherwise communicate and negotiate with representatives of creditors and other parties in interest as to matters arising in or related to the Chapter 11 case; (d) assist the Debtor in the formulation, preparation, drafting, negotiating and obtaining approval of a plan of reorganization and corresponding disclosure statement; (e) assist the Debtor in the review, analysis, negotiation and approval of any financing or funding agreements; (f) take all necessary actions to protect and preserve the interests of the Debtor, its business operations and its bankruptcy estate,; (g) review, analyze, evaluate and file objections to claims filed or asserted against the Debtor in the Chapter 11 case; (h) assist the Debtor in the review, analysis, negotiation and approval of any transactions as an alternative to confirmation of plans of reorganization; (i) prepare legal papers; (j) appear, as appropriate, before this court, appellate courts, and other courts or regulatory bodies in which matters may be heard and to protect the interests of the Debtor before said courts, regulatory bodies and the United States Trustee; and (k) perform such other legal services as may be required or deemed to be in the interests of the Chapter 11 case, the Debtor and the bankruptcy estate. The hourly rates of the firm's counsel and staff are as follows: James Day $695 Richard B. Keeton $475 Jason Wax $475 Other Attorneys $425 - $695 Clerks $125 - $175 Paralegals $125 - $175 Prior to the petition date, the Debtor paid the firm a total retainer of of $29,613.99. The firm currently holds $73,262 in trust as the balance remaining of its prepetition advance fee deposit. James Day, Esq., an attorney at Bush Kornfeld, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: James L. Day, Esq. Bush Kornfeld LLP 601 Union St., Suite 5000 Seattle, Washington 98101 Telephone: (206) 292-2110 Facsimile: (206) 292-2104 Email: jday@bskd.com About Hollywood Lofts LLC Hollywood Lofts LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns real property and improvements thereon located at 127 Broadway East, Seattle, WA 98102, commonly known as the Hollywood Lofts having an appraised value of $14.1 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-10916) on April 15, 2024. In the petition signed by Ron E. Amundson, manager, the Debtor disclosed $14,278,613 in assets and $9,396,079 in liabilities. James L. Day, Esq., at Bush Kornfeld LLP represents the Debtor as legal counsel. IM CANNABIS: Financial Strain Raises Going Concern Doubt -------------------------------------------------------- IM Cannabis Corp. disclosed in its financial results for the first quarter ended March 31, 2024, that substantial doubt exists about its ability to continue as going concern. According to the Company and its subsidiaries, as of March 31, 2024, its cash and cash equivalents totaled C$1,048,000 the Group's working capital amounted to C$(10,518,000) and the Group's accumulated loss deficit amounted to C$255,431,000. In the three months ended March 31, 2024, the Group had an operating loss from continuing operation of C$5,630,000 and negative cash flows from continuing operating activities of C$662,000. The Group's current operating budget includes various assumptions concerning the level and timing of cash receipts from sales and cash outlays for operating expenses and capital expenditures, including cost saving plans. In 2023 The Company's board of directors approved a cost saving plan, to allow the Company to continue its operations and meet its cash obligations. The cost saving plan consisted cost reduction due to efficiencies and synergies, included mainly these steps: discontinued operations of loss-making activities, reduction in payroll and headcount, reduction in compensation paid to key management personnel (including layoffs of key executives), operational efficiencies and reduced capital expenditures. Those actions will save costs in 2024 and the company will continue its efforts for efficiency operations. Despite the cost savings plan and restructuring, the projected cash flows for 2024 indicates that it is uncertain that the Group will generate sufficient funds to continue its operations and meet its obligations as they become due. The Group continues to evaluate additional sources of capital and financing. However, there is no assurance that additional capital and or financing will be available to the Group, and even if available, whether it will be on terms acceptable to the Group or in amounts required. A full-text copy of the Company's report filed on Form 6-K with the Securities and Exchange Commission is available at https://tinyurl.com/4f7zb65w About IM Cannabis Corp. IMC (Nasdaq: IMCC) (CSE: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company has exited operations in Canada to pivot its focus and resources to achieve sustainable and profitable growth in its highest value markets, Israel and Germany. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. As of March 31, 2024, the Company has C$41,109,000 in total assets and C$32,765,000 in total liabilities. INNOVATIVE CHEMICAL: S&P Downgrades ICR to 'CCC', Outlook Negative ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Innovative Chemical Products Group (ICP) by one notch to 'CCC'. The negative outlook reflects S&P's view that there is a one-in-three likelihood of ICP's S&P Global Ratings-adjusted EBITDA to interest coverage ratio diminishing to below 1.0x, and a specific default scenario could become a virtual certainty. S&P believes building construction activity and cost savings may not be sufficient to preserve ICP's credit quality at the prior rating. ICP, a maker of specialty coatings, adhesives, and sealants used in construction, had weak operational performance in 2023 and it is unclear whether demand growth will be sufficient to keep its credit measures (in particular, fixed-charge coverage) from becoming constrained. S&P said, "The rating downgrade reflects our view that in despite some cost-savings actions, ICP's credit measures will remain under heavy pressure. We do forecast a rebound in the company's profitability in 2024 relative to a very weak 2023 which was burdened by a loss-making asphalt business and a write down on high-cost inventory. Still, ICP's core business of roofing adhesives and other building products is not likely in our view to show the type of organic growth and price-cost favorability in 2024 needed to provide adequate cushion relative to its very high interest expense. A higher-for-longer interest rate environment and tepid housing starts are not conducive to construction-related demand growth. While the company could see a modest pick-up in volume from share gains, we do not envision significant restocking of associated chemical products this year. The company incurred significant underperformance in 2023 resulting from weaker-than-expected contributions from a large OEM customer, which demonstrated concentration risk that we did not expect. Two consecutive years of earnings weakness adds additional stress to ICP's credit quality, which had already been pressured prior to the divestiture of its industrial services division." ICP's credit measures are likely to remain weak. The company's earnings contracted significantly in 2023 due to anemic demand from customers, a write down of high-cost inventory, and losses in the asphalt business (now since divested). However, even when extracting the one-time charges from the adjusted EBITDA, the company's leverage ratio would still have been near 15x. S&P's base-case forecast envisions ICP's S&P Global Ratings-adjusted EBITDA rebounding to over $80 million in 2024, but the net effect of the incremental $130 million debt issuance and revolver paydown results in only a modest decline in the leverage ratio to 16x. Moreover, the interest coverage ratio could develop to be less than 1.0x for the second year in a row, at 0.8x in 2024 compared to 0.4x in 2023. Despite its cash on hand at present, S&P assesses ICP's liquidity for the next 12 months as less than adequate. In February 2024, ICP entered into an amendment to its first-lien credit agreement to provide for $130 million of incremental term loan issuance and used the proceeds to repay and retire its revolving credit facility and to add cash to the balance sheet. S&P notes that the company has roughly $125 million of cash liquidity at present after it paid the debt service in early April, and this may be sufficient to fund the company's uses of liquidity in the next 12 months. However, there are a variety of qualitative factors pertaining to ICP's liquidity that result in our assessment of less than adequate. These include the company's ability to absorb high-impact, low-probability events; its standing in the credit markets; and its risk management. The company now does not have a revolving facility in its capital structure and is reliant on cash on hand and internally generated cash flow to fund working capital swings. S&P said, "The negative outlook on ICP reflects the potential we will lower our rating in the next 12 months if it appears that the company is even likelier to default, either via inability to meet its fixed charges or through a distressed exchange. This could occur if the U.S. experiences a deep recession that reduces the demand for its products serving the building materials end market while interest rates and other costs remain high. A recession could erode the demand for its sealants and adhesives for housing applications and the tightness in the supply chain--which has eased as of late--could return to late-2021 levels or worse. Sufficiently weak demand could exacerbate liquidity pressures and make the capital structure unsustainable despite currently healthy cash balances following the receipt of proceeds from incremental term loan issuances and better operational execution as of late. "In our base-case scenario, we expect revenue to grow in 2024, on stabilizing end-market demand and solid pricing, though we do not foresee significant restocking activity. ICP's profitability may continue to improve on a more normal supply chain environment and better cost control. Despite this, we also believe the company's debt leverage will likely remain high over the near term, with an S&P Global Ratings-adjusted debt to EBITDA of greater than 10.0x. The incremental term loans' interest expense is partially in the form of paid-in-kind (PIK) accrual, which adds to debt. We expect ICP to sustain adequate liquidity at this rating. Our base-case scenario does not incorporate any additional transformational acquisitions or dividends. "We could lower our ratings on ICP within the next 12 months or sooner if we believe macroeconomic conditions and its execution are weak enough that a default appears likely to occur within the next six months." This could occur due to: -- Margins reverting to weak levels; -- Continued negative free cash flow during a still-high interest rate environment; and -- Liquidity becoming constrained with no prospects for improvement. S&P said, "We could also lower the rating if the company undergoes what we would view as a distressed exchange, in which it coerces its lenders to accept compensation that is less than adequate or less than the originally promised value for their debt securities. "We could revise our outlook on ICP to stable or positive within the next 12 months if we believe the macroeconomic picture brightens and ICP demonstrates good operational execution and strengthens its EBITDA margins such that it improves its adjusted debt to EBITDA to less than 10x and improves its EBITDA to interest coverage to greater than 1.0x. For an even higher rating, we would expect the company to sustain even stronger credit measures (i.e., debt leverage toward 8.5x and interest coverage toward 1.3x), retain adequate liquidity, and employ financial policies that support less-aggressive debt leverage levels." J CABELAS: Hires Campbell Law Firm P.A. as Counsel -------------------------------------------------- J Cabelas, LLC seeks approval from the U.S. Bankruptcy Court for the District of North Carolina to employ Campbell Law Firm, P.A. to handle its Chapter 11 case. The firm will be paid at these rates: Kevin Campbell $450 per hour Michael H. Conrady $400 per hour Suzanne Campbell Chisholm $300 per hour Staff $100 per hour The firm was paid a retainer in the amount of $17,520. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Campbell, a partner at Campbell Law Firm, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kevin Campbell, Esq. Campbell Law Firm, P.A., 890 Johnnie Dodds Blvd., Mt. Pleasant, SC 29465 Tel: (843) 884-6874 Fax: (843) 884-0997 About J Cabelas, LLC J Cabelas, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D.S.C. Case No. 24-01458) on On April 24, 2024. The Debtor hires Campbell Law Firm, P.A. as counsel. J FRANKLIN: Hires Campbell Law Firm, P.A. as Counsel ---------------------------------------------------- J Franklin, LLC seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to employ Campbell Law Firm, P.A. as to handle its Chapter 11 case. The firm will be paid at these rates: Kevin Campbell $450 per hour Michael H. Conrady $400 per hour Suzanne Campbell Chisholm $300 per hour Staff $100 per hour The firm was paid a retainer in the amount of $17,620. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Campbell, a partner at Campbell Law Firm, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kevin Campbell, Esq. Campbell Law Firm, P.A., 890 Johnnie Dodds Blvd., Mt. Pleasant, SC 29465 Tel: (843) 884-6874 Fax: (843) 884-0997 About J Franklin, LLC J Franklin, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 24-01457-hb) on April 24, 2024. In the petition signed by Ronald B. Jennings, Jr., managing member, the Debtor disclosed up to $500,000 in assets and Ronald B. Jennings, Jr. to $1 million in liabilities. Kevin Campbell, Esq., at Campbell Law Firm, PA, represents the Debtor as legal counsel. JANONE INC: Raises $300,000 in Shares Sale ------------------------------------------ JanOne Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on May 1, 2024, the Company entered into a Securities Purchase Agreement with two certain institutional investors for the sale by the Company in a registered direct offering priced at-the-market under the rules of The Nasdaq Stock Market of 79,782 units of the Company's securities, each Unit consisting of: -- one share of the Company's common stock, par value $0.001 per share; and -- one common stock purchase warrant for the purchase of an additional share of Common Stock, at a purchase price of $3.775 per Unit. Each Warrant will be exercisable immediately following issuance at an exercise price of $3.63 per share and will have a term equal to three years from the closing of the offering. Neither investor is a "U.S. Person," as such term is defined in Regulation S under the Securities Act of 1933, as amended and each is an "accredited investor" as such term is defined in Rule 501(a) under the Securities Act. The aggregate gross proceeds from the Offering were approximately $300,000, before deducting related expenses. The Company intends to use the net proceeds for working capital and general corporate purposes. The Purchase Agreement contains customary representations, warranties and agreements by the Company and the Investors and customary indemnification rights and obligations of the parties. The closing of the Offering occurred on May 1, 2024. The Company did not use the services of a placement agent. The Units sold in the Offering were offered and sold by the Company pursuant to an effective shelf registration statement on Form S–3 (File No. 333-278784), which was initially filed with the Securities and Exchange Commission on April 18, 2024, and was declared effective on April 25, 2024. On May 6, 2024, the Company filed a prospectus supplement with the SEC in connection with the sale of the Units. A copy of the prospectus is available at https://bit.ly/4dyWoiu About JanOne JanOne is a Nasdaq-listed company offering innovative, actionable solutions intended to help end the opioid crisis. JanOne is dedicated to funding resources toward innovation, technology, and education to find a key resolution to the national opioid epidemic, which is one of the deadliest and most widespread in the nation's history. Its drugs in the clinical trial pipeline have shown promise for their innovative targeting of the causes of pain as a strategic option for physicians averse to exposing patients to addictive opioids. As of March 30, 2024, the Company has $18.6 million in total assets, $10.9 million in total liabilities, and $3.8 million in total stockholders' equity. The Company disclosed in a Form 10-Q Report for the quarterly period ended March 30, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, it currently faces a challenging competitive environment and is focused on improving its overall profitability and liquidity, which includes managing expenses. The Company reported a net loss from continuing operations of approximately $2.1 million for the 13 weeks ended March 30, 2024. Additionally, as of March 30, 2024, the Company has total current assets of approximately $1.2 million and total current liabilities of approximately $8.1 million, resulting in a net negative working capital of approximately $6.9 million. Cash used in operations from continuing operations was approximately $544,000. Additionally, stockholders' equity, as of March 30, 2024, is approximately $3.8 million. JOHNSTONE SUPPLY: S&P Assigns 'B' ICR, Outlook Stable ----------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to heating, ventilation, air conditioning, and refrigeration (HVACR) distributor Johnstone Supply Intermediate LLC and its 'B' issue-level rating and '3' recovery rating to its proposed $1 billion term loan B due 2031. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate 50%) recovery for lenders in the event of a payment default. The stable outlook reflects S&P's expectation that the company will exhibit good earnings growth over the next 12 months on the favorable demand trends in the HVACR industry, contributions from its acquired stores, and relatively stable margins. S&P said, "We forecast Johnstone's S&P Global Ratings-adjusted leverage will be elevated in the mid-5x range through 2025. This forecast incorporates our assumption for a modest increase in the company's organic revenue supplemented by the contributions from its acquisition of independently owned Johnstone Supply stores. We assume Johnstone will expand its organic revenue supported by fairly stable demand for the repair and replacement of HVAC equipment and parts, given the large installed base of HVAC units in the U.S. and the largely non-discretionary nature of HVAC repair and replacement. Furthermore, we assume the company will increase the pricing of its HVACR equipment and parts starting this year and ramping up in 2025 due to industry regulatory requirements around the sale and installation of equipment with lower global warming potential (GWP) refrigerants. "We base our measure of Johnstone's revenue on its generally accepted accounting principles (GAAP) revenue, which accounts for its dropship revenue on a net basis. This leads us to assume an S&P Global Ratings-adjusted EBITDA margin in the 13% area under our forecast, which is a level that compares favorably with those of many of the distributors we rate. However, we note that the company's dropship revenue accounts for a relatively large proportion of its total revenue. In addition, when considering its dropship revenue on a gross basis, we estimate its S&P Global Ratings-adjusted EBITDA margin would be in the high-single-digit percent area. We assume Johnstone's S&P Global Ratings-adjusted EBITDA margin remains relatively stable at about 13% as the benefit from a mix shift towards higher margin company owned stores is offset by modestly increased SGA spend to absorb acquired stores. "We anticipate Johnstone will use its free operating cash flow (FOCF) generation to help fund its future acquisitions, though we assume it will likely continue to incur debt for these transactions. We forecast the company's unadjusted FOCF generation will be moderate this year before expanding somewhat in 2025 along with its EBITDA. We assume the improvement in Johnstone's EBITDA over the next two years will be offset by its elevated working capital usage as it increases its revenue and incorporates its acquired stores on its balance sheet. We assume the company will raise its capital expenditure (capex) moderately through 2025, though we expect it will remain low as a proportion of its reported revenue (less than 1%). We also assume that Johnstone will use its remaining cash flow, after funding the amortization under its proposed term loan, to help fund acquisitions." Johnstone plans to continue to acquire independently owned and operated stores, as it has since it acquired a majority stake in Johnstone Supply in 2021. Johnstone Supply was previously a cooperative of independent store owners. In 2021, Redwood acquired a 70% ownership position in Johnstone, through the acquisition of its six distribution centers and corporate entity, and converted the business to a LLC structure. S&P assumes the company will utilize the proposed ABL facility to fund a portion of its acquisition spending. S&P said, "In our view, Johnstone's competitive position is somewhat limited by the relative scale and scope of its end markets. Our forecast levels for Johnstone's 2024 reported revenue and S&P Global Ratings-adjusted EBITDA are somewhat lower than the level at the other broader distributors and industrial companies we rate. In addition, we view scale as an important competitive advantage for a distributor due to customers focus on rapid, on-time delivery and product availability, which a broad distribution network can facilitate. We also believe greater scale provides distributors with elevated purchasing power with suppliers. While Johnstone owns six distribution centers and 47 stores in the U.S. (456 total stores including those not owned by Johnstone), its footprint is somewhat smaller than that of HVACR distributor Watsco Inc. (not rated) and the other broader distributors we rate. That said, the company's six distribution centers are spread across the U.S. and close to major population centers. "Further, while we believe Johnstone has a relatively good position in the North American HVACR distribution market (as the No. 2 player behind Watsco), we view this market as competitive. The company derives all its revenue from the HVACR market, which creates some concentration risk relative to its broader distributor competitors that have varying end-market exposures. Being exposed to various end markets can help mitigate potential demand volatility in any one market. Nevertheless, we view the HVACR industry as benefiting from long-term tailwinds due to the large installed base of HVAC units in the U.S., a portion of which will need to be replaced or repaired each year. This large installed base can help offset the potential cyclicality in its demand related to new residential construction. Johnstone derives about 90% of its revenue from replacement and repair demand. "Somewhat mitigating our view of Johnstone's limited scale is our favorable view of its long-term supplier relationships and its status as the top HVAC customer for most of its top ten suppliers. These supplier relationships foster more competitive rebate programs and purchasing terms for the company compared with individual contractors or smaller distributors with more limited relationships. We also believe Johnstone's JXI technology provides it with somewhat of a competitive advantage, given the depth and breadth of information around the products it can provide to its customers. "The stable outlook reflects our expectation that the company will exhibit good earnings growth over the next 12 months on the favorable demand trends in the HVACR industry, contributions from its acquired stores, and stable margins." S&P could lower its ratings on Johnstone if it sustains S&P Global Ratings-adjusted leverage of more than 6.5x, with no clear prospects for improvement, or fails to generate positive FOCF on a consistent basis. This could occur if: -- The company is more aggressive with its acquisition spending than S&P currently anticipates; or -- The demand for the company's HVACR products declines materially and pressures its profitability. S&P said, "We could raise our ratings on Johnstone if it sustains S&P Global Ratings-adjusted leverage of under 5x and we expect its financial policies, particularly around future acquisitions or potential shareholder returns, will support its maintenance of this improved level of leverage. We could also consider raising our rating if we take a more favorable view of the business. This could occur, for instance, if the company materially enhances its scale and scope beyond its current strategy of developing and buying existing Johnstone stores. "Management and governance factors are a moderately negative consideration in our credit analysis of Johnstone due to its ownership by a controlling owner. We believe the corporate decision making by controlling owners prioritizes their interests over those of other stakeholders. Environmental and social factors are neutral, in our view, and do not have a material influence on our credit analysis of Johnstone." JUNE ME: Seeks to Hire Abassi Law Corporation as Counsel -------------------------------------------------------- June Me, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Abassi Law Corporation as counsel. The firm will provide these services: a. represent Debtor as its Initial Debtor Interview; b. represent Debtor its meeting of creditors pursuant to Bankruptcy Code; c. represent Debtor at all hearings before the United States Bankruptcy Court involving Debtor as Debtor in possession and as reorganized Debtor, as applicable; d. prepare on behalf of Debtor, as Debtor in possession all necessary applications, motions, order, and other legal papers; e. advise Debtor, regarding matters of bankruptcy law, including Debtor's rights and remedies with respect to Debtor's assets and the claims of its creditors; f. represent Debtor with regard to all contested matters; g. represent Debtor with regard to the preparation of a disclosure statement and the negotiation, preparation, and implementation of a plan of reorganization; h. analyze any secured, priority, or general unsecured claims that have been filed in Debtor's bankruptcy case; i. negotiate with Debtor's secured and unsecured creditors regarding the amount and payment of their claims; j. object claims as may be appropriate; k. perform all other legal services for Debtor as Debtor in possession as may be necessary, other than adversary proceedings which would require a further written agreement; l. advise Debtor with respect to its powers and duties as a Debtor in possession in the continued operations of its business; m. provide counseling with respect to the general corporation, securities, real estate, litigation, environmental, state regulatory, and other legal matters which may arise during the pendency of this Chapter 11 case; n. perform all other legal services that is desirable and necessary for the efficient and economic administration of this Chapter 11 case. The firm will be paid at these rates: Attorney $400 per hour Paralegal $60 per hour Law Clerk $25 per hour The firm received an initial retainer in the amount of $7,500. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew Abassi, Esq., a partner at Abassi Law Corporation, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Matthew Abassi, Esq. Abassi Law Corporation 6320 Caniga Ave., Suite 950 Woodland Hills, CA 91367 Telephone: (310) 358-9341 Facsimile: (888) 709-5448 Email: matthew@malawgroup.com About June Me, LLC June Me owns a single family residence located at 4947 Encino Ave., Encino, CA 91316 having a current value of $4.1 million. June Me, LLC in Encino, CA, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-10527) on April 1, 2024, listing $4,100,000 in assets and $4,206,544 in liabilities. Hamid Reisi as managing member, signed the petition. Judge Martin R. Barash oversees the case. ABBASI LAW CORPORATION serve as the Debtor's legal counsel. KITTYDOG INC: Seeks to Hire Branson Law as Bankruptcy Counsel ------------------------------------------------------------- Kittydog Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Branson Law, PLLC as bankruptcy counsel. The firm will render these services: (a) prosecute and defend any causes of action on behalf of the Debtor and prepare all necessary legal papers; (b) assist in the formulation of a plan of reorganization; and (c) provide all other services of a legal nature. The hourly rates of the firm's attorneys and paralegals range from $450 to $200. The firm received an advance fee in the amount of $1,508 for post-petition services and expenses and a filing fee of $1,738 from the Debtor. Jeffrey Ainsworth, Esq., an attorney at Branson Law, disclosed in a court filing that the firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey S. Ainsworth, Esq. Jacob D. Flentke, Esq. Flentke Legal Consulting, PLLC, Of Counsel Branson Law, PLLC 1501 E. Concord St. Orlando, FL 32803 Telephone: (407) 894-6934 Facsimile: (407) 894-8559 Email: jeff@bransonlaw.com jacob@bransonlaw.com jacob@flentkelegal.com About Kittydog Inc. Kittydog Inc., a company that offers travel arrangement and reservation services, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00523) on February 2, 2024. In the petition signed by Jacob Martin, president, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Lori V. Vaughan presides over the case. Jeffrey S. Ainsworth, Esq. at BransonLaw, PLLC represents the Debtor as legal counsel. KNIGHT HEALTH: $450MM Bank Debt Trades at 54% Discount ------------------------------------------------------ Participations in a syndicated loan under which Knight Health Holdings LLC is a borrower were trading in the secondary market around 46.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $450 million Term loan facility is scheduled to mature on December 25, 2028. The amount is fully drawn and outstanding. Knight Health Holdings LLC is a provider of a community-based acute and post-acute care, with 18 short-term acute care hospitals and 61 long-term acute care facilities across 25 states. LANCASTER TRENCHING: Seeks to Hire Cooper Norman as Accountant -------------------------------------------------------------- Lancaster Trenching, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Idaho to employ Cooper Norman as its accountant. The firm will render these services: (a) provide as-needed financial accounting services; (b) prepare federal and state income tax returns with supporting schedules and related tax report filings, and perform related research as necessary; (c) consult and assist with tax liability projections; and (d) contribute to and attend conference calls, meetings, and hearings related to the services provided by the firm, as may be necessary. The firm will charge $2,500 and $1,000 for its business tax return and individual tax return services, respectively. It will also charge $200 per hour for accounting/bookkeeping services. Tyson Bingham, CPA, an accountant at Cooper Norman, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tyson V. Bingham, CPA Cooper Norman 1000 Riverwalk Drive, Ste. 100 Idaho Falls, ID 83402 Telephone: (208) 523-0862 About Lancaster Trenching Lancaster Trenching, Inc. operates a land grading business in Filer, Idaho. The Debtor filed Chapter 11 petition (Bankr. D. Idaho Case No. 23-40600) on Dec. 21, 2023, with $4,959,722 in assets and $4,561,680 in liabilities. Frances Lancaster, secretary, signed the petition. Judge Noah G. Hillen oversees the case. The Debtor tapped Matthew Christensen, Esq., at Johnson May as legal counsel and Tyson V. Bingham, CPA, at Cooper Norman as accountant. LIFEBACK LAW FIRM: Wins Interim Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the District of Minnesota authorized LifeBack Law Firm, P.A. to use cash collateral, on an interim basis, in accordance with the budget, through May 21, 2024. Wesley Scott and 3LM Capital Partners, LLC and Three Line Capital Partners, LLC assert an interest in the Debtor's cash collateral. The Debtor is directed to use cash collateral pay ordinary and necessary business expenses and administrative expenses for the items and such use will not vary materially from the budget, except for variations attributable to expenditures specifically authorized by Court Order. The Debtor is authorized to grant Mr. Scott replacement liens, to the extent of the Debtor's use of cash collateral, in post-petition inventory, accounts, equipment, and general intangibles, with such lien being of the same priority, dignity, and effect as their respective pre-petition liens. However, such replacement liens will exclude all causes of action under Chapter 5 of Title 11 of the United States Code. Beginning on May 30, 2024, and with equal monthly payments subsequently due on the last business day of each month thereafter, the Debtor is authorized and directed to pay Three Line adequate protection payments in the amount of $3,000. A final hearing on the matter is set for May 21 at 10:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=rA99zL from PacerMonitor.com. About LifeBack Law Firm, P.A. LifeBack Law Firm, P.A. practices within Minnesota providing legal counsel for Chapter 7 & 13 bankruptcy. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-60191) on April 28, 2024. In the petition signed by Wesley W. Scott, president, the Debtor disclosed $1,181,944 in assets and $1,789,537 in liabilities. Judge Michael E. Ridgway oversees the case. John D. Lamey III, Esq., at LAMEY LAW FIRM, P.A., represents the Debtor as legal counsel. LL FLOORING: Raises Going Concern Doubt, Sees Covenant Breach ------------------------------------------------------------- LL Flooring Holdings, Inc. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. The Company anticipates its projected levels of liquidity will not be sufficient to maintain compliance with certain loan covenants later in the year. The Company said, "As of March 31, 2024, we had liquidity of $63.3 million, consisting of excess availability under our Credit Agreement of $57.3 million and cash and cash equivalents of $6.0 million. This represents a decrease in liquidity of $54.9 million from December 31, 2023, primarily driven in part by a decrease in the cap in availability to $153.9 million from $182.5 million as of March 31, 2024 and December 31, 2023, respectively, as well as an increase in our overall outstanding debt to $89 million from $66 million as of March 31, 2024 and December 31, 2023, respectively. The cap availability under our credit agreement is based on certain assets, including our inventory. We could see the cap in availability further decline in future years if our inventory balances decline." The Company continues to navigate uncertainty in the macroeconomic environment due to low consumer confidence, inflation, volatile mortgage rates impacting housing affordability and lower existing home sales. The Company had cash and cash equivalents of approximately $6 million, $89 million outstanding under its Revolving Credit Facility, a net loss of $29 million, and $57.3 million of borrowing availability under its Credit Agreement for the quarter ended March 31, 2024. The Company said its ability to continue as a going concern is dependent on its ability to generate sufficient sales, profitability, and liquidity to meet the Company's obligations and maintain the minimum borrowing availability to prevent triggering its fixed charge coverage ratio covenant. Under terms of the Credit Agreement, the fixed charge coverage ratio is only required when specified availability under the Revolving Credit Facility falls below the greater of $17.5 million or 10% of the Revolving Loan Cap. The Company believes that its projected levels of liquidity will not be sufficient to maintain compliance with this covenant in the fourth quarter of 2024. To alleviate these conditions, management plans to sell and enter into a sale leaseback transaction for its Sandston, Virginia distribution center, which, as a result, met the criteria for held for sale after the balance sheet date. The current net book value of the distribution center as of March 31, 2024, was approximately $39.6 million, which is significantly lower than its prospective market value based on third party information obtained by the Company. Proceeds from such a sale leaseback transaction will be sufficient to fund the Company's operations and prevent triggering its fixed charge coverage ratio covenant for a period of at least 12 months subsequent to the issuance of the Company's unaudited condensed consolidated financial statements. "We believe the sale of Sandston, along with our Dallas distribution center, positions us to better execute on our long term supply chain network strategy by optimizing our distribution footprint," the Company said. In addition, management is currently evaluating various funding alternatives that are intended to further alleviate these conditions and may seek to raise additional funds by obtaining additional credit from various financial institutions or refinancing the Company's Revolving Credit Facility with its existing lenders. "As we seek additional sources of financing, there can be no assurance that such financing would be available to us on favorable terms or at all. Our ability to refinance or obtain additional financing in the debt markets is subject to several factors, including market and economic conditions, our performance and investor sentiment with respect to us and our industry." A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/4znbcze3 About LL Flooring Holdings Richmond, Va.-based LL Flooring Holdings, Inc. is a multi-channel specialty retailer of flooring and flooring enhancements and accessories, operating as a single operating segment. The Company offers an extensive assortment of hard-surface flooring including waterproof hybrid resilient, waterproof vinyl plank, solid and engineered hardwood, laminate, bamboo, tile, and cork, with a wide range of flooring enhancements and accessories to complement. In addition, the Company also began offering carpet during 2023 and provides in-home delivery and installation services to its customers. As of March 31, 2024, the Company has $523.1 million in total assets, $393.6 million in total liabilities, and $129.5 million in total stockholders' equity. LOGANSPORT MACHINE: Creditors to Get Proceeds From Liquidation -------------------------------------------------------------- Logansport Machine Company, Inc. filed with the U.S. Bankruptcy Court for the Northern District of Indiana a Plan of Liquidation dated April 25, 2024. LMC workholding was established in 1916 and has a long history of providing both standard and custom workholding devices for the machine tool industry. LMC has its manufacturing headquarters in Logansport, Indiana, and does a substantial amount of its business in the North American market, but sells globally also. Post-petition, the Debtor was unable to return to profitability. A significant outstanding receivable of approximately $127,840.35 was not collected when the customer and obligor Imperiales Wheels filed an insolvency proceeding in France. The Debtor had another approximately $80,000 in product produced for that company for which no payment was to be made. This significantly impacted Debtor's cash flow. With ongoing issues associated with the lack of an ERP system and additional issues, the Debtor was unable to maintain ongoing regular operations and has accordingly curtailed operations as of the time of the filing of this Plan of Liquidation. The allowed unsecured claims total $1,384,930.22. Class 12 consists of General Unsecured Claims. The Allowed Claims of this Class shall be paid on a pro rata basis from the Liquidation Proceeds from the sale and collection of the assets of the estate after payment in full to priority Classes with such pro rata payment, if any, to be made as soon as practicable following the required payment to priority Classes under the Plan. Class 13 consists of Equity Interest Holders. The equity security holders of the Debtor as of the commencement of the case shall receive the balance of the Liquidation Proceeds, if any, following payment in full of Classes 1 through and including 12. Unless an asset is otherwise sold or abandoned from the estate pursuant to a final Bankruptcy Court order, the Debtor, with the assistance of its counsel, shall proceed immediately upon Confirmation of the Plan with the sale of all its assets and the collection of all its accounts, the proceeds of which, following required remittance to lienholders on the proceeds of such assets, will then constitute the Liquidation Proceeds that shall be remitted to the Disbursing Agent for distribution pursuant to the Plan. The Debtor's tangible assets (tools, machinery and equipment, vehicles, accessories, inventory, office equipment, etc.) shall be sold by auction by a licensed auctioneer (unless other sale method is authorized by the Court as to any one or more items) as soon as can be practicably scheduled. A full-text copy of the Liquidating Plan dated April 25, 2024 is available at https://urlcurt.com/u?l=oIomxv from PacerMonitor.com at no charge. Counsel to the Debtor: Scot T. Skekloff, Esq. HALLER & COLVIN, PC 444 E. Main Street Fort Wayne, IN 46802 Tel: (260) 426-0444 Fax: (260) 422-0274 Email: DSkekloff@hallercolvin.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. MAD ENGINE: $275MM Bank Debt Trades at 23% Discount --------------------------------------------------- Participations in a syndicated loan under which Mad Engine Global LLC is a borrower were trading in the secondary market around 76.9 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $275 million Term loan facility is scheduled to mature on July 16, 2027. About $257.8 million of the loan is withdrawn and outstanding. Mad Engine is engaged in the design, manufacture and wholesale distribution of licensed and branded apparel to retailers throughout the United States. MAD ENGINE: Great Elm Capital Marks $2.8MM Loan at 27% ------------------------------------------------------ Great Elm Capital Corp. has marked its $2,813,000 loan extended to Mad Engine Global, LLC. to market at $2,062,000 or 73% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in Great Elm's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. Great Elm is a participant in a 1st Lien, Secured Loan to Mad Engine. The loan accrues interest at a rate of 12.56% (3M SOFR + 7.00%, 8.00% Floor). The loan matures on July 15, 2027. Great Elm Capital Corp. was formed on April 22, 2016 as a Maryland corporation. The Company is structured as an externally managed, non-diversified closed-end management investment company. The Company elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. The Company is managed by Great Elm Capital Management, Inc., a subsidiary of Great Elm Group, Inc. Great Elm's fiscal year ends December 31, 2023. Great Elm is led by Matt Kaplan, CEO; and Keri A. Davis, CFO. The Company can be reached through: Great Elm Capital Corp. 3801 PGA Boulevard, Suite 603, Palm Beach Gardens, FL 33410 Tel: (617) 375-3006 Mad Engine is engaged in the design, manufacture and wholesale distribution of licensed and branded apparel to retailers throughout the United States. MAD PRODUCT: Wins Interim Cash Collateral Access ------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, authorized Mad Products Innovations, LLC to use cash collateral, on an interim basis, in accordance with the budget. The Debtor requires the use of cash collateral to pay its monthly obligations. The U.S. Small Business Administration and Commercial Business Funding Corporation assert an interest in the Debtor's cash collateral. As of the Petition Date, the Debtor was indebted to the SBA in the approximate amount of $699,500 and Commercial Business Funding pursuant to a factoring agreement. CBFC is a first position priority secured creditor of the Debtor, who is owed the sum of $293,079. The Debtor is directed to pay only expenses necessary for the operation of the business and not any prepetition expenses, officer salaries, professional fees, or insiders without further order of the Court. If such order is entered, such necessary pre-petition expenses, salaries, professional fees, or insider payments will not be paid unless the Debtor is current on its ordinary course of business expenses. As additional adequate protection of CBFC's interest and the estate's interest in cash collateral, CBFC is granted a replacement lien to the same nature, priority, and extent that CBFC may have had immediately prior to the date that the case was commenced nunc pro tunc to the Petition Date. Further, CBFC is granted a replacement lien and security interest on property of the bankruptcy estate to the same extent and priority as that which existed pre-petition on all of the cash accounts, accounts receivable and other assets and property acquired by the Debtor's estate or by the Debtor on or after the Petition. The replacement lien in the PostPetition Collateral will be deemed effective, valid and perfected as of the Petition Date, without the necessity of filing with any entity of any documents or instruments otherwise required to be filed under applicable non-bankruptcy law. The Debtor is Ordered to pay Adequate Protection payments as follows: a. $0 per month to SBA commencing April 1, 2024 and the 1st of each month thereafter or until further Order by the Court; b. Normal Factoring payment per Account Receivable value per month to Commercial Business Funding; c. All other UCC-1 secured lenders will receive no adequate protection at this time. The Debtor's authority to use the cash collateral will terminate immediately and upon the earlier of (a) order of the Court; (b) the conversion of this case to a Chapter 7 case; (c) the entry of an Order that alters the validity or priority of the replacement liens granted to the Bank; (d) the Debtor ceasing to operate all or substantially all of its business; (e) the entry of an order granting relief from the automatic stay that allows any entity to proceed against any material assets of the Debtor that constitute cash cllateral; (f) the entry of an Order authorizing a security interest under 11 U.S.C. section 364(c) or 364(d) in the collateral to secure any credit obtained or debt incurred that would be senior to or equal to the replacement lien; or (g) the dismissal of the Chapter 11 case. A copy of the order is available at https://urlcurt.com/u?l=q19riZ from PacerMonitor.com. About MAD Product Innovations MAD Product Innovations, LLC, a company in Jacksonville Beach, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00472) on February 16, 2024, with $611,903 in assets and $2,575,774 in liabilities. Michaelene Cadiz, chief executive officer and president, signed the petition. Judge Jason A. Burgess oversees the case. Bryan K. Mickler, Esq., at the Law Offices of Mickler & Mickler, LLP represents the Debtor as bankruptcy counsel. MAGENTA BUYER: $3.18BB Bank Debt Trades at 45% Discount ------------------------------------------------------- Participations in a syndicated loan under which Magenta Buyer LLC is a borrower were trading in the secondary market around 54.6 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $3.18 billion Term loan facility is scheduled to mature on July 27, 2028. The amount is fully drawn and outstanding. Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MAGENTA BUYER: Fidus Investment Marks $7.2MM Loan at 30% Off ------------------------------------------------------------ Fidus Investment Corporation has marked its $7,182,000 loan extended to Magenta Buyer LLC (dba Trellix) to market at $5,047,000 or 70% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in FIC's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. FIC is a participant in a Second Lien Debt to Magenta Buyer LLC (dba Trellix). The loan accrues interest at a rate of 13.82% (S + 8.25%, 0.75%). The loan matures on July 27, 2029. FIC, a Maryland corporation, operates as an externally managed, closed-end, non-diversified business development company under the Investment Company Act of 1940, as amended. The Company provides customized debt and equity financing solutions to lower middle-market companies, and may make investments directly or through its two wholly-owned investment company subsidiaries, Fidus Mezzanine Capital II, L.P. and Fidus Mezzanine Capital III, L.P. FIC's fiscal year ends December 31, 2023. FIC is led by Edward H. Ross President, Principal Executive Officer; and Shelby E. Sherard, Principal Financial and Accounting Officer. The Company can be reached through: Fidus Investment Corporation 1603 Orrington Avenue, Suite 1005 Evanston, IL 60201 Tel: (847) 859-3940 Magenta Buyer LLC is a provider of cybersecurity software that derives revenue from the sale of security products, subscriptions, SaaS, support and maintenance, and professional services. MATHESON FLIGHT: Seeks Approval to Hire Ritchie Bros. as Auctioneer ------------------------------------------------------------------- Matheson Flight Extenders, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Eastern District of California to employ Ritchie Bros. Auctioneers (America) Inc. as auctioneer. The firm will sell and auction the equipment, rolling stock, and other personal property assets of the Debtors. The firm will be paid to a commission based on the gross sale price of each piece of the Debtors' Equipment as follows: a. 15 percent for any lot in excess of $3,000; and b. 25 percent for any lot realizing USD $3,000 or less, with a minimum fee of $195 per lot. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Charles Mellor Ritchie Bros. Auctioneers (America) Inc. 765 West Rider Street, Perris, CA, USA 92571-3515 Tel: (951) 940-9441 Fax: (951) 940-9442 About Matheson Flight Extenders, Inc. Matheson Flight Extenders, Inc. and Matheson Postal Services, Inc. provide short and long-haul transportation, logistics and ground handling services. The companies are based in Sacramento, Calif. Matheson Flight Extenders and Matheson Postal Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case Nos. 22-21148 and 22-21149) on May 5, 2022. On July 14, 2022, Matheson Trucking, Inc., an affiliate, filed for Chapter 11 protection (Bankr. E.D. Calif. Case No. 22-21758). The cases are jointly administered under Case No. 22-21148. In the petitions signed by Charles J. Mellor, chief restructuring officer, the Debtors disclosed up to $50 million in both assets and liabilities. Judge Christopher M. Klein oversees the cases. Nuti Hart, LLP and Development Specialists, Inc. serve as the Debtors' bankruptcy counsel and financial advisor, respectively. Donlin, Recano & Company, Inc. is the Debtors' claims, noticing and solicitation agent, and administrative advisor. The U.S. Trustee for Region 17 appointed an official committee of unsecured creditors in the Debtors' cases. The committee is represented by Felderstein Fitzgerald Willoughby Pascuzzi & Rios, LLP. MATRIX PARENT: $160MM Bank Debt Trades at 66% Discount ------------------------------------------------------ Participations in a syndicated loan under which Matrix Parent Inc is a borrower were trading in the secondary market around 34.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $160 million Term loan facility is scheduled to mature on March 1, 2030. The amount is fully drawn and outstanding. Matrix Parent, Inc. does business as Mobileum. Matrix operates across four main businesses ranked as following in descending order by revenue contribution: Roaming and Network Services; Fraud, Security and Business Assurance; Testing and Service Assurance; and Engagement and Experience. Matrix pioneered the development of mobile roaming steering software used broadly among telecom operators. MBIA INC: Names Shengying Yu as Controller ------------------------------------------ MBIA Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that, effective May 2, 2024, the Company appointed Shengying Yu as Controller, the principal accounting officer for purposes of the Company's filings with the Securities and Exchange Commission. Ms. Yu will oversee the Company's accounting matters. Joseph Schachinger has succeeded Anthony McKiernan as Chief Financial Officer of the Company as of April 30, 2024, and will no longer serve as the Company's principal accounting officer as of the date of Ms. Yu's appointment Ms. Yu has served as Head of Accounting in the Controller's Group since June 2017. Ms. Yu joined the Company as a Vice President in the Controller's Group in October 2009. Prior to joining the Company, Ms. Yu served as a Senior Manager at Deloitte & Touche, LLP in the external audit practice from January 1999 to October 2009. Ms. Yu received a B.A. in Accounting and Computer Science from Queens College, City University of New York and is a Certified Public Accountant. Ms. Yu is not a party to any arrangement or understanding regarding her selection as an officer. Ms. Yu has no family relationships with any director, executive officer, or person nominated or chosen by the Company to become a director or executive officer of the Company. Ms. Yu is not a party to any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. Ms. Yu has not entered into any material plan, contract, arrangement or amendment in connection with her appointment as principal accounting officer. About MBIA MBIA Inc., together with its consolidated subsidiaries, operates within the financial guarantee insurance industry. MBIA manages its business within three operating segments: 1) United States public finance insurance; 2) corporate; and 3) international and structured finance insurance. The Company's U.S. public finance insurance portfolio is managed through National Public Finance Guarantee Corporation, its corporate segment is managed through MBIA Inc. and several of its subsidiaries, including its service company, MBIA Services Corporation, and its international and structured finance insurance business is primarily managed through MBIA Insurance Corporation and its subsidiaries. MBIA reported a net loss attributable to the Company of $195 million in 2022, a net loss attributable to the Company of $445 million in 2021, and a net loss attributable to the Company of $578 million in 2020. * * * Egan-Jones Ratings Company on September 28, 2023, maintained its 'CCC-' foreign currency and local currency senior unsecured ratings on debt issued by MBIA Inc. MEGA MATRIX: Accumulated Losses Raise Going Concern Doubt --------------------------------------------------------- Mega Matrix Corp. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. For the three months ended March 31, 2024 and 2023, the Company reported net losses of approximately $1.9 million and $1.2 million, respectively. In addition, the Company had accumulated deficits of approximately $18.3 million and $17.5 million as of March 31, 2024 and December 31, 2023, respectively. These conditions raised substantial doubt about the Company's ability to continue as a going concern. The Company's liquidity is based on its ability to generate cash from operating activities and obtain financing from investors to fund its general operations and capital expansion needs. The Company's ability to continue as a going concern is dependent on management's ability to successfully execute its business plan, which includes increasing revenue while controlling operating cost and expenses to generate positive operating cash flows and obtain financing from outside sources. As of March 31, 2024, the Company had working capital of approximately $9.5 million, among which the Company held cash of approximately $2.9 million, stable coins of approximately $3.1 million and digital assets of approximately $7.9 million, which were easily convertible into cash over the market. Given the financial condition of the Company and its operating performance, the Company assesses current working capital is sufficient to meet its obligations for the next 12 months. Accordingly, management continues to prepare the Company's consolidated financial statements on going concern basis. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2vy75fth About Mega Matrix Palo Alto, Calif.-based Mega Matrix Corp. (NYSE AMEX: MPU) -- https://www.megamatrix.io/ -- is a holding company and operates FlexTV, a short-video streaming platform and producer of short dramas, through Yuder Pte, Ltd., an indirect majority-controlled subsidiary of Mega Matrix. As of March 31, 2024, the Company has $24.2 million in total assets, $7.9 million in total liabilities, and $16.3 million in total equity. MESOBLAST LTD: Activity Report for Quarter Ended March 31 --------------------------------------------------------- Mesoblast Limited has provided an activity report for the third quarter ended March 31, 2024. Mesoblast Chief Executive Silviu Itescu said: "We are very pleased with the positive interactions we had last quarter with the FDA, having received clarity on the path to licensure for our product candidates in pediatric acute graft versus host disease and in ischemic patients with chronic heart failure." "Based on the clear responses and guidance from FDA we intend this quarter to resubmit our Biologics License Application (BLA) for approval of remestemcel-L in children with SR-aGVHD," said Mesoblast CEO Dr. Silviu Itescu. "In addition, FDA informed us that the results from our pivotal study of rexlemestrocel-L in end-stage heart failure patients may support an accelerated approval, and we intend to have a pre-BLA meeting to discuss the data that will be provided and the timing for an accelerated approval filing." The Company's activity report for the third quarter ended March 31, 2024, among other things included its financial report, highlighting: -- Strengthened Balance Sheet Completed the pro-rata accelerated non-renounceable entitlement offer that was launched on 4 December, 2023 (Entitlement Offer). Together the entitlement offer and institutional placement raised gross proceeds of A$97 million, including A$36.7 million during the quarter on the same terms as the Entitlement Offer. As part of its active approach to efficient balance sheet management, during the quarter Mesoblast reduced debt under its five-year facility, and its minimum cash balance requirement under that facility, by US$10 million. Cash balance at the end of the quarter was A$117.0 million (US$76.4 million) -- Cost containment strategy on-track Cost containment strategies and payroll reductions have been enacted by management and the Board enabling continuation of Phase 3 programs for SR-aGVHD and CLBP in the quarter whilst still achieving reductions in net operating cash spend: * Net operating cash spend of US$11.7 million for the quarter. * 28% reduction in net operating cash spend from the comparative quarter in FY2023. * On target to achieve a 23% ($15m) reduction in net operating spend in FY2024 compared to FY2023 which will be partially offset by investment in our commercial and clinical activities for SR-aGVHD and CLBP, respectively. "We will maintain our focus on cutting costs and preserving cash in the remainder of the year whilst we continue to work on corporate and strategic initiatives to access commercial distribution channels, supplement costs of development, and strengthen our balance sheet," the Company stated. A full-text copy of the Company's report filed on Form 6-K with the Securities and Exchange Commission is available at https://tinyurl.com/4mn39ree About Mesoblast Headquartered in Melbourne, Australia, Mesoblast Limited -- https://www.mesoblast.com/ -- is a developer of allogeneic (off-the-shelf) cellular medicines for the treatment of severe and life-threatening inflammatory conditions. The Company has leveraged its proprietary mesenchymal lineage cell therapy technology platform to establish a broad portfolio of late-stage product candidates which respond to severe inflammation by releasing anti-inflammatory factors that counter and modulate multiple effector arms of the immune system, resulting in significant reduction of the damaging inflammatory process. Mesoblast has locations in Australia, the United States and Singapore and is listed on the Australian Securities Exchange (MSB) and on the Nasdaq (MESO). As of June 30, 2023, the Company had $669.41 million in total assets, $167.58 million in total liabilities, an $501.84 million in total equity. PricewaterhouseCoopers in Melbourne, Australia, the Company's auditors since 2008, issued a "going concern" qualification in its report dated Aug. 31, 2023, citing that the Company has net cash outflows from operating activities and is dependent upon implementing cost containment and deferment strategies and obtaining additional funding from one or more sources to meet the Company's projected expenditure consistent with its business strategy, and has stated that these events or conditions result in material uncertainty that may cast significant doubt (or raise substantial doubt as contemplated by PCAOB standards) on the Company's ability to continue as a going concern. METRO COURIER: Seeks to Tap Koch Siedhoff Hand & Dunn as Accountant ------------------------------------------------------------------- Metro Courier, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Koch Siedhoff Hand & Dunn, LLP as its accountant. The Debtor requires an accountant to prepare income tax returns for the bankruptcy estate. Koch Siedhoff Hand & Dunn will compensated at the rate of $275 to $360 for its services. Edward Dunn, Jr., an accountant at Koch Siedhoff Hand & Dunn, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward P. Dunn, Jr. Koch Siedhoff Hand & Dunn, LLP 3580 W. 13th Wichita, KS 67203 Telephone: (316) 943-0286 About Metro Courier Metro Courier, Inc. owns and operates a courier business in Wichita, Kansas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-10263) on April 5, 2024. In the petition signed by Anita L. Vara, president, the Debtor disclosed up to $50,000 in both assets and liabilities. The Debtor tapped Mark J. Lazzo, Esq., at Mark J. Lazzo PA as legal counsel and Koch Siedhoff Hand & Dunn, LLP as accountant. MEXICAN MANUFACTURERS: Hires Miranda & Maldonado as Legal Counsel ----------------------------------------------------------------- Mexican Manufacturers, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Miranda & Maldonado, PC as counsel. The firm's services include: (a) advise the Debtor with respect to its powers and duties in the continued operation and management of its business; (b) attend the Initial Debtor Conference and Sec. 341 Meeting of Creditors; (c) prepare necessary legal papers; (d) review prepetition executory contracts, and unexpired leases entered by the Debtor and to determine which should be assumed or rejected; (e) assist the Debtor in the preparation of a disclosure statement, the negotiation of a plan of reorganization with the creditors in its case, and any amendments thereto, and seek confirmation of the plan of reorganization; and (f) perform all other legal services for the Debtor which may become necessary to effectuate a reorganization of the bankruptcy estate. The firm's counsel and staff will be paid at these hourly rates: Carlos A. Miranda, Esq. $350 Carlos G. Maldonado, Esq. $325 Legal Assistant $150 In addition, the firm will be reimbursed for reasonable out-of-pocket expenses incurred. The firm received retainer in the amount of $25,000. Carlos Miranda, Esq., an attorney at Miranda & Maldonado, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Carlos A. Miranda, Esq. Carlos G. Maldonado, Esq. Miranda & Maldonado, PC 5915 Silver Springs, Bldg. 7 El Paso, TX 79912 Telephone: (915) 587-5000 Facsimile: (915) 587-5001 Email: cmiranda@eptxlawyers.com cmaldonado@eptxlawyers.com About Mexican Manufacturers Mexican Manufacturers, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-30459) on April 16, 2024, listing under $1 million in both assets and liabilities. Miranda & Maldonado, PC represents the Debtor as counsel. MILLENKAMP CATTLE: Seeks to Hire Schuil Ag Real Estate as Broker ---------------------------------------------------------------- Millenkamp Cattle, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Idaho to employ Schuil Ag Real Estate, Inc. as broker. The Debtors need a real estate broker to assist them in preparing a brokers price opinion and testifying as a witness as to the market value of their real estate. Schuil will charge a flat fee of $5,000 for the brokers price opinion and an hourly rate of $450 for services as a witness in this Chapter 11 case. Jonathan Verhoeven, a realtor at Schuil Ag Real Estate, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jonathan Verhoeven Schuil Ag Real Estate, Inc. 5020 W. Mineral King Ave. Visalia, CA 93291 Telephone: (559) 734-1700 Facsimile: (559) 734-7848 About Millenkamp Cattle Millenkamp Cattle Inc., part of a family-owned agriculture business that can produce more than 1 million pounds of milk per day. Millenkamp Cattle Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Idaho Lead Case No. 24-40158) on April 2, 2024. In the petitions filed by William J. Millenkamp, manager, Millenkamp Cattle estimated assets between $10 million and $50 million and estimated liabilities between $500 million and $1 billion. The Honorable Bankruptcy Judge Noah G. Hillen oversees the cases. The Debtors are represented by Matthew T. Christensen, Esq. at Johnson May, PLLC. MKS REAL ESTATE: Unsecureds Owed $682K to Get 100% over 60 Months ----------------------------------------------------------------- MKS Real Estate, LLC, submitted a Third Amended Disclosure Statement regarding Proposed Third Amended Plan of Reorganization dated April 29, 2024. The Plan will pay all allowed claims in full from the proceeds from the sale of Debtor's real property pursuant to the Order Authorizing Debtor to Sell Real Property Located at 9100 NW US 287, Tarrant County, Fort Worth, Texas 76177 Free and Clear of All Liens, Claims, and Encumbrances. The Class III Allowed General Unsecured Claims are impaired. The Holders of Allowed General Unsecured Claims are entitled to vote on the Plan. The Allowed General Unsecured Claims are alleged to be $681,902.87 or less. The Holders of Allowed General Unsecured Claims will be paid a distribution of $100,000.00 of their Allowed Claims in Cash on or before the Effective Date. Such Holders will thereafter receive monthly distributions from the Reorganized Debtor of $14,776.51 per month over 60 months commencing approximately one month after the Effective Date until all Allowed General Unsecured Claims are paid in full. All such Allowed General Unsecured Claims shall receive the default rate of interest under any applicable contract from the Effective Date until all such claims are paid in full. Specifically, each claim of PNC Bank, N.A., successor to PNC Equipment Finance, LLC, shall receive default interest at a rate of 18.00% per annum accruing and commencing on the Effective Date as set forth in the amortization chart. Debtor believes the treatment will be sufficient to pay the Holders of Allowed General Unsecured Claims in full. This Class will receive a distribution of 100% of their allowed claims. The Holder of Class IV Allowed Interests in Debtor is unimpaired and shall retain his equity interest. The Holders of Allowed Interests in Debtor are not entitled to vote on the Plan. The Cash necessary to pay Allowed Claims and Allowed Interests under the Plan will be the Cash generated from the sale proceeds of the Real Estate and subject to approval and disbursement on or before the Effective Date of this Plan. The Disbursing Agent shall make all Distributions required under this Plan. On the Effective Date, the interests in the Debtor will be retained by its interest holder, Luis Leal. It is estimated that there will be at least $1.1 million dollars available for distribution to all Holders of Claims in Class III, which is sufficient to pay all claims in full on the Effective Date. The Debtor will make an initial payout of $100,000.00 to all Holders of Class III Claims on or before the Effective Date. Holders of Allowed Class III Claims will then receive a monthly payout pro rata of $14,776.51 per month up to 60 months until paid in full. The monthly payment includes interest at the rate of 18.00% per annum. The Debtor will utilize a portion of the remaining funds to develop raw land in a joint venture with Icon Truck Services, LLC ("Icon" and collectively, with Debtor, the "Joint Venture"), which is owned by Insider, Jose Leal. Mr. Leal is the brother of Luis Leal, the sole member of the Debtor. Icon owns 2.1 acres of raw land in Haltom City, Texas free of liens and encumbrances and has an estimated value of $1.2 million. The subject property is located at 4201 Glenview in Haltom City, Texas (the "JV Property"). Icon will provide the JV Property to the Joint Venture and the Debtor will provide investment funds to the Joint Venture to develop the JV Property. Icon and the Debtor will own 50% of the interest in the Joint Venture. After the JV Property is developed, the Debtor will collect rent on any commercial leases entered into by the Joint Venture. A full-text copy of the Third Amended Disclosure Statement dated April 29, 2024 is available at https://urlcurt.com/u?l=vgLr1H from PacerMonitor.com at no charge. Bankruptcy counsel to the Debtor: M. Jermaine Watson, Esq. CANTEY HANGER LLP 600 West 6th Street, Suite 300 Fort Worth, TX 76102 Tel: (817) 877-2800 Fax: (817) 333-2961 E-mail: jwatson@canteyhanger.com About MKS Real Estate MKS Real Estate, LLC owns and operates an office building valued at $14.4 million. It is based in Fort Worth, Texas. MKS Real Estate filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 21-40424) on March 1, 2021. On Oct. 28, 2021, the court entered an agreed order dismissing the bankruptcy case for one year or until such time that the claim was paid in full, or the property is foreclosed, whichever was later. In consideration for the Debtor being given one year to sell the real property, the court ordered "that [Cadence (formerly known as BancorpSouth)] will have the right to post the real property for non-judicial foreclosure and proceed with the foreclosure on Nov. 1, 2022 in the event the claim is not paid in full on or before Oct. 31, 2022." MKS Real Estate again filed a Chapter 11 petition (Bankr. N.D. Tex. Case No. 22-42618) on Oct. 31, 2022. In the petition filed by Olufemi Ashadele as owner, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. Judge Edward L. Morris oversees the 2022 case. The Debtor is represented by M. Jermaine Watson, Esq., at Cantey Hanger, LLP. MOMEX DINING: Court OKs Access to SBA's Cash Collateral ------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California, Sacramento, authorized Momex Dining Concepts, Inc. to use the cash collateral of the U.S. Small Business Administration, on an interim basis, in accordance with the budget. As previously reported by the Troubled Company Reporter, the Debtor sought authority to use the cash collateral to operate and maintain the business and pay critical expenses during the pendency of the case. In July of 2017, the shareholders; Michelle Hill, Alexis Marcki, and Stencer Marcki bought the "Cicada Cantina" located in Redding, CA. The Shareholders paid $500,000 for the Restaurant, with $200,000 down from Michelle Hill, and a balance being carried at $5,000 per month, in addition to the rent and cams of approximately $17,000 per month. In 2020 the Covid Pandemic hit which caused upheaval and uncertainty. The Debtor started to get behind the shareholders invested more money to make ends meet. While the business qualified for both rounds of the PPP Loan Forgiveness Program established but only received one round. The Debtor did receive a SBA loan, and qualified for ERC tax credits they are still awaiting an estimated $1.235 million in credits. The primary reasons for the bankruptcy filing is due to COVID-19as the gross sales were reduced to a point where the rent and payroll taxes were not able to be paid. Without the filing of the bankruptcy case, the cash collateral might be subject to seizure by the IRS. There is only one creditor that appears to have a perfected security interest in cash collateral of the Debtor. The security interest was perfected by the filing of a UCC-1, by the U.S. Small Business Administration based on an SBA Loan taken out by Debtor. As adequate protection, the Debtor sought to grant replacement liens to the extent cash collateral is actually used. A copy of the order is available at https://urlcurt.com/u?l=G38Shj from PacerMonitor.com. About Momex Dining Concepts Momex Dining Concepts, Inc. owns and operates the Cicada Cantina Mexican restaurant. The company is based in Redding, Calif. The Debtor sought protection under Chapter 11 of the U.S.Bankruptcy Code (Bankr. E.D. Calif. Case No. 23-24611) on December 23, 2023, with $507,500 in assets and $1,313,632 in liabilities. Michelle Lynn Hill, chief executive officer, signed the petition. Judge Christopher M. Klein oversees the case. Peter G. Macaluso, Esq., at the Law Office of Peter G. Macaluso represents the Debtor as bankruptcy counsel. NABORS INDUSTRIES: Incurs $34.3 Million Net Loss in 2024 Q1 ----------------------------------------------------------- Nabors Industries Ltd. filed with the U.S Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to Nabors totaling $34.3 million for the three months ended March 31, 2024, compared to a net income attributable to Nabors of $49.2 million for the three months ended March 31, 2023, or a $83.6 million decrease in net income. Operating revenues for the three months ended March 31, 2024, totaled $733.7 million, representing a decrease of $45.4 million, or 6%, compared to the three months ended March 31, 2023. Nabors said the decrease in net income is attributable to a decline in U.S. activity, which has resulted in a decrease of approximately $14.6 million in adjusted operating income for the Company's segments from the prior year. In addition, gains related to mark-to-market activity for the common share warrants and debt buybacks loss during the three months ended March 31, 2024, contributed approximately $3.1 million to net income compared to gains of $59.2 million during the three months ended March 31, 2023, contributing $56.1 million to the decrease. General and administrative expenses for the three months ended March 31, 2024, totaled $61.8 million, representing a minimal increase of $21,000 compared to the three months ended March 31, 2023, as general operating costs remained consistent with prior year. Research and engineering expenses for the three months ended March 31, 2024 totaled $13.9 million, representing a decrease of $1.2 million, or 8%, compared to the three months ended March 31, 2023. This is primarily reflective of a decrease in research and development activities due to current industry market conditions. Depreciation and amortization expense for the three months ended March 31, 2024 was $157.7 million, representing a decrease of $5.3 million, or 3%, compared to the three months ended March 31, 2023. The decrease is a result of the limited capital expenditures over recent years coupled with a higher amount of older assets reaching the end of their useful lives. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/2z847vt2 About Nabors Bermuda-based 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 $11.8 million for the year ended December 31, 2023, 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 March 31, 2024, the Company had $4.64 billion in total assets, $3.37 billion in total liabilities, and $522.82 million in total stockholders' equity. * * * In September 2023, Egan-Jones Ratings Company upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Nabors Industries, Inc. to CCC+ from CCC-. In March 2024, S&P Global Ratings revised its outlook to stable from positive and affirmed its 'B-' issuer credit rating on Nabors Industries Ltd. At the same time, S&P affirmed its 'B-' issue-level rating on the company's senior priority guaranteed notes with recovery rating of '3' and 'CCC' issue-level rating on the company's priority guaranteed notes with recovery rating of '6'. The stable outlook reflects S&P's expectation for the company's operating performance, industry fundamentals, near-term debt maturity profile, and credit metrics to remain appropriate for the 'B-' issuer credit rating. The outlook revision reflects S&P's expectation of reduced free cash flow generation and lower than anticipated debt reduction. NJR INVESTMENTS: Hires Meyer Law Group LLP as Bankruptcy Counsel ---------------------------------------------------------------- NJR Investments, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ Meyer Law Group LLP as general bankruptcy counsel. The firm will assist with plan formulation, prepare the schedules and the statement of financial affairs, review monthly operating reports, respond to creditor inquiries, evaluate claims and all services usually performed by such counsel. The firm will be paid at these rates: Partner (Brent D. Meyer) $450 per hour Paralegals $125 per hour The firm received a retainer in the amount of $15,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Brent D. Meyer, a partner at Meyer Law Group LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brent D. Meyer, Esq. Meyer Law Group LLP 268 Bush Street #3639 San Francisco, CA 94104 Tel: (415) 765-1588 Fax: (415) 762-5277 Email: brent@meyerllp.com About NJR Investments, LLC The Debtor is primarily engaged in renting and leasing real estate properties. The Debtor owns the real property located at 45 Visitacion Avenue, Brisbane, California 94005 valued at $1.35 million. NJR Investments, LLC in Brisbane, CA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 24-30127) on February 29, 2024, listing $1,350,000 in assets and $1,210,530 in liabilities. Maria Noreen Quimson as managing member, signed the petition. Judge Hannah L. Blumenstiel oversees the case. MEYER LAW GROUP, LLP serve as the Debtor's legal counsel. NUMBER HOLDINGS: Stradley Ronon Advises Harco National & Gessner ---------------------------------------------------------------- The law firm of Stradley, Ronon, Stevens & Young, LLP filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases Number Holdings Inc., and affiliates, the firm represents: 1. Harco National Insurance Company 4200 Six Forks Road, Suite 1400 Raleigh, NC 27609 2. Gessner Square Ltd. 2500 Tanglewilde Street, Suite 306 Houston, TX 77063 Gessner, as landlord, is party to a lease with debtor, 99 Cents Only Stores Texas, Inc., as tenant. Gessner has claims against the Debtors for amounts due and owing under the lease and additional amounts that may come due under the lease. Gessner is in the process of evaluating its claims and has not yet filed a proof of claim. Harco is a surety for the Debtors and has issued a $1.5MM utility bond for Southern California Edison. Harco is in the process of evaluating its claims and has not yet filed a proof of claim. Stradley first represented and continues to represent Gessner in the case. Stradley first represented and continues to represent Harco in the case. Gessner and Harco are represented by: Stradley, Ronon, Stevens & Young, LLP Daniel M. Pereira, Esq. 1000 N. West Street, Suite 1200 Wilmington, DE 19801 Phone: (302) 295-3805 Facsimile: (302) 295-4801 Email: dpereira@stradley.com About Number Holdings Founded in 1982, 99 Cents Only Stores LLC - http://www.99only.com/ -- operate over 370 "extreme value" retail stores in California, Arizona, Nevada and Texas under the business names "99¢ Only Stores" and "The 99 Store." The Company offers its customers a wide array of quality products -- from everyday household items, to fresh produce, deli, and other grocery items, to an assortment of seasonal and party merchandise -- many of which are still priced at or below 99.99 cents. The Company's stores are primarily located in urban areas and underserved communities, many of which lack close access to traditional grocery stores. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10719) on April 7, 2024. In the petition signed by Christopher J. Wells, as chief restructuring officer, the Debtor disclosed up to $10 billion in both assets and liabilities. Judge Kate Stickles oversees the case. The Debtors tapped Milbank LLP as general bankruptcy counsel, Morris, Nichols, Arsht & Tunnel LLP as Delaware bankruptcy counsel, Jefferies LLC as investment banker, Alvarez & Marsal North America, LLC as financial advisor, Hilco Merchant Resources, LLC and Hilco Real Estate, LLC as retail consultant and real estate consultant, and Kroll Restructuring Administration LLC as claims and noticing agent. OFFICE PROPERTIES: Offers to Swap $1.7BB in Unsecured Notes ----------------------------------------------------------- Office Properties Income Trust (Nasdaq: OPI) disclosed that it is offering noteholders the option to exchange their outstanding senior unsecured notes due 2025, 2026, 2027 and 2031 for new 9.000% Senior Secured Notes due 2029 and related guarantees pursuant to the terms and conditions set forth in an Offering Memorandum dated as of May 1, 2024. OPI is offering to exchange its outstanding 4.5% Senior Unsecured Notes due 2025, 2.65% Senior Unsecured Notes due 2026, 2.400% Senior Unsecured Notes due 2027 and 3.45% Senior Unsecured Notes due 2031 for up to $610 million in aggregate principal amount of Senior Secured Notes due 2029 and related guarantees. Specifically: -- OPI is offering holders of $650,000,000 of Existing 2025 Notes $938 for every $1,000 they own if tendered by May 14 and $918 if tendered after that date but on or before May 30. -- OPI is offering holders of $400,000,000 of Existing 2031 Notes $515 for every $1,000 they own if tendered by May 14 and $495 if tendered after that date but on or before May 30. -- OPI is offering holders of $350,000,000 of Existing 2027 Notes $610 for every $1,000 they own if tendered by May 14 and $590 if tendered after that date but on or before May 30. -- OPI is offering holders of $300,000,000 of Existing 2026 Notes $720 for every $1,000 they own if tendered by May 14 and $700 if tendered after that date but on or before May 30. The New Notes will be secured by first-priority liens on 19 properties with an Adjusted Total Assets value of approximately $722 million and second-priority liens on 19 additional properties that secure OPI's credit facility with an Adjusted Total Assets value of approximately $1 billion. Each $1,000 of Existing Notes that is validly tendered and not validly withdrawn at or prior on May 14, 2024, or that is validly tendered after the Early Delivery Time but at or prior on May 30, 2024, unless it is extended or earlier terminated by OPI and that is accepted by OPI, will be entitled to receive consideration. The Exchange Notes will be exchanged in accordance with the assigned Acceptance Priority Levels, with 1 being the highest and 4 being the lowest, subject to proration and rounding. In addition, holders of Exchange Notes will be entitled to accrued but unpaid interest with respect to such series to but excluding the date on which they are exchanged for New Notes. The Settlement Date for the Exchange Offers is expected to be on or about the second business day following the Expiration Date. An Eligible Holder must tender all of its Existing 2025 Notes in the Exchange Offers in order to participate in the Exchange Offers. An Eligible Holder may withdraw Existing 2025 Notes from an Exchange Offer only if it validly withdraws all its Existing 2025 Notes from such Exchange Offer and also validly withdraws its tender of all other Existing Notes from the applicable Exchange Offers. The consummation of each Exchange Offer is subject to certain conditions. Among other conditions, the Exchange Offers are conditional upon the satisfaction or, if applicable, waiver of, (i) the valid tender of at least $97.5 million in aggregate principal amount of the Existing 2025 Notes and (ii) the valid tender of a sufficient amount of Existing Notes such that at least $488 million in aggregate principal amount of New Notes will be issued on the Settlement Date. Each Exchange Offer will expire at the Expiration Time. Existing Notes that are tendered may not be withdrawn on the date of the Early Delivery Time, except in limited circumstances as set forth in the Offering Memorandum. Holders of Existing Notes that validly tender Existing Notes at or prior to the Early Delivery Time may validly withdraw their tender of such Existing Notes at any time at or prior to the Withdrawal Deadline, but they will not be entitled to receive the Early Exchange Consideration set forth in the table unless they validly re-tender at or prior to the Early Delivery Time. The offer and sale of the New Notes and related guarantees will not be registered under the Securities Act of 1933, as amended, or any state securities laws, and the New Notes and related guarantees will therefore be subject to restrictions on transferability and resale. OPI does not intend to register the sale of any of the New Notes and related guarantees under the Securities Act or the securities laws of any other jurisdiction and is not providing registration rights. The New Notes and related guarantees may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements and may not be transferred by any holder except in accordance with the restrictions described under "Transfer Restrictions" in the Offering Memorandum. The Exchange Offers are being made, and the New Notes and related guarantees are being offered and issued, only to holders who have certified to OPI that either they are (a) in the U.S. and are "qualified institutional buyers" (as defined in Rule 144A under the Securities Act) and are holders of the Existing Notes, or (b) outside the U.S. and are holders of the Existing Notes who are non-U.S. persons in reliance upon and in compliance with Regulation S under the Securities Act. Only Eligible Holders are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offers. The Offering Memorandum is only available to holders who complete an eligibility letter confirming their status as Eligible Holders. Holders of Existing Notes who wish to receive a copy of the eligibility letters for the Exchange Offers may contact the information and exchange agent, D.F. King & Co, at D.F. King & Co., Inc., 48 Wall Street, New York, New York 10005, Attn: Michael Horthman, (212) 269-5550 (for banks and brokers) or (800) 829-6551 (for all others). Holders may also obtain and complete an electronic copy of the applicable eligibility letter on the following website links maintained by the Information and Exchange Agent: www.dfking.com/opi. Requests for the Exchange Offer materials from Eligible Holders may be directed to the Information and Exchange Agent at D.F. King & Co., Inc., 48 Wall Street, New York, New York 10005, Attn: Michael Horthman, (212) 269-5550 (for banks and brokers) or (800) 829-6551 (for all others). OPI is making the Exchange Offers only by, and pursuant to, the terms of the Offering Memorandum. OPI reserves the right to terminate, withdraw, amend or extend one or more of the Exchange Offers in its discretion, subject to the terms and conditions set forth in the Offering Memorandum. None of OPI, Moelis & Company LLC, as dealer manager, the Information and Exchange Agent, their respective affiliates nor any other person makes any recommendation as to whether Eligible Holders should tender or refrain from tendering their Existing Notes in the Exchange Offers, as applicable. Eligible Holders must make their own decision as to whether or not to tender their Existing Notes, as applicable, as well as with respect to the principal amount of the Existing Notes to tender. The Exchange Offers are not being made to any holders of Existing Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. The Existing Notes that are not exchanged will continue to be outstanding in accordance with all other terms of the Existing Notes and the indentures governing such Existing Notes. A full-text copy of the Company's report filed on Form 8-K with the Securities and Exchange Commission is available at https://tinyurl.com/bdf47zzu About Office Properties Office Properties Income Trust is a REIT organized under Maryland law. As of Dec. 31, 2023, its wholly owned properties were comprised of 152 properties and it had noncontrolling ownership interests of 51% and 50% in two unconsolidated joint ventures that owned three properties containing approximately 468,000 rentable square feet. As of Dec. 31, 2023, the Company's properties are located in 30 states and the District of Columbia and contain approximately 20,541,000 rentable square feet. As of Dec. 31, 2023, its properties were leased to 258 different tenants, with a weighted average remaining lease term (based on annualized rental income) of approximately 6.4 years. The U.S. government is its largest tenant, representing approximately 19.5% of its annualized rental income as of Dec. 31, 2023. As of March 31, 2024, the Company had $4 billion in total assets, $2.7 billion in total liabilities, and $1.3 billion in total stockholders' equity. * * * In May 2024, OPI announced it was actively negotiating with its existing debtholders to exchange four series of its currently outstanding senior unsecured notes (worth $1.7 billion at face value) for up to $610 million of new senior secured notes and related guarantees, with priority given to the 2025 noteholders ($650 million outstanding). The exchange would result in debtholders receiving below the par value of the existing notes. OPI has engaged Moelis & Company LLC as financial advisor to assist in evaluating options to address upcoming debt maturities. S&P Global Ratings lowered its issuer credit rating on OPI to 'CC' from 'CCC' and its issue-level ratings on its senior unsecured notes due 2025, 2026, 2027 and 2031, which are part of the proposed exchange, to 'CC' from 'CCC'. At the same time, S&P affirmed its 'CCC' issue-level rating on the company's senior unsecured notes due 2050, which are not part of the proposed exchange, and its 'B-' issue-level rating on its existing secured notes due 2029. Its '3' recovery rating on all the unsecured notes and '1' recovery rating on the secured notes are unchanged. S&P said, "We view the proposed transaction as a distressed exchange and tantamount to a default. OPI announced that it is offering the holders of its unsecured notes due 2025, 2026, 2027, and 2031 the option to exchange their outstanding notes at below par for up to $610 million (in aggregate) of 9.000% senior secured notes due 2029, with priority given to the 2025 noteholders. Under the proposed terms, the new notes will be secured by first-priority liens on 19 properties with an adjusted total asset value of $722 million and second-priority liens on 19 additional properties that secure OPI's credit facility with an adjusted total asset value of approximately $1 billion. While this proposed exchange could reduce the company's leverage, if completed, we would view it as a technical default because lenders would likely receive far less than they were originally promised. OPI expects to close the transaction by the end of May. OPI's current debt obligations include $290 million outstanding on its secured credit facility due January 2027 (including the $100 million term loan and $190 million drawn on the revolver), $477.3 million of secured fixed-rate debt, and $1.862 billion of unsecured notes, of which $1.7 billion would be included in the contemplated exchange. OFFICE PROPERTIES: Reports $5.2 Million Net Loss in Q1 2024 ----------------------------------------------------------- Office Properties Income Trust filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $5.2 million for the three months ended March 31, 2024, compared to a net loss of $446,000 for the three months ended March 31, 2023. The Company said, "As of March 31, 2024, our wholly owned properties were comprised of 151 properties and we had noncontrolling ownership interests of 51% and 50% in two unconsolidated joint ventures that owned three properties containing approximately 471,000 rentable square feet. As of March 31, 2024, our properties are located in 30 states and the District of Columbia and contain approximately 20,293,000 rentable square feet. As of March 31, 2024, our properties were leased to 261 different tenants with a weighted average remaining lease term (based on annualized rental income) of approximately 6.6 years. The U.S. government is our largest tenant, representing approximately 20.2% of our annualized rental income as of March 31, 2024." Leases representing approximately 13.0% and 8.6% of our annualized rental income are scheduled to expire during the remainder of 2024 and 2025, respectively, and we may be unable to renew leases or find replacement tenants. Certain changes in office space utilization, including increased remote work arrangements and tenants consolidating their real estate footprint, continue to impact the market. The utilization and demand for office space continues to face headwinds and the duration and ultimate impact of current trends on the demand for office space at our properties remains uncertain and subject to change. Accordingly, we do not yet know what the full extent of the impacts will be on our or our tenants’ businesses and operations nor the long-term outlook for leasing our properties. Higher interest rates, inflationary pressures, geopolitical hostilities and tensions, and concerns that the U.S. economy may enter an economic recession have caused disruptions in the financial markets and these factors could adversely affect our and our tenants’ financial condition and the ability or willingness of our tenants to renew our leases or pay rent to us. We also have a significant amount of debt maturing in the next 12 months. Deteriorating office fundamentals, high interest rates and market sentiment towards the office sector may restrict our access to, and likely increase our cost of, capital as we seek to refinance our debts." A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/23ukh8ny About Office Properties Office Properties Income Trust is a REIT organized under Maryland law. As of Dec. 31, 2023, its wholly owned properties were comprised of 152 properties and it had noncontrolling ownership interests of 51% and 50% in two unconsolidated joint ventures that owned three properties containing approximately 468,000 rentable square feet. As of Dec. 31, 2023, the Company's properties are located in 30 states and the District of Columbia and contain approximately 20,541,000 rentable square feet. As of Dec. 31, 2023, its properties were leased to 258 different tenants, with a weighted average remaining lease term (based on annualized rental income) of approximately 6.4 years. The U.S. government is its largest tenant, representing approximately 19.5% of its annualized rental income as of Dec. 31, 2023. As of March 31, 2024, the Company had $4 billion in total assets, $2.7 billion in total liabilities, and $1.3 billion in total stockholders' equity. * * * In May 2024, OPI announced it was actively negotiating with its existing debtholders to exchange four series of its currently outstanding senior unsecured notes (worth $1.7 billion at face value) for up to $610 million of new senior secured notes and related guarantees, with priority given to the 2025 noteholders ($650 million outstanding). The exchange would result in debtholders receiving below the par value of the existing notes. OPI has engaged Moelis & Company LLC as financial advisor to assist in evaluating options to address upcoming debt maturities. S&P Global Ratings lowered its issuer credit rating on OPI to 'CC' from 'CCC' and its issue-level ratings on its senior unsecured notes due 2025, 2026, 2027 and 2031, which are part of the proposed exchange, to 'CC' from 'CCC'. At the same time, S&P affirmed its 'CCC' issue-level rating on the company's senior unsecured notes due 2050, which are not part of the proposed exchange, and its 'B-' issue-level rating on its existing secured notes due 2029. Its '3' recovery rating on all the unsecured notes and '1' recovery rating on the secured notes are unchanged. S&P said, "We view the proposed transaction as a distressed exchange and tantamount to a default. OPI announced that it is offering the holders of its unsecured notes due 2025, 2026, 2027, and 2031 the option to exchange their outstanding notes at below par for up to $610 million (in aggregate) of 9.000% senior secured notes due 2029, with priority given to the 2025 noteholders. Under the proposed terms, the new notes will be secured by first-priority liens on 19 properties with an adjusted total asset value of $722 million and second-priority liens on 19 additional properties that secure OPI's credit facility with an adjusted total asset value of approximately $1 billion. While this proposed exchange could reduce the company's leverage, if completed, we would view it as a technical default because lenders would likely receive far less than they were originally promised. OPI expects to close the transaction by the end of May. OPI's current debt obligations include $290 million outstanding on its secured credit facility due January 2027 (including the $100 million term loan and $190 million drawn on the revolver), $477.3 million of secured fixed-rate debt, and $1.862 billion of unsecured notes, of which $1.7 billion would be included in the contemplated exchange. ONEMAIN FINANCE: S&P Rates New $500MM Senior Unsecured Notes 'BB' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB' rating to OneMain Finance Corp.'s proposed $500 million senior unsecured notes due 2031. OneMain Finance Corp. (OMFC) is a direct, wholly owned subsidiary of OneMain Holdings Inc. (OneMain), which will guarantee the notes on an unsecured basis. The company intends to use the net proceeds from this issuance to redeem a portion of its outstanding 6.875% senior notes due March 2025. S&P said, "For first-quarter 2024, OneMain's ratio of unencumbered assets to unsecured debt was about 1.1x. Pro forma for this transaction and $1.1 billion of personal loan securitization, we expect this ratio to dip modestly below 1.0x. Nonetheless, over the next 12 months, we expect the ratio to be 1.0x-1.1x as the company uses the net proceeds of this issuance to pay off its 2025 debt maturity. If the company's unsecured debt becomes greater than its unencumbered assets, we would lower the issue rating by one notch, to 'BB-'." While the company is reducing its refinancing risk with this transaction by proactively prefunding a portion of its unsecured notes due March 2025, it is also increasing its near-term leverage. Pro forma for this issuance and the $1.1 billion securitization, S&P expects leverage will be 6.0x-6.3x, compared with 5.5x-6.0x as of March 31, 2024. Growth in equity could offset the increase during the second quarter. That said, the cushion around the 6.5x downside threshold has diminished. For the three months ended March 31, 2024, the company's ratio of personal loans to net charge-offs increased to 8.6%, from 7.7% a year prior. In addition, the proportion of loans 30 days or more delinquent was 2.72%, up from 2.58% a year prior. For credit cards, the ratio of 30-plus-day-delinquent loans was around 11.1%, up from 10.0% a year prior. For 2024, OMF expects net charge-offs to be 7.7%-8.3%, which exceeds its long-term goal of 6%-7%. S&P thinks rising net charge-offs could be a risk, and we will continue to monitor for any earnings erosion from credit deterioration. S&P said, "The stable outlook on OneMain indicates our expectation that in the next 12 months--despite challenging macroeconomic conditions--the company will keep its competitive position in nonprime consumer lending and operate with leverage of 4.5x-6.0x, although our base-case assumption is 5.5x-6.0x. We expect the company to maintain adequate liquidity, manageable net charge-offs of about 8%, and its existing funding mix. "We could lower our ratings over the next 12 months if debt to adjusted total equity rises above 6.5x or if net charge-offs substantially rise above our base-case expectation and erode earnings. We could also lower the ratings if regulatory actions impede OneMain's business, if the company takes on large debt-funded initiatives, or if competition increases in the nonprime consumer lending industry such that risk-adjusted yields decline and weaken earnings." An upgrade is unlikely over the next 12 months. OPEN TEXT: S&P Alters Outlook to Stable, Affirms 'BB+' ICR ---------------------------------------------------------- S&P Global Ratings revised the outlook on Open Text Corp. to stable from negative. S&P also affirmed the 'BB+' issuer credit rating (ICR). S&P said, "Further, we raised the issue-level rating on the unsecured debt to 'BB' from 'BB-' and revised the recovery rating to '5' from '6', given improved recovery prospects for lenders following the secured debt repayment. "The stable outlook reflects our expectation that with its recent deleveraging and updated capital allocation policy, Open Text will maintain S&P Global Ratings' adjusted debt leverage close to 3x for the next 18 months." On May 6, 2024, Open Text Corp. paid down $2 billion of debt after completing the sale of its application modernization and connectivity (AMC)/mainframe business to Rocket Software for $2.275 billion in cash before taxes, fees, and other adjustments. As a result, Open Text's S&P Global Ratings' adjusted leverage has improved to about 3x from 3.9x (as of third-quarter 2024) and we expect the company to maintain leverage around this level for the foreseeable future. S&P said, "The asset sale supports deleveraging but overall neutral to our assessment of business risk profile. Open Text's debt leverage had increased considerably since its $6 billion acquisition of Micro Focus in January 2023. Even though the company has been proactive in repaying debt, leverage as of third-quarter 2023 was still elevated at about 4x, down from 5.5x as fiscal 2023 (ending June 30). With the AMC proceeds funding a $2 billion debt repayment on May 6, 2024, the company's leverage has improved significantly to about 3x. We now expect the company to exit fiscal 2024 at 3x leverage, which compares with our previous expectations for high-3x. Considering its recently stated capital allocation policy, we now forecast the company's leverage to remain close to 3x for the foreseeable future. "We view the AMC divestiture as neutral to our assessment of Open Text's business risk profile. With $528 million of annual revenue and about $325 million of EBITDA, AMC is indexed to mainframe modernization & connectivity solutions (on-premise), and we do not consider it integral to Open Text's cloud growth strategy. Because AMC generated higher EBITDA margins than its other business, the divestiture will reduce the company's profitability by about 200 basis points (bps) in the next 12 months. Nonetheless, we anticipate Open Text's S&P Global Ratings-adjusted EBITDA margin will rebound and remain in the mid-30% area beyond 2025." Open Text's recently stated capital allocation policy should support leverage of about 3x. With Open Text's leverage at its target of about 3x, management has articulated a new capital allocation policy. Management plans to use 50% of its trailing-12-months free operating cash flow (FOCF) to fund shareholder distribution (dividends and share buybacks). The company has already announced a $250 million share buyback program and $450 million-$500 million of shareholder distribution for fiscal 2025. The remaining 50% of FOCF will go toward acquisitions, with a focus on mid-sized acquisitions in the cloud information management domain. Assuming management does not embark on large debt-financed transaction, S&P expects leverage to remain near 3x through fiscal 2025. The current balance sheet flexibility will allow Open Text to focus on organic growth (low-single-digit percent), with an emphasis on enterprise cloud bookings growing more than 20% annually. Mergers and acquisitions (M&A) will add revenue growth another 1%-2%. With an increased emphasis on AI and cloud growth, research and development (R&D) costs will likely increase to 14%-16% of revenue. Beyond 2025, S&P expects EBITDA to grow and margins to expand as management benefits from accelerated cloud growth and increased investment in the business. The stable outlook reflects S&P's expectation that following the debt repayment, the company's S&P Global Ratings-adjusted leverage will remain close to 3x, in line with management's target. Its ratings also incorporate Open Text's capital allocation strategy, including shareholder distributions and acquisitions, which supports the company's overall growth strategy. S&P could lower the ratings on Open Text if: -- Debt-financed acquisitions sustain debt leverage above 3.5x for 12-24 months post-acquisition; or -- Earnings weaken because of operational missteps, difficulties in integrating acquisitions, customer attrition, and market share loss amid product repositioning. S&P could raise the ratings, though unlikely in the next 12 months, if Open Text: -- Sustains debt to EBITDA at low-2x as it expands into the broader enterprise cloud information management market through prudently funded acquisitions, while committing to stronger credit measures when pursuing any debt-financed acquisitions or shareholder remuneration; and -- Develops an integrated set of product suites that improves the company's market position and scale relative to peers. OUTFRONT MEDIA: Reports $27.2 Million Net Loss in Q1 2024 --------------------------------------------------------- OUTFRONT Media Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to OUTFRONT of $27.2 million on $408.5 million of total revenues for the three months ended March 31, 2024, compared to net income attributable to OUTFRONT of $28.9 million on $395.8 million of total revenue for the three months ended March 31, 2023. The Company had a working capital deficit of $262.8 million as of March 31, 2024, compared to a working capital deficit of $195.4 million as of December 31, 2023. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/w2n6a4mz About OUTFRONT Media Inc. Headquartered in New York, OUTFRONT Media Inc. leases advertising space on out-of-home advertising structures and sites. As of March 31, 2024, the Company has $5.51 billion in total assets, $4.87 billion in total liabilities, and $647.2 million in total equity. Egan-Jones Ratings Company on April 5, 2024, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by OUTFRONT Media Inc. OUTFRONT MEDIA: Reports First Quarter 2024 Results -------------------------------------------------- OUTFRONT Media Inc. has released its results for the quarter ended March 31, 2024, highlighting among other things: * Revenues of $408.5 million * Operating income of $14 million * Net loss attributable to OUTFRONT Media Inc. of $27.2 million * Adjusted OIBDA of $66.5 million * AFFO attributable to OUTFRONT Media Inc. of $23.2 million * Quarterly dividend of $0.30 per share, payable June 28, 2024 "Strong local trends drove solid first quarter financial results, with total revenue up over 3% and Adjusted OIBDA up 10%" said Jeremy Male, Chairman and Chief Executive Officer of OUTFRONT Media. "It was particularly pleasing to see good growth in transit during the period, and encouragingly this trend has continued into the second quarter." A full-text copy of the Company's report filed on Form 8-K with the Securities and Exchange Commission is available at https://tinyurl.com/4t9cf6zr About OUTFRONT Media Inc. Headquartered in New York, OUTFRONT Media Inc. leases advertising space on out-of-home advertising structures and sites. Egan-Jones Ratings Company, on April 5, 2024, maintained its 'CCC' foreign currency and local currency senior unsecured ratings on debt issued by OUTFRONT Media Inc. OWEN CONTINENTAL: Seeks Cash Collateral Access ---------------------------------------------- Owen Continental L.P. asks the U.S. Bankruptcy Court for the Eastern District of Missouri, Eastern Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to pay their regular daily expenses, including employees' wages, utilities, and other costs of doing business. The Debtor is indebted to Gershman Investment Corp., in the approximate amount of $6.3 million. The Prepetition Indebtedness is secured by certain of the Debtor's assets. To the extent the Prepetition Creditor has valid security interest in the cash collateral, adequate protection will be provided to it though the granting of replacement liens in any prepetition assets which were subject to its liens to the same extent, validity, priority, perfection, and enforceability as their interests in any assets to the extent of any diminution in value. The Debtor further requests that the claims and liens granted are subject and subordinate to a carve-out of funds for the following administrative expenses in the amount of up $25,000: (a) all fees and expenses allowed by the court pursuant to the Bankruptcy Code to the Sub Chapter V Trustee, and (b) all fees and expenses incurred by the Debtor's professionals and the professionals of any statutory committee employed by Court order that are allowed by the court pursuant to the Bankruptcy Code. A hearing on the matter is set for May 14, 2024 at 10 a.m. A copy of the motion is available at https://urlcurt.com/u?l=ef7I45 from PacerMonitor.com. About Owen Continental, L.P. Owen Continental, L.P. owns a multifamily property containing 107 dwelling units plus a first floor commercial/office space located at 3615 Olive St., St. Louis, MO, having an appraised value of $8.73 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mo. Case No. 24-41619) on May 3, 2024. In the petition signed by Steve Trampe, managing partner, the Debtor disclosed $9,224,444 in total assets and $25,545,148 in total liabilities. Judge Kathy A. Surratt-States oversees the case. Robert E. Eggmann, Esq., at Carmody MacDonald P.C., represents the Debtor as legal counsel. PHILMAR STUDIOS: Hires Leech Tishman Fuscaldo & Lampl as Counsel ---------------------------------------------------------------- Philmar Studios, Inc., seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Leech Tishman Fuscaldo & Lampl, Inc. as counsel. The firm will provide these services: a. advise the Debtor as to the requirements of the Bankruptcy Court, the Bankruptcy Code, FRBP, LBR, and the Office of the United States Trustee as they pertain to the Debtor; b. advise the Debtor as to certain rights and remedies of its bankruptcy estate and the rights, claims, and interests of creditors and/or other parties in interest; c. advise and represent client with regard to the administration of the Chapter 11 bankruptcy estate and duties of a Debtor in Possession; d. file motions and other contested matters and assist in the formulation and confirmation of a plan of reorganization; e. assist the Debtor with the negotiation, documentation, and any necessary Court approval of transactions disposing of property of the estate; f. represent the Debtor in any proceeding or hearing in the Bankruptcy Court involving the bankruptcy estate unless the Debtor is represented in such hearing or proceeding by special counsel; g. conduct examinations of witnesses, claimants and/or adverse parties; h. prepare and assist the Debtor in preparation of reports, applications, and pleadings; i. assist the Debtor in the negotiation, formulation, preparation, and confirmation of a plan of reorganization ("Plan") and the preparation and approval of a disclosure statement in connection with the Plan; j. advise Debtor with respect to the assumption of any unexpired leases or executory contracts; k. perform any other services, which may be necessary and appropriate in the representation of the Debtor during the Bankruptcy Case; and l. represent the Debtor in such other matters as agreed to by the Debtor and Leech Tishman in connection with the Bankruptcy Case. However, Leech Tishman does not intend to represent the Debtor in connection with the Adversary Action or unlawful detainer action. The firm will be paid at these rates: Sandford L. Frey $795 per hour The firm received from the Debtor a retainer of $40,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Sandford L. Frey, Esq., a partner at Leech Tishman Fuscaldo & Lampl, Inc., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Sandford L. Frey, Esq. Leech Tishman Fuscaldo & Lampl, Inc., 1100 Glendon Avenue, 15th Floor Los Angeles, CA 90024 Telephone: (626) 796-4000; Facsimile: (424) 738-5080 E-mail: sfrey@leechtishman.com About Philmar Studios, Inc., Philmar Studios, Inc., a Los Angeles-based company, filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 24-11695) on March 6, 2024. The case was transferred to the San Fernando Valley Division on March 8, 2024, and was assigned a new case number (Case No. 24-10377). Judge Victoria S. Kaufman oversees the case. Robert M. Yaspan, Esq., at the Law Offices of Robert M. Yaspan is the Debtor's bankruptcy counsel. POLERAX USA: Hires Law Offices of Michael Jay Berger as Counsel --------------------------------------------------------------- Polerax USA Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Law Offices of Michael Jay Berger as counsel. The firm will provide these services: a. assist the Debtor in planning a reorganization of its business. b. assist the Debtor in compliance with the requirements of the OUST. c. write to, speak to, and meet in person with creditors of the Debtor as needed to ensure that they respect the automatic stay, to explain the facts and circumstances surrounding the case, to investigate possible claims against the Debtor, and to gain its cooperation with regards to the continued business of the Debtor. d. requires that Debtor's counsel do a large amount of work at the beginning of the case and during the first 120 days of the case. At the same time, Debtor's counsel generally may not file an application for payment of his fees more frequently than once every 120 days. The firm will be paid at these rates: Michael Jay Berger $645 per hour Sofya Davtyan $595 per hour Robert Poteete $475 per hour Senior paralegals $275 per hour Paralegals $200 per hour The firm was paid a retainer in the amount of $25,000 plus the $1,738 filing fee. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael Jay Berger, Esq., a partner at Law Offices of Michael Jay Berger, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Boulevard, 6th Floor, Beverly Hills, CA 90212 Telephone: (310) 271-6223 Facsimile: (310) 271-9805 Email: rnichael.bergerbankruptcypower.com About Polerax USA Inc. Polerax USA Inc. in Los Angeles, CA, filed its voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-12938) on April 16, 2024, listing $99,458 in assets and $3,368,075 in liabilities. Kyung J. Lee as president, signed the petition. Judge Neil W. Bason oversees the case. LAW OFFICES OF MICHAEL JAY BERGER serve as the Debtor's legal counsel. PROSOMNUS INC: Kilpatrick & Morris Advise Ad Hoc Crossover Group ---------------------------------------------------------------- The law firms of Kilpatrick Townsend & Stockton LLP and Morris James LLP filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 cases of ProSomnus, Inc. and affiliates, the firms represent the Ad Hoc Crossover Group of Convertible Noteholders. On or around April 9, 2024, the Ad Hoc Crossover Group retained Kilpatrick Townsend as counsel and Morris James as Delaware co counsel with respect to the potential restructuring of the Debtors. Counsel represents only the Ad Hoc Crossover Group and does not represent or purport to represent any entities other than the Ad Hoc Crossover Group in connection with the Chapter 11 Cases. In addition, the Ad Hoc Crossover Group does not represent or purport to represent any other entities in connection with the Chapter 11 Cases. Counsel does not represent or purport to represent any of the members of the Ad Hoc Crossover Group in their individual capacities. The members of the Ad Hoc Crossover Group have indicated to Counsel that they hold or act as investment advisors, sub advisors, or managers of discretionary accounts or funds that hold, disclosable economic interests in relation to the Debtors. The names, addresses, and disclosable economic interests of all the members of the Ad Hoc Crossover Group of Convertible Noteholders, are as follows: 1. Destinations Global Fixed Income Opportunities Fund 427 Bedford Road, Suite 230 Pleasantville, NY 10570 * Subordinate Convertible Notes ($3,875,910.00) * DIP Facility Commitment ($1,345,352.00) 2. RiverPark Strategic Income Fund 427 Bedford Road, Suite 220 Pleasantville, NY 10570 * Subordinate Convertible Notes ($1,894,240.00) * DIP Facility Commitment ($657,499.00) 3. CrossingBridge Low Duration High Yield Fund 427 Bedford Road, Suite 220 Pleasantville, NY 10570 * Senior Convertible Notes ($7,387,240.00) * DIP Facility Commitment ($871,147.00) 4. Destinations Low Duration Fixed Income Fund 427 Bedford Road, Suite 230 Pleasantville, NY 10570 * Senior Convertible Notes ($6,180,606.00) * DIP Facility Commitment (DIP Facility Commitment) 5. Cohanzick Absolute Return Master Fund, Ltd. 427 Bedford Road, Suite 230 Pleasantville, NY 10570 * Subordinate Convertible Notes ($316,370.00) 6. Leaffilter North Holdings Inc. 427 Bedford Road, Suite 230 Pleasantville, NY 10570 * Subordinate Convertible Notes ($400,705.00) 7. Intrepid Income Fund c/o U.S. Bancorp Fund Services, LLC P.O. Box 701 Milwaukee, WI 53201 * Senior Exchange Notes ($3,391,961.00) * DIP Facility Commitment ($1,400,000.00) 8. Cedarview Opportunities Master Fund, LP 1067 Broadway Woodmere, NY 11598 * Subordinate Exchange Notes ($2,186,069.00) * DIP Facility Commitment ($1,056,604.00) 9. Cetus Capital VI, L.P. 8 Sound Shore Dr. Greenwich, CT 06830 * Subordinate Exchange Notes ($7,286,896.00) * DIP Facility Commitment ($3,522,015.00) 10. SMC Holdings II, LP 650 Madison Avenue, 20th Floor New York, NY 10022 * Subordinate Exchange Notes ($3,713,226.00) * DIP Facility Commitment ($3,354,632.00) Counsel to the Ad Hoc Crossover Group: MORRIS JAMES LLP Eric J. Monzo, Esq. Brya M. Keilson, Esq. 500 Delaware Avenue, Suite 1500 Wilmington, Delaware 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 Email: emonzo@morrisjames.com bkeilson@morrisjames.com - and - David M. Posner, Esq. Gianfranco Finizio, Esq. Kelly E. Moynihan, Esq. KILPATRICK TOWNSEND & STOCKTON LLP The Grace Building 1114 Avenue of the Americas New York, New York 10036-7703 Telephone: (212) 775-8700 Facsimile: (212) 775-8800 Email: dposner@ktslaw.com gfinizio@ktslaw.com kmoynihan@ktslaw.com About ProSomnus Inc. ProSomnus, Inc. f/k/a LAAA Merger Corp. is an innovative medical technology company that develops, manufactures, and markets its proprietary line of precision intraoral medical devices for treating and managing patients with obstructive sleep apnea. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case 24-10972) on May 7, 2024, with $26,287,000 in assets as of Dec. 31, 2023 and $52,888,000 in liabilities as of Dec. 31, 2023. Brian B. Dow, chief financial officer, signed the petitions. Judge John T. Dorsey presides over the case. The Debtors tapped Shanti M. Katona, Esq. at POLSINELLI PC as legal counsel; and GAVIN/SOLMONESE LLC as financial advisor. PROSOMNUS INC: May 17 Deadline Set for Panel Questionnaires ----------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of ProSomnus, Inc., et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/4kctf48u and return Jon Lipshie -- Jon.Lipshie@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than Friday, May 17, 2024 @ 4:00 p.m. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About ProSomnus ProSomnus, Inc. is an innovative medical technology company that develops, manufactures, and markets its proprietary line of precision intraoral medical devices for treating and managing patients with obstructive sleep apnea. ProSomnus sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Case No. 24-10972) on May 8, 2024. The petitions were signed by Brian B. Dow as chief financial officer. ProSomnus Inc.'s total assets is $26,287,000 and total liabilities is $52,888,000 as of Dec. 31, 2023. Judge John T. Dorsey presides over the cases. The Debtors tapped Polsinelli PC as counsel; Gavin/Solmonese LLC as financial advisor; and Kurtzman Carson Consultants LLC as notice and c claims agent. QUEST PATENT: Accounting Error Prompts 2023 Financial Restatement ----------------------------------------------------------------- QUEST PATENT: Accounting Error Prompts 2023 Financial Restatement Quest Patent Research Corporation disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on April 30, 2024, the Company's chief executive officer determined that litigation and licensing expenses for the year ended December 31, 2023, was understated by $1,371,109 as a result of the failure to include accrued legal fees due in connection with the settlement of litigation during the fourth quarter of 2023. As a result, the Company's gross margin, income from operations, income before income taxes and net income were overstated by $1,371,109, resulting in net income for the year ended December 31, 2023, of $2,278,473, or $0.43 per share. The Company had reported net income of $3,649,582, or $0.68 per share. On May 1, 2024, the Company advised its independent registered public accounting firm, Rosenberg Rich Baker Berman, P.A., of the error and provided the firm with the records relating to the correction, and, after reviewing the Company's records, the firm concurred in the Company's conclusion. Moreover, on May 1, the Company's board of directors determined the financial statements for the year ended December 31, 2023, included in the Company's Form 10-K report should not be relied upon and should be restated, and an amendment to the Company's Form 10-K report should be filed. About Quest Patent Rye, New York-based Quest Patent Research Corporation -- http://www.qprc.com-- is an intellectual property asset management company. The Company's principal operations include the development, acquisition, licensing and enforcement of intellectual property rights that are either owned or controlled by the Company or one of its wholly owned subsidiaries. The Company currently owns, controls or manages eleven intellectual property portfolios, which principally consist of patent rights. As of Dec. 31, 2023, the Company had $7.27 million in total assets, $12.14 million in total liabilities, and a total stockholders' deficit of $4.86 million. Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. QUEST SOFTWARE: Fidus Investment Marks $20MM Loan at 25% Off ------------------------------------------------------------ Fidus Investment Corporation has marked its $20,000,000 loan extended to Quest Software US Holdings, Inc. to market at $14,965,000 or 75% of the outstanding amount, as of March 31, 2024, according to a disclosure contained in FIC's Form 10-Q for the quarterly period ended March 31, 2024, filed with the U.S. Securities and Exchange Commission. FIC is a participant in a Second Lien Debt to Quest Software. The loan accrues interest at a rate of 12.96% (S + 7.50%, 0.50%). The loan matures on February 1, 2030. FIC, a Maryland corporation, operates as an externally managed, closed-end, non-diversified business development company under the Investment Company Act of 1940, as amended. The Company provides customized debt and equity financing solutions to lower middle-market companies, and may make investments directly or through its two wholly-owned investment company subsidiaries, Fidus Mezzanine Capital II, L.P. and Fidus Mezzanine Capital III, L.P. FIC's fiscal year ends December 31, 2023. FIC is led by Edward H. Ross President, Principal Executive Officer; and Shelby E. Sherard, Principal Financial and Accounting Officer. The Company can be reached through: Fidus Investment Corporation 1603 Orrington Avenue, Suite 1005 Evanston, IL 60201 Tel: (847) 859-3940 Quest Software provides software solutions. The Company offers enterprise software that identities, users and data, streamlines IT operations, and hardens cyber security from the inside out. Quest Software serves customers in the United States. QURATE RETAIL: Chairman to Present at MoffettNathanson Confab ------------------------------------------------------------- Qurate Retail, Inc. said its Executive Chairman, Greg Maffei, will be presenting at the MoffettNathanson Media, Internet & Communications Conference on Tuesday, May 14th in New York City. During his presentation, Mr. Maffei may make observations regarding the company's financial performance and outlook, as well as other forward-looking matters. The presentation will be broadcast live via the Internet. All interested persons should visit the Qurate Retail website at https://www.qurateretail.com/investors/news-events/ir-calendar to register for the webcast. An archive of the webcast will also be available on this website after appropriate filings have been made with the SEC. 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 Retail reported a net loss of $94 million for the year ended Dec. 31, 2023, compared to a net loss of $2.53 billion for the year ended Dec. 31, 2022. * * * As reported by the TCR on April 22, 2024, S&P Global Ratings revised its outlook to stable from negative and affirmed all its ratings on U.S.-based video commerce and online retailer Qurate Retail Inc., including its 'CCC+' issuer credit rating. The stable outlook reflects S&P's expectation that Qurate will maintain sufficient liquidity over the next 12 months despite its view its capital structure remains unsustainable, as further cost reductions offset sales weakness and support profit recovery. Qurate has made progress reducing debt and steadying the trajectory of the business after a difficult 2022. S&P said, "Despite the progress, we still continue to view the company's capital structure as potentially unsustainable. While we expect Qurate's adjusted leverage to moderate to 5.4x by year end 2024, the company remains burdened by more than $4 billion in total long-term debt. It has more than $500 million of maturities annually through 2031. To the extent Qurate will need to refinance debt, we expect a much higher interest expense. Our calculation of Qurate's leverage reflects its debt excluding cash on hand and our adjustments including operating lease liabilities, outstanding principal of debt, and nearly $1.3 billion of preferred stock issued in 2020 that we treat as debt. Our assessment of financial risk incorporates the debt at QVC and Qurate as well. "The stable outlook reflects our assessment of Qurate's improved operations and positive cash flow generation but still high debt balance relative to declining sales and shrinking EBITDA over the past few years." RADIATE HOLDCO: $3.42BB Bank Debt Trades at 22% Discount -------------------------------------------------------- Participations in a syndicated loan under which Radiate Holdco LLC is a borrower were trading in the secondary market around 77.9 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $3.42 billion Term loan facility is scheduled to mature on September 25, 2026. About $3.33 billion of the loan is withdrawn and outstanding. Radiate Holdco LLC, also known as Astound Broadband, and backed by Stonepeak, is a broadband communications services provider and cable operator doing business via regional providers RCN, Grande Communications, Wave Broadband and enTouch Systems. REDDI RENTS THREE: Seeks Cash Collateral Access Thru June 15 ------------------------------------------------------------ Reddi Rents One LLC asks the U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, for authority to use cash collateral and provide adequate protection, through June 15, 2024. The Debtor's business operations have been severely impacted by recent events which caused the filing of the bankruptcy case. The Debtor and Buddy's Franchising and Licensing LLC entered into a Franchise Agreement in 2016, with Ramana Reddi as the principal. The business model involves monthly payments to Buddy's, with a portion of the funds paid to the Debtor. However, the Debtor's business declined due to a lack of marketing by Buddy's. The Debtor believes the relationship with Buddy's is intact and payments will continue post-filing. However, Buddy's allegedly terminated the Franchise Agreement, resulting in a pre-petition termination. The Debtor plans to file an Adversary Proceeding against Buddy's. The Debtor is now in a precarious position, no longer receiving funds from customer payments. They are working to reshape operations and have agreed to receive cash collateral from First Chatham Bank. On July 12, 2021, the Debtor executed a Promissory Note and Loan and Security Agreement together with all other agreements, documents, security agreements, notes, Uniform Commercial Code financing statements, and instruments executed and/or delivered in connection therewith or related thereto in favor of First Chatham Bank to provide Debtor with one or more loans in the principal amount of $1.2 million. This loan was not just for the Debtor but also for three other locations of Buddy's. One of these other locations has filed a bankruptcy petition. The Prepetition Loan is secured by all assets of the Debtor. The Prepetition Lender has a first priority security interest in all such assets in which Prepetition Lender properly perfected its security interests. The Adequate Protection Liens provided to the Prepetition Lender appropriately safeguard against the diminution in the value of its interests in the Prepetition Collateral, and, as such, are fair and reasonable and satisfy the requirements of 11 U.S.C. section 364. A hearing o the matter is set for May 14, 2024 at 10 a.m. A copy of the motion is available at https://urlcurt.com/u?l=P2f4Q8 from PacerMonitor.com. About Reddi Rents Three LLC Reddi Rents Three LLC operates a Rent-ToOwn business in Danville, Illinois previously under the name of Buddy's Home Furnishings. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-05023) on April 5, 2024. In the petition signed by Raman Reddi, manager, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Janet S. Baer oversees the case. Paul M. Bach, Esq., at Bach Law Offices, represents the Debtor as legal counsel. REDSTONE HOLDCO 2: $1.11BB Bank Debt Trades at 17% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Redstone Holdco 2 LP is a borrower were trading in the secondary market around 82.6 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.11 billion Term loan facility is scheduled to mature on April 27, 2028. The amount is fully drawn and outstanding. Redstone Holdco 2 LP and Redstone Buyer LLC were formed as part of the buyout of the RSA Security business from Dell Inc. RITE AID: $425MM Bank Debt Trades at 41% Discount ------------------------------------------------- Participations in a syndicated loan under which Rite Aid Corp is a borrower were trading in the secondary market around 59.2 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $425 million Term loan facility is scheduled to mature on August 20, 2026. About $398.1 million of the loan is withdrawn and outstanding. About Rite Aid Rite Aid — http://www.riteaid.com— is a full-service pharmacy. Its wholly owned subsidiaries include Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid’s pharmacy benefits and Services Company, consists of accredited mail and specialty pharmacies, prescription discount programs and an industry leading adjudication platform to offer superior member experience and cost savings. Health Dialog provides healthcare coaching and disease management services via live online and phone health services. Regional chain Bartell Drugs has supported the health and wellness needs in the Seattle area for more than 130 years. Rite Aid Corporation and various affiliated entities sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on October 15, 2023. In the petition signed by Jeffrey S. Stein, their chief executive officer and chief restructuring officer, Rite Aid Corp. disclosed $7,650,418,000 in total assets and $8,597,866,000 in total liabilities. Judge Michael B. Kaplan oversees the jointly consolidated cases. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel, Cole Schotz, P.C. as local bankruptcy counsel, Guggenheim Partners as investment banker, Alvarez & Marsal North America, LLC as financial, tax and restructuring advisor, and Kroll Restructing Administration as claims and noticing agent. Kramer Levin Naftalis & Frankel LLP, serves as counsel to the Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP serves as co-counsel to the Committee. A Tort Claimants Committee is represented by Akin Gump Strauss Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl, Rose & Podolsky, P.A as local counsel. The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised of parents and guardians advocating on behalf of children born with Neonatal Abstinence Syndrome, and who assert general unsecured claims on account of the children’s fetal opioid exposure. DLA Piper LLP (US) serves as counsel to Medimpact Healthcare Systems, Inc., the buyer of the Elixir pharmacy benefits management business. Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as co-counsel to Bank of America, N.A., the administrative agent for the prepetition first lien lenders and the DIP lenders. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP represent the Ad Hoc Group of Secured Noteholders. FTI Consulting and Evercore is serving or served as financial advisors to the bondholders. RIVERBED TECHNOLOGY: $375MM Bank Debt Trades at 39% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Riverbed Technology Inc is a borrower were trading in the secondary market around 61.4 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $375 million Payment in kind Term loan facility is scheduled to mature on July 3, 2028. The amount is fully drawn and outstanding. Riverbed Technology, Inc. provides application performance monitoring, cloud migration, network performance monitoring, and security solutions. Riverbed Technology serves customers globally. ROCKIN A ELECTRIC: Seeks to Hire Darby Law Practice as Counsel -------------------------------------------------------------- Rockin A Electric LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Darby Law Practice, Ltd. as counsel. The firm will render these services: (a) advise the Debtor regarding its rights, powers, and duties in the continued operation of its business and management of its properties; (b) take all necessary action to protect and preserve the Debtor's estate; (c) prepare legal papers; (d) attend meetings and negotiations with the Subchapter 5 trustee, representatives of creditors, equity holders or prospective investors or acquirers and other parties in interest; (e) appear before the court, any appellate courts and the Office of the United States Trustee to protect the interests of the Debtor; (f) pursue approval of confirmation of a plan of reorganization and approval of the corresponding solicitation procedures and disclosure statement; and (g) perform all other necessary legal services. The Debtor paid the firm a retainer of $9,500. The hourly rate for the firm's professionals is $500, and will also be reimbursed for reasonable out-of-pocket expenses incurred. Kevin Darby, Esq., an attorney at Darby Law Practice, 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: Kevin A. Darby, Esq. Tricia M. Darby, Esq. Darby Law Practice, Ltd. 499 W. Plumb Lane, Suite 202 Reno, NV 89509 Telephone: (775) 322-1237 Facsimile: (775) 996-7290 Email: kevin@darbylawpractice.com tricia@darbylawpractice.com About Rockin A Electric Rockin A Electric LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Nev. Case No. 24-50392) on April 25, 2024. In the petition signed by Ambrosia Anderson, manager, the Debtor disclosed $118,280 in assets and $1,339,183 in liabilities. Judge Hilary L. Barnes presides over the case. Kevin A. Darby, Esq., at Darby Law Practice represents the Debtor as bankruptcy counsel. RUNNER BUYER: $500MM Bank Debt Trades at 41% Discount ----------------------------------------------------- Participations in a syndicated loan under which Runner Buyer Inc is a borrower were trading in the secondary market around 59.2 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $500 million Term loan facility is scheduled to mature on October 23, 2028. About $488.8 million of the loan is withdrawn and outstanding. Runner Buyer, Inc. is an e-commerce provider of rugs and home decor products through its website rugsausa.com and e-commerce marketplaces. RV SALES: Unsecureds to Get $5K per Month for 48 Months ------------------------------------------------------- RV Sales of Broward, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization for Small Business dated April 25, 2024. The Debtor has been in the RV sales, service and rental business since 1999. Its owner and operator, Gigi Stetler, has been in the industry since 1986. In 2015, the Debtor moved its four dealerships into one location at 3030 Burris Rd, Davie, Florida, ("Davie Location"). On March 21, 2021, due to an electrical problem not caused by the Debtor, a fire broke out at the Davie Location. The Debtor suffered a total loss, with the building and all its contents and some inventory being destroyed. In the lease agreement with landlord at the Davie Location, there was a paragraph that stated in the event of a casualty, both parties would use combined efforts to rebuild or restore the property with the use of insurance proceeds. More than seven months had gone by after the fire, and the Debtor was left with no phones, offices, bathrooms or internet. Meanwhile, the landlord received a $1.2 million dollar check to rebuild the Davie Location. The landlord never rebuilt the location. As a result, the Debtor sued the landlord. A judgment was ultimately entered in favor of the Debtor in the amount of $557,727.00. The case is up on appeal. The Debtor appealed because the jury returned a verdict in favor of the Debtor that was close to $2.8 million dollars. The landlord also appealed. Stetler has been personally funding this litigation, and she intends to continue to keep fighting this appeal. Stetler believes that with a successful appeal and collection, the proceeds will assist the Debtor in exiting the bankruptcy, with its creditors being paid a sizable, if not complete, distribution on their allowed claims. Class 8 consists of Non-priority Unsecured creditors holding consignment agreements with the Debtor. This class will share, based on a pro rata of each holders Allowed claim, from a total monthly payment of $10,000.00, to be funded by or on behalf of the Debtor. Such monthly payments will continue until all creditors in this class have been paid in full. To the extent that any creditor in this class does not have possession of the title certificate to the unit that was provided to the Debtor, on a consignment basis, then the Debtor will cause the distribution contemplated by the Plan to be made to this class, to first be made to the financial institution or lender holding the title certificate. Once the balance due to the financial institution or lender has been paid, and the title certificate released to the Debtor, then any further payments due to a creditor will continue to be made directly to the creditor. The payments will commence six months after confirmation of the Plan. This Class is impaired. Class 9 consists of Non-priority Unsecured creditors not otherwise classified as Class 8 creditors. This class will share, based on a pro rata of each holders Allowed claim, from a total monthly payment of $5,000.00, to be funded by or on behalf of the Debtor. Such monthly payments will continue for 47 months, and the payment on the 48th month will pay these creditors the remaining portion of their allowed claim. Equity will retain their interest but will receive no distribution under the Plan. The Plan will be funded by the operations of the Debtor. Further, to the extent the Debtor is successful in the appeal, (and any other subsequent litigation that may arise) related to its previous landlord, 595 Annex LLC, the Debtor will use a portion of the funds from such recovery to fund the Plan. From such recovery, the Debtor will pay all fees and expenses incurred in recovering the monies. Of the net recovery, 75% will be used to accelerate payments under the Plan, and 25% will be retained by the Debtor to fund its operations. A full-text copy of the Plan of Reorganization dated April 25, 2024 is available at https://urlcurt.com/u?l=0lHnoM from PacerMonitor.com at no charge. Attorney for the Debtor: Brian S. Behar, Esq. BEHAR, GUTT & GLAZER, P.A. 1855 Griffin Road Fort Lauderdale, FL 33004 Telephone: (954) 266-3710 Email: bsb@bgglaw.com About RV Sales of Broward RV Sales of Broward, Inc., has been in the RV sales, service and rental business since 1999. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-10741) on January 26, 2024, with $500,001 to $1 million in both assets and liabilities. Judge Peter D. Russin oversees the case. Brian S. Behar, Esq., is the Debtor's legal counsel. RYDERS PUBLIC: Court OKs Interim Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Colorado authorized Ryders Public Safety, LLC to use cash collateral on an interim basis, in accordance with the budget. The Debtor requires the use of cash collateral to pay approximately $5,000 in wages and approximately $1,480 in related administrative expenses. The Debtor must also continue to pay monthly expenses of approximately $27,000 to $40,000. As demonstrated by the budget, revenues are expected to increase in June through December 2024. The Colorado Department of Revenue asserts a priority lien position in the Debtor's property for unpaid withholding taxes. On February 22, 2024, CDOR filed Proof of Claim No. 1-2 asserting a secured and priority claim, in the amount of $7,445, for unpaid pre-petition sales and wage withholding taxes. Debtor acknowledges owing CDOR unpaid priority wage withholding taxes in the approximate amount of $7,500. CDOR asserts a first priority lien for unpaid withholding taxes pursuant to Sections 39-26-117(1)(a) and 39-22-604(7)(a), C.R.S. on all business assets. Further, CDOR asserts that sales and wage withholding taxes collected by Debtor are held in trust and do not become property of Debtor's bankruptcy estate. The Debtor's cash collateral totals approximately $153,000. CDOR's security interest is prior to Citywide Bank's security interest, which is owed approximately $30,000. Afterwards, the U.S. Small Business Administration has a security interest in the Debtor's assets, which is owed approximately $400,000. Accordingly, the value of the Debtor's cash collateral exceeds the interest of Citywide Bank. Debtor is currently in discussions with Citywide Bank and SBA regarding cash collateral and intends to file a separate agreements. The security interests of Citywide Banks and SBA attach to this cash collateral subject to the interest of CDOR. The Debtor will provide the following adequate protection to the CDOR for the Debtor's use of the cash collateral: a. Replacement liens to the CDOR, post-petition, to the same extent and priority as pre-petition and to the extent that using cash collateral decreases the CDOR’s interest in the cash collateral per section 361(2). b. Debtor will make monthly payments to the CDOR of $165 commencing in May 1, 2024. c. Debtor will maintain adequate insurance coverage on all its property. d. No later than May 1, 2024, the Debtor will file all delinquent reports and unfiled returns for pre-petition and post-petition periods, including January and February 2024. Thereafter, the Debtor will timely file all reports and returns with CDOR and timely pay all post-petition taxes due thereunder. e. the Debtor will only use cash collateral per the budget, subject to a deviation on a line item expense not to exceed ten percent, so long as the total expenses do not exceed ten percent of the total budget. f. Debtor will pay its postpetition taxes and unemployment premiums, if any. g. Debtor will maintain in good repair all collateral in which the CDOR has an interest. A copy of the motion is available at https://urlcurt.com/u?l=JAKSUB from PacerMonitor.com. A copy of the order is available at https://urlcurt.com/u?l=Lxi7Aj from PacerMonitor.com. About Ryders Public Safety LLC Ryders Public Safety LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Col. Case No, 24-10666) on Feb. 16, 2024, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Thomas B Mcnamara presides over the case. Jeffrey Weinman, Esq. at Allen Vellone Wolf Helfrich & Factor P.C. represents the Debtor as counsel. SAFE & GREEN: M&K CPAS Raises Going Concern Doubt ------------------------------------------------- Safe & Green Holdings Corp. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company incurred net losses since its inception, negative working capital, and negative cash flows from operations, which raises substantial doubt about its ability to continue as a going concern. At December 31, 2023 and 2022, the Company had cash and cash equivalents and a short-term investment, collectively, of $17,448 and $582,776, respectively. During the fiscal years ended December 31, 2023 and 2022, it reported a net loss of $26,757,906 and $7,089,242, respectively, and used $6,722,435 and $5,630,614 of cash for operations, respectively. "Our ability to achieve profitability will depend upon our ability to generate and sustain substantially increased revenues. We may continue to incur operating losses in the future as we execute our growth strategy. The likelihood that we will generate net income in the future must be considered in light of the difficulties facing the construction and real estate development industry as a whole, economic conditions and the competitive environment in which we operate. Our operating results for future periods are subject to numerous uncertainties, and we may not achieve sufficient revenues to sustain or increase profitability. In addition, we may be unable to successfully achieve or maintain our growth strategy, including our ability to expand into new geographic markets," the Company said. Until the Company begins generating sufficient revenue, there is a doubt about its ability to continue as a going concern through December 31, 2024. A full-text copy of the Company's Form 10-K is available at https://tinyurl.com/3vabfmmm About Safe & Green Miami, Fla.-based Safe & Green Holdings Corp., is a modular solutions company that operates under core capabilities which include the development, design, and fabrication of modular structures, meeting the demand for safe and green solutions across various industries. As of December 31, 2023, the Company has $17,211,275 in total assets, $23,546,134 in total liabilities, and $6,334,859 in total stockholders' deficit. SCHULTE INC: Court OKs Interim Cash Collateral Access ----------------------------------------------------- The U.S. Bankruptcy Court District of New Hampshire authorized Schulte Inc. to use cash collateral on an interim basis, in accordance with the budget, through May 17, 2024. The Debtor is permitted to use cash collateral to pay the costs and expenses incurred by the Debtor in the ordinary course of business, in the amount of $88,138. As adequate protection against any loss or diminution in the value of such Lienholder's interest in the Debtor's interest in cash collateral, the Debtor will pay the U.S. Small Business Administration the sum of $363 per month during the period from April 8, 2024 through May 17, 2024. Each Record Lienholder is granted replacement liens on the property of the estate of the same kinds, types and descriptions as the property of the Debtor held as collateral on the Petition Date pursuant to valid, enforceable and perfected liens on the Petition Date, which will have and enjoy the same degree of perfection, preference and priority as such liens enjoyed under applicable state law on the Petition Date subject to the further terms of the Order. The Replacement Liens granted will continue to be and be deemed to be valid and perfected notwithstanding any requirements of non-bankruptcy law with respect to perfection and will maintain the same priority, validity and enforceability as the liens held by each Record Lienholder on the Petition Date. A final hearing on the matter is set for May 15 at 11 a.m. A copy of the order is available at https://urlcurt.com/u?l=BJXIO9 from PacerMonitor.com. About Schulte Inc. Schulte Inc. filed its voluntary Chapter 11 petition (Bankr. D.N.H. Case No. 24-10225) on Apr. 8, 2024, with up $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon, PLLC serves as the Debtor's counsel. SDPBC ACQUISITION: Property Sale Proceeds to Fund Plan ------------------------------------------------------ SDPBC Acquisition, LP filed with the U.S. Bankruptcy Court for the Southern District of California a Second Amended Plan of Reorganization dated April 25, 2024. The Debtor does business under the name Pemcor Packaging, which designs, prints, cuts, folds, glues and delivers paper packaging and other packaging products to customers across the United States and Mexico. The Debtor acquired its packaging business on about September 13, 2018, from San Diego Paper Box Company, Inc. ("SDPBCI"). After purchasing SDPBCI's assets, the Debtor did not experience the level of sales that it was told it could expect. The Debtor contends, in a lawsuit filed in the San Diego County Superior Court against SDPBCI and others, that it was misled concerning certain material facts regarding the nature of SDPBCI's business (the "SDPBCI Lawsuit"). The complaint filed in the SDPBCI Lawsuit sought $5.5 million in damages. In Chapter 11, the Debtor has been in the process of conducting an orderly liquidation of its Property. The wind-down and sale of assets is expected to yield approximately $1.4 million in net income for the benefit of creditors. The Debtor has abandoned certain property in the bankruptcy case, and expects to sell the substantial value of its FFE in the bankruptcy case prior to confirmation of this Plan. Therefore, after confirmation of this Plan, the Debtor expects to sell a modest amount of its remaining FFE, and liquidate its remaining Property, including prosecuting any Causes of Action. On March 20, 2024, the Debtor filed a Motion seeking approval to settle the SDPBCI Lawsuit for $250,000. That Motion was unopposed, and was granted by the Court at a hearing on April 18, 2024. Consequently, the Debtor's Liquidation Analysis has been updated to reflect the $250,000 liquidation value of the Debtor's claims against SDPBCI. Specifically, the difference between the $1 million estimated liquidation value as set forth in the First Amended Plan and the $250,000 settlement results in a $750,000 difference. That difference is presently borne by certain Secured Creditors resulting in greater under-secured liabilities. Class 12 consists of all Unsecured Claims that are: (i) asserted against the Debtor and not otherwise entitled to priority; and (ii) not otherwise classified. Except to the extent that the holder of a particular Class 12 Claim has agreed or does agree to different, less favorable treatment of its Claim, the holder of an Allowed Class 12 Claim shall be paid its Allowed Claim on the later of: (a) 90 days after the Unsecured Creditor Distribution Fund Certification Date; or (b) 10 days after the Claim becomes an Allowed Claim. Class 12 is impaired. Class 13 consists of all partnership equity interests in the Debtor as set forth in the List of Equity Security Holders included in the Debtor's Schedules. The holder of a Class 13 Interest shall not retain his/her/its interest in the Debtor or the Liquidating Debtor. Class 13 is impaired. The Debtor intends to sell, liquidate or abandon all of the Property that it owns that it has not already sold, liquidated or abandoned as of the Effective Date, and commit all income from such activity to fund the instant Plan, less amounts reasonably expended as set forth in this Plan, within a period of time not exceeding five years from the Effective Date. On the Effective Date, all Property belonging to the Debtor, including Causes of Action and Avoidance Actions, shall vest in the estate of the Liquidating Debtor. The Debtor's Deposit Account, and all funds therein, shall become the Liquidation Account. Any Cash on hand and funds in other Debtor in Possession accounts (including tax and payroll accounts) shall be deposited into the Liquidation Account. A full-text copy of the Second Amended Plan dated April 25, 2024 is available at https://urlcurt.com/u?l=C9qRDu from PacerMonitor.com at no charge. Counsel to the Debtor: Kit James Gardner, Esq. Law Offices of Kit J. Gardner 501 West Broadway, Suite 800 San Diego, CA 92101 Telephone: (619) 525-9900 Facsimile: (619) 374-2241 Email: kgardner@gardnerlegal.com About SDPBC Acquisition SDPBC Acquisition, LP provides optimized design and manufacturing of retail and specialty packaging. It is based in San Diego, Calif. SDPBC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Calif. Case No. 23-03065) on Oct. 5, 2023, with $1 million to $10 million in both assets and liabilities. Jeanne Goddard serves as Subchapter V trustee. Judge Christopher B. Latham oversees the case. Kit James Gardner, Esq., at the Law Offices of Kit J. Gardner is the Debtor's bankruptcy counsel. SEATTLE SOLUTIONS: Creditors to Get Proceeds From Liquidation ------------------------------------------------------------- Seattle Solutions LLC filed with the U.S. Bankruptcy Court for the Western District of Washington a Chapter 11 Plan of Liquidation dated April 25, 2024. The Debtor is a small business seeking reorganization of its financial obligations through the bankruptcy system. The Company has no employees and, at any given time, provides a source of income for approximately ten independent contractor long-haul drivers. The Debtor's chief executive and president, Mr. Keshav Sharma, is solely responsible for all aspects of the Company, including administration, business development, accounting, contracting, scheduling, maintenance, and purchasing, among myriad other responsibilities. After years of exponential growth, business began to drop in late 2022 as the world situation returned to some kind of normalcy. The Company's situation became even more dire in early 2023 as it faced a severe liquidity crisis as a result of the above-described transfers, combined with low freight pricing, reduced volumes of shipments, and the continued high cost for diesel. To make matters worse, in January 2023, six of the Company's trucks were destroyed in a fire. The Company's revenues rapidly decreased to the point that revenues could not support its debt service. The Company has worked to alleviate these challenges by selling off seven trucks in 2023 to accommodate its smaller pool of available drivers and utilizing the sales and insurance proceeds to pay off one of its equipment loans with KeyBank in full. Ultimately, however, the Company's continuing financial woes have necessitated a cessation of the Debtor's business operations and wind down of the Company's affairs through this liquidating Plan. The Debtor's records reflect the following non-priority unsecured claims as of the Petition Date total The Debtor's records reflect the following non-priority unsecured claims as of the Petition Date. Class 8 consists of all Administrative Convenience Claims. The Debtor shall pay each Holder of an Administrative Convenience Claim a Cash payment equal to the full amount of such Holder’s Allowed Claim on the later of (i) 10 Business Days after the Effective Date, or (ii) 3 Business Days following the date upon which the Debtor receives notice that such Claim has become an Allowed Claim. Each Holder of an Unsecured Claim in the amount of $1,000.00 or less is deemed to hold a Class 8 Administrative Convenience Claim and shall be treated under this Section 5.2.8. Any Holder of an Unsecured Claim in excess of $1,000.00 desiring treatment as a Class 8 Administrative Convenience Claim may elect to reduce its Allowed Claim to $1,000.00 by (i) timely returning a Ballot approving the Plan, and (ii) making an election on the Ballot for treatment as the Holder of Class 8 Administrative Convenience Claim. By making such election, the Holder expressly agrees that, upon the Effective Date, it shall be conclusively deemed to have (i) elected to be treated under this Section 5.2.8, and (ii) waived and released for all time and for all purposes the portion of its Claim greater than $1,000.00. Class 9 consists of Unsecured Claims filed by or on behalf of Holders asserting an Unsecured Claim against the Debtor, whether listed by the Debtor on its Schedules or by filed Proof of Claim, excluding Class 10 Settled Claims and Class 11 Penalty Claims. Each Holder of a Class 9 General Unsecured Claim or Holder of such Claim that has been designated by this Plan to be treated in accordance with this Class 9 shall receive periodic Cash payment(s) derived from the Settlement Amount contributed by the Released Parties under the Plan Support Agreement, in full and final satisfaction of such Claim. Such periodic payments shall be made on a Pro Rata basis with other Allowed Unsecured Claims that are not Administrative Convenience Claims, semi-annually to the extent Net Sale Proceeds are available for distribution, at such times determined by the Plan Agent, within 2 years from the Effective Date. Class 9 is Impaired. Class 10 consists of the Claim asserted by Kalamata Capital Group, Inc. and the portion of the PetroCard, Inc. Claim (together, the "Settled Claims," and each, a "Settled Claim") subject to those certain settlement agreements entered into by and between the Equity Holder and each respective Creditor. The Settled Claims shall be paid directly by the Equity Holder, outside of the Plan and pursuant to the terms and conditions set forth in the respective settlement agreements. No payments shall be due or made on the Allowed Settled Claims until the maturity date of each respective settlement agreement. Any remaining balance due and owing on a Settled Claim after the maturity date of each settlement agreement shall then become a Class 9 General Unsecured Claim, after reduction of the Equity Holder payments made to the Holder of the Class 10 Claim under the respective settlement agreement up to the maturity date. Class 11 consists of the contingent Claim asserted by the SBA against the Debtor in the amount of $3,000,000 as a penalty based on an alleged violation of the False Claims Act, 13 C.F.R. § 123.9(a) and 15 U.S.C. § 636(b) (the "Penalty Claim"). The Penalty Claim shall be allowed or disallowed, as the case may be, whether prior to or following Confirmation, as a contingent Claim based on a penalty against the Estate made under 11 U.S.C. § 726(a)(4), in such amount as to which the Debtor and the claimant may agree or the Court may approve following Notice and Hearing. The Holder of the Penalty Claim shall not receive any payment or Distribution pursuant to this Plan. Class 12 consists of all Equity Interests. The Holder of the Equity Interests shall retain such Equity Interests following Confirmation, except as inconsistent with the terms and conditions of this Plan, in which case the Plan shall control. The Holder of Class 12 Equity Interests shall not receive any payment or Distribution pursuant to this Plan. The Plan provides for surrender of collateral to respective secured lenders and payment of unsecured Claims from the Settlement Amount received by the estate on account of Net Sale Proceeds of Consolidated Estate Property. Such payments and other relief, in the Debtor's opinion, provides greater recovery to Creditors than which is likely upon dismissal or conversion of this case. Accordingly, the Debtor believes that approval of the Plan is in the best interests of all Creditors and stakeholders. On and after the Effective Date, the Plan Agent shall be deemed appointed. The duties, power, authority, rights, responsibilities, and compensation of the Plan Agent shall be as set forth in the Plan Agent Agreement. Mr. Eric Camm and TurningPointe, LLC (collectively, "Turning Point") shall serve as the Plan Agent and shall be bound to act in accordance with the terms and conditions set forth in the Plan Agent Agreement. Turning Point's regular hourly compensation shall be deemed acceptable in the absence of an alternative agreement. All terms and conditions set forth in the Plan Agent Agreement shall be deemed approved by the Bankruptcy Court upon entry of the Confirmation Order. Except as otherwise provided in the Plan, on and after the Effective Date, the Consolidated Estate Property shall vest in the Estate or the Post-Effective Date Debtor, as the case may be, under the control of the Plan Agent, to carry out the requirements of the Plan and the Confirmation Order. Such vesting of the Consolidated Estate Property shall be for Plan purposes only, and shall not require any formal written transfer documents or the like, or any recordation in the public records of any such transfer document. In accordance with the Plan Support Agreement, deeds of trust shall be granted in favor of the Post-Effective Date Debtor in the amount of the Settlement Amount, and filed with the appropriate county recorder's office. A full-text copy of the Liquidating Plan dated April 25, 2024 is available at https://urlcurt.com/u?l=0v8GUO from PacerMonitor.com at no charge. Counsel to the Debtor: Richard B. Keeton, Esq. Bush Kornfeld, LLP 601 Union Street, Suite 5000 Seattle, WA 98101 Telephone: (206) 292-2110 Email: rkeeton@bskd.com About Seattle Solutions Seattle Solutions LLC owns a leasehold interest in a commercial real property located at 2205 116th Street S., Tacoma, WA. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-41877) on Oct. 27, 2023. In the petition signed by Keshav Sharma, managing member, the Debtor disclosed $832,478 in assets and $4,112,643 in liabilities. Judge Mary Jo Heston oversees the case. Richard B. Keeton, Esq., at Bush Kornfeld LLLP, is the Debtor's legal counsel. SHARKFIN REAL: Wins Cash Collateral Access Thru May 20 ------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, authorized Sharkfin Real Estate Holdings to use cash collateral, on an interim basis, in accordance with the budget, through May 20, 2024. Specifically, the Debtor is permitted to use cash collateral to pay expenses only as follows: (a) amounts expressly authorized by the Court, including payments to the United States Trustee, necessary repairs to rental properties and insurance obligations incurred post-petition in the ordinary course of business; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item. With respect to the properties subject to liens by DHC Private Lending, LLC (Ribault Scenic and Hillwood) and Civic Real Estate Holdings (Fouraker) the cash collateral of these lenders will be segregated and will only be utilized by the Debtor for payments to these lenders, necessary repairs to the properties and insurance/taxes for the properties of each respective lender (Ribault Scenic and Hillwood for DHC Private Lending, LLC and Fouraker for Civic Real Estate Holdings. No excess cash collateral from these properties will be utilized to pay any expenses associated with non-lender properties. However, the Debtor is not authorized to pay any compensation to insiders or professionals absent Court approval of said compensation. As adequate protection, the Secured Creditors will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. On or before May 10, 2024, the Debtor will pay the adequate protection payments set forth in the cash collateral budget. The Debtor will maintain insurance coverage for its property in accordance with the obligations under all applicable loan and security documents and the Region 21 Operating Guidelines & Reporting Requirements for Chapter 11 Debtors in Possession. A continued hearing on the matter is set for May 20, 2024 at 4 p.m. A copy of the order is available at https://urlcurt.com/u?l=CLiqPT from PacerMonitor.com. About Sharkfin Real Estate Holdings, LLC Sharkfin Real Estate Holdings, LLC, owns 28 residential properties in Florida having a total current value of $4.83 million, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00814) on Mar. 21, 2024. In the petition signed by Terri E. Widdick, manager, the Debtor disclosed $4,858,044 in total assets and $9,340,025 in total liabilities. Judge Jacob A. Brown oversees the case. Bryan K. Mickler, Esq., at the Law Offices of Mickler & Mickler, LLP represents the Debtor as bankruptcy counsel. SINCLAIR TELEVISION: $750MM Bank Debt Trades at 25% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Sinclair Television Group Inc is a borrower were trading in the secondary market around 75.2 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $750 million Term loan facility is scheduled to mature on April 23, 2029. About $737.1 million of the loan is withdrawn and outstanding. Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SKC PROPERTIES: Seeks Cash Collateral Access Thru Dec 2024 ---------------------------------------------------------- SKC Properties, LLC asks the U.S. Bankruptcy Court for the District of Hawaii for authority to use cash collateral and provide adequate protection, through December, 2024. As of the Petition Date, SKC was holding approximately $360 in cash in the SKC's bank accounts. There are five UCC creditors identified in the UCC Report: American Savings Bank, Small Business Administration, De Lage Landen Financial Services, Inc. for equipment, CT Corporation System as representative, and Sansone Investments, LLC. The loan from Sansone has been satisfied in full. At this time, the Debtor is not aware of the identity of the lender for whom CT Corp filed a financing statement. ASB has extended three loans to SKC as follows: a. Loan dated as of January 7, 2019, in the original principal amount of $12 million, from ASB, as lender, to Sharon S. Lawler, M.D., Clyde T. Miyaki, M.D., and SKC Properties, LLC, as borrowers; b. Loan dated as of January 7, 2019, in the original principal amount of $500,000, from ASB, as lender, to Sharon S. Lawler, M.D., Clyde T. Miyaki, M.D., and SKC Properties, LLC, as borrowers; and c. Loan dated as of May 13, 2020, in the original principal amount of $255,336, from ASB, as lender, to Sharon S. Lawler, M.D., Clyde T. Miyaki, M.D., and SKC Properties, LLC, as borrowers. The SBA extended an "EIDL" loan to SKC in 2020 in the original principal amount of $150,000. SKC proposes to provide adequate protection for the use of cash collateral by providing the Prepetition Secured Lenders with: a. Adequate Protection Payments to ASB. The Debtor proposes to continue to make full debt service payments to ASB in the amount of $74,912 per month. b. Adequate Protection Payments to SBA. The Debtor proposes to continue to make full debt service payments to SBA in the amount of $731 per month. c. Replacement Liens. to grant Prepetition Secured Creditors replacement liens in the estate's postpetition assets, and the proceeds thereof, to the same extent and priority as any lien held by a Prepetition Secured Creditor in the Pre-Petition Collateral as of the Petition Date, limited to the amount of Pre-Petition Collateral as of the Petition Date. The Replacement Liens would thus be granted with the same validity and priority and to the same extent and as Prepetition Secured Creditor's prepetition liens, and would be subject to the same rights and challenges by or on behalf of SKC. A copy of the motion is available at https://urlcurt.com/u?l=VXBX5u from PacerMonitor.com. About SKC Properties, LLC SKC Properties, LLC is primarily engaged in renting and leasing real estate properties. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Hawaii Case No. 24-00405) on April 29, 2024. In the petition signed by Sharon S. Lawler, member, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Robert J. Faris oversees the case. Chuck C. Choi, Esq., at Choi and Ito, represents the Debtor as legal counsel. SMOKECRAFT CLARENDON: Seeks to Tap VerStandig as Bankruptcy Counsel ------------------------------------------------------------------- Smokecraft Clarendon, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ The VerStandig Law Firm, LLC, doing business as The Belmont Firm, as bankruptcy counsel. The firm will provide these services: (a) prepare and file all necessary pleadings, motions, and other court papers, on behalf of the Debtor; (b) negotiate with creditors, equity holders, and other interested parties; (c) represent the Debtor in any adversary proceedings, contested matters, and other proceedings before this honorable court; (d) prepare a plan of reorganization on behalf of the Debtor; and (e) tend to such other and further matters as are necessary and appropriate in the prism of this case. The firm will be paid at these hourly rates: Attorney $495 Paralegal $100 Maurice VerStandig, Esq., an partner at The VerStandig Law Firm, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Maurice B. VerStandig, Esq. The VerStandig Law Firm 9812 Falls Road, #114-160 Potomac, MD 20854 Telephone: (301) 444-4600 Email: mac@mbvesq.com About Smokecraft Clarendon Smokecraft Clarendon, LLC, owns and operates a barbecue restaurant in Arlington County, Virginia, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-13609) on April 29, 2024. In the petition signed by Andrew Darneille, manager, the Debtor disclosed $129,456 in total assets and $1,379,956 in total liabilities. Maurice Verstandig, Esq., at The VerStandig Law Firm represents the Debtor as legal counsel. SPD II MAKAIWA: Fine-Tunes Plan Documents ----------------------------------------- Corban Kauai Chicago Lender, LLC, a secured lender, submitted a Second Amended Plan of Liquidation for Debtor SPD II Makaiwa Resort Development, LLC. The Amended Plan is premised upon the appointment of the Plan Administrator and the Property Sale and the Estate Causes of Action Sale, pursuant to which the Estate Causes of Action and the Property will be sold free and clear of all liens, claims and encumbrances. Within ten business days of the Confirmation Order, the Plan Administrator shall file the Property 363 Motion, the Property Bidding Procedures Motion, and the Estate Causes of Action 363 Motion. The Property 363 Motion and the Property Bidding Procedures Motion shall be in a form acceptable to Secured Lender and Stalking Horse Bidder, if applicable. The Property 363 Motion, Property Bidding Procedures Motion, and the Estate Causes of Action 363 Motion will provide for a sale process to sell the Property (including the Property Entitlements) and the Estate Causes of Action to the highest and best bidder. The Property 363 Motion shall seek an order approving the Property Sale to the Stalking Horse Bidder or its designee, which sale shall close on or before the 30th day following entry of an order approving the Property Sale, subject to higher and better offers. The Estate Causes of Action 363 Motion shall seek an order approving the Estate Causes of Action Sale to the highest and best bidder, provided, however, that if no bids are received for the Estate Causes of Action, the Estate Causes of Action shall be abandoned. The Sale Expenses will be paid from the proceeds of the Property Sale. Any Allowed Secured Real Estate Tax Claims and Secured HOA Claims shall also be paid at the closing of the Property Sale. Pursuant to section 1146(a) of the Bankruptcy Code, the Property Sale of the Property shall not be subject to any stamp, transfer or similar tax. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim shall be paid pro rata from the Creditor Carve Out after the distribution of amounts due to Non-Real Estate Tax Priority Claims, up to the full amount of their Allowed Claims. Class 6 includes the holders of Equity Interests in the Debtor. Such holders shall receive any remaining proceeds of Sale after payment of all Allowed Claims. The funds for the Distribution will be derived from the proceeds of the Property Sale (after payment of the Sale Expenses) and proceeds of the Estate Causes of Action Sale, provided, however, that if Secured Lender is the successful purchaser with a credit bid at the Property Sale, and proceeds of the Property Sale and the Estate Causes of Action Sale are otherwise insufficient to fund the Creditor Carve Out, the remaining balance shall be funded by Secured Lender. To the extent that the Distribution to all Allowed Claimants, other than Distributions to Lender, which shall be paid at closing of the Sale, is not made in whole or in part at the closing of the last to occur of the Property Sale or the Estate Causes of Action Sale (collectively, the "Sales"), the proceeds of the Sales net of Sale Expenses and any Distributions made at the closing shall be held in escrow by the Plan Administrator for further Distribution. A full-text copy of the Second Amended Plan dated April 29, 2024 is available at https://urlcurt.com/u?l=e7jkyI from PacerMonitor.com at no charge. Counsel for Plan Proponent Corban Kauai Chicago Lender, LLC: Ann E. Pille, Esq. REED SMITH LLP 10 S. Wacker Drive, Suite 4000 Chicago, IL 60606 Tel: (312) 207-1000 Fax: (312) 207-6400 E-Mail: apille@reedsmith.com SPD II Makaiwa Resort Development SPD II Makaiwa Resort Development, LLC, sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 23-07153) on May 31, 2023, with as much as $1 million in both assets and liabilities. Judge David D. Cleary oversees the case. Laxmi P. Sarathy, Esq., and David R. Herzog, Esq., serve as the Debtor's bankruptcy attorneys. STALWART PLASTICS: Court OKs Cash Collateral Access on Final Basis ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Georgia, Columbus Division, authorized Stalwart Plastics, Inc. to use cash collateral, on a final basis, in accordance with the budget, with a 10% variance. Truist Bank and Truist Equipment Finance Corp. held a perfected secured claim against the Debtor's bankruptcy estate in the amount of at least $26 million secured by security interests and/or liens on all or substantially all of the Debtor's property that existed as of the Petition Date. As adequate protection, the Lenders are granted replacement liens and/or security interests in any and all assets and property acquired by the Debtor after the Petition Date. The Replacement Liens will be valid, binding, and enforceable against any trustee or other estate representative appointed in the case or a Successor Case or upon the dismissal of the case or a Successor Case. In addition to the Liens and the Replacement Liens, Respondents will have allowed senior super-priority administrative expense claims with priority over any and all other administrative expenses, adequate protection claims, and all other claims against the Debtor now existing or hereafter arising of any kind whatsoever as provided under 11 U.S.C. Section 507(b). The Debtor is directed to maintain property insurance on the property collateralizing the Truist Debt. The Debtor's authority to use cash collateral as provided by the terms of the Final Order and the Budget will immediately and automatically terminate upon the earliest occurrence of any of the following: (i) June 17, 2024 at 11:59 p.m. (which is ten days after the projected closing of a sale under the Sale Motion), provided that, upon a stipulation of the Debtor and Respondents filed on the docket, the Debtor and Respondents may extend such date without the necessity of a Bankruptcy Court order; (ii) the dismissal of the Chapter 11 case or conversion of this Chapter 11 case to a Chapter 7 case; (iii) unless the order provides otherwise, the entry of an order granting one or more of Respondents relief from the automatic stay provisions of 11 U.S.C. Section 362; (iv) the occurrence or existence of a default (including any failure to timely and fully comply with any term or provision) under any of the terms and conditions of the Final Order which remains uncured after three calendar days' written notice to the Debtor via correspondence to the Debtor's undersigned proposed counsel and its proposed Chief Restructuring Officer, Richard B. Gaudet, (v) the failure of the Debtor to timely satisfy any of the Sale Milestones unless such condition is expressly waived by Respondents. The Sale Milestones are: (i) Sale Motion and Motion to Expedite consideration of the Sale Motion filed by April 24, 2024 and served as ordered by the Court, (ii) hearing on the Sale Motion to consider bidding procedures held by May 1, 2024, (iii) Order approving bidding procedures submitted to the Court on or before May 7, 2024, (iv) bids, if any, for the proposed sale contemplated by the Sale Motion received by the Debtor by May 31, 2024, (v) auction, if any, for the proposed sale contemplated by the Sale Motion conducted by June 4, 2024, (vi) hearing to approve the proposed sale contemplated by the Sale Motion held by June 5, 2024, (vii) Order approving the proposed sale contemplated by the Sale Motion entered by June 5, 2024, and (viii) closing of the sale, if any, contemplated by the Sale Motion Sale by June 6, 2024. A copy of the order is available at https://urlcurt.com/u?l=BoOFTT from PacerMonitor.com About Stalwart Plastics, Inc. Stalwart Plastics, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Ga. Case No. 24-40194) on March 29, 2024. In the petition signed by Angelina Valero, chief financial officer, the Debtor disclosed up to $50 million in both assets and liabilities. Judge T. Laney, III oversees the case. David L. Bury, Jr., Esq., at STONE & BAXTER, LLP, represents the Debtor as legal counsel. STICKY'S HOLDINGS: Seeks to Hire Kurtzman as Administrative Advisor ------------------------------------------------------------------- Sticky's Holdings LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kurtzman Carson Consultants LLC as administrative advisor. The firm's services include: (a) assist with, among other things, the preparation of the Debtors' schedules of assets and liabilities, schedules of executory contracts, and unexpired leases and statements of financial affairs; (b) assist with, among other things, solicitation, balloting, tabulation and calculation of votes, as well as prepare any appropriate reports required in furtherance of confirmation of any Chapter 11 plan; (c) generate an official ballot certification and testify, if necessary, in support of the ballot tabulation results for any Chapter 11 plan(s) in the Chapter 11 cases; (d) generate, provide, and assist with claims objections, exhibits, claims reconciliation and related matters; and (e) provide such other claims processing, noticing, solicitation, balloting and administrative services. Before the petition date, the Debtors provided the firm a retainer in the amount of $7,500. The firm will be paid at its standard hourly rates and will be reimbursed for expenses incurred. Evan Gershbein, executive vice president of Corporate Restructuring Services at Kurtzman, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Evan Gershbein Kurtzman Carson Consultants LLC 222 N. Pacific Coast Highway, 3rd Floor El Segundo, CA 90245 Telephone: (310) 823-9000 Email: egershbein@kccllc.com About Sticky's Holdings Sticky's Holdings LLC and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-10856) on April 25, 2024. In the petitions signed by Jamie Greer, CEO, Sticky's Holdings disclosed $5,754,177 in total assets and $4,677,476 in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped John W. Weiss, Esq., at Pashman Stein Walder Hayden, PC as legal counsel and Kurtzman Carson Consultants LLC as administrative advisor. STICKY'S HOLDINGS: Taps Pashman Stein Walder Hayden as Counsel -------------------------------------------------------------- Sticky's Holdings LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Pashman Stein Walder Hayden, PC as bankruptcy counsel. The firm will render these services: (a) perform all necessary services as the Debtors' bankruptcy counsel; (b) take all necessary actions to protect and preserve the Debtors' estate during these Chapter 11 cases; (c) prepare legal papers; (d) counsel the Debtors with regard to their rights and obligations; (e) coordinate with the Debtors' other professionals in representing them in connection with these cases; and (f) perform all other necessary or requested legal services. The firm will be paid at these hourly rates: Partners $620 - $1,000 Of Counsel $580 - $890 Counsel $450 - $725 Associates $400 - $580 Paraprofessionals $375 - $400 In addition, the firm will receive reimbursement for out-of-pocket expenses incurred. Accordingly, Pashman currently holds a balance of $56,473 as an advance payment for services to be rendered and expenses to be incurred in connection with its representation of the Debtors during these cases. John Weiss, Esq., a partner at Pashman, disclosed in a court filing that the firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: John W. Weiss, Esq. Pashman Stein Walder Hayden, P.C. 1007 North Orange Street, 4th Floor, Suite 183 Wilmington, DE 19801 Telephone: (302) 592-6496 Email: jweiss@pashmanstein.com About Sticky's Holdings Sticky's Holdings LLC and its affiliates filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-10856) on April 25, 2024. In the petitions signed by Jamie Greer, CEO, Sticky's Holdings disclosed $5,754,177 in total assets and $4,677,476 in liabilities. Judge J. Kate Stickles oversees the cases. The Debtors tapped John W. Weiss, Esq., at Pashman Stein Walder Hayden, PC as legal counsel and Kurtzman Carson Consultants LLC as administrative advisor. SVB FINANCIAL: Davis Polk Represents Senior Noteholders ------------------------------------------------------- The law firm of Davis Polk & Wardwell LLP filed a verified statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose that in the Chapter 11 case of SVB Financial Group, the firm represents the Ad Hoc Group of Senior Noteholders. In or around March 2023, a group formed by certain holders, or investment advisors or managers acting on behalf of holders (each, a "Member" and, together, the "Ad Hoc Group of Senior Noteholders") of (i) 3.500% Senior Notes due 2025, (ii) 3.125% Senior Notes due 2030, (iii) 1.800% Senior Notes due 2031, (iv) 2.100% Senior Notes due 2028, (v) 1.800% Senior Notes due 2026, (vi) 4.345% Senior Fixed Rate/Floating Rate Notes due 2028 and (vii) 4.570% Senior Fixed Rate/Floating Rate Notes due 2033 issued by the Debtor pursuant to that certain Indenture, dated as of September 20, 2010 (as modified, supplemented or amended, including by that certain First Supplemental Indenture, dated as of April 28, 2022, the "Indenture"), by and between the Debtor and U.S. Bank Trust Company, National Association (as successor in interest to U.S. Bank National Association), as trustee, engaged Davis Polk to represent it in connection with potential transactions with, or any restructuring of, the Debtor. Davis Polk jointly represents the Ad Hoc Group of Senior Noteholders and the Trustee, as its special counsel in respect of the 2025 Senior Notes, the 2030 Senior Notes, the 2031 Senior Notes, the 2028 Senior Notes, the 2026 Senior Notes, the 2028 Senior Fixed Rate/Floating Rate Notes and the 2033 Senior Fixed Rate/Floating Rate Notes. The Members of the Ad Hoc Group of Senior Noteholders' address and the nature and amount of disclosable economic interests held in relation to the Debtor are: 1. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by APOLLO INSURANCE SOLUTIONS GROUP LP c/o Apollo Capital Management, L.P. 9 West 57th Street, 41st Floor New York, NY 10019 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $16,750,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $20,000,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $22,000,000.00 2. BARCLAYS BANK PLC, solely in respect of its U.S. Special Situations Trading Desk, and not any other desk, unit, group, division or affiliate thereof, and solely in respect of the U.S. Special Situations Trading Desk's claims and interests 745 Seventh Avenue New York, NY 10019 * $9,298,062.00 in aggregate principal amount of the 2025 Senior Notes * $676,000.00 in aggregate principal amount of the 2030 Senior Notes * $12,000.00 in aggregate principal amount of the 2028 Senior Notes * $10,120,000.00 in aggregate principal amount of the 2026 Senior Notes * $1,488,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $3,605,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $1,933,775.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $4,215,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $19,175,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $14,650,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $3,128,000.00 3. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by BARINGS LLC, or a subsidiary thereof 300 South Tryon Street Suite 2500 Charlotte, NC 28202 * $8,230,000.00 in aggregate principal amount of the 2025 Senior Notes * $10,000,000.00 in aggregate principal amount of the 2026 Senior Notes * Shares of Series B Preferred Stock with an aggregate liquidation preference of $12,000,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $8,390,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $15,000,000.00 4. BOFA SECURITIES, INC., solely in respect of its Global Credit and Special Situations Group, and not any other desk, unit, group, division or affiliate thereof One Bryant Park Floor 3 New York, NY 10036 * Other General Unsecured Claim: $6,902,386.00 * $22,872,000.00 in aggregate principal amount of the 2025 Senior Notes * $2,678,000.00 in aggregate principal amount of the 2031 Senior Notes * $25,905,000.00 in aggregate principal amount of the 2028 Senior Notes * $29,151,000.00 in aggregate principal amount of the 2026 Senior Notes * $2,913,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $3,331,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $14,376,000.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $9,461,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $40,107,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $42,308,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $22,867,500.00 5. Citadel Equity Fund Ltd.3 advised or controlled by CITADEL ADVISORS LLC, or a subsidiary thereof Southeast Financial Center 200 South Biscayne Boulevard Miami, FL 33131 * $10,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $20,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $50,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $20,000,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes 6. CITIGROUP GLOBAL MARKETS (Leveraged Credit Trading Desk) 388 Greenwich Street New York, NY 10013 * $9,042,000.00 in aggregate principal amount of the 2025 Senior Notes * $8,867,000.00 in aggregate principal amount of the 2030 Senior Notes * $4,905,000.00 in aggregate principal amount of the 2026 Senior Notes * $11,557,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $8,108,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series B Preferred Stock with an aggregate liquidation preference of $2,050,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $32,500,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $1,500,000.00 7. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by CROSS OCEAN PARTNERS MANAGEMENT LP, or a subsidiary thereof 60 Arch Street Greenwich, CT 06830 * $4,000,000.00 in aggregate principal amount of the 2025 Senior Notes * $10,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $14,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $2,000,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes 8. DEUTSCHE BANK SECURITIES INC. One Columbus Circle 7th Floor New York, NY 10019 * $686,000.00 in aggregate principal amount of the 2030 Senior Notes * $1,000,000.00 in aggregate principal amount of the 2031 Senior Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $2,993,550.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $4,710,000.00 9. Certain funds for which FARALLON CAPITAL MANAGEMENT, L.L.C. is the investment manager One Maritime Plaza Suite 2100 San Francisco, CA 94111 * $12,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $85,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $6,000,000.00 in aggregate principal amount of the 2028 Senior Notes 10. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by (i) THE HANOVER INSURANCE GROUP, INC., (ii) CITIZENS INSURANCE COMPANY OF AMERICA, or (iii) THE HANOVER INSURANCE COMPANY 440 Lincoln Street Worcester, MA 01653 * $5,000,000.00 in aggregate principal amount of the 2025 Senior Notes * $7,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $7,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $3,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $2,650,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes 11. HBK MASTER FUND L.P. c/o HBK Services LLC 2300 North Field Street Suite 2200 Dallas, TX 75201 * $39,964,000.00 in aggregate principal amount of the 2030 Senior Notes * $3,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $9,500,000.00 in aggregate principal amount of the 2028 Senior Notes * $13,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $29,886,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $20,000,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes 12. HUDSON BAY MASTER FUND LTD. 28 Havemeyer Place 2nd Floor Greenwich, CT 06830 * $9,500,000.00 in aggregate principal amount of the 2025 Senior Notes * $13,360,000.00 in aggregate principal amount of the 2030 Senior Notes * $57,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $10,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $55,866,000.00 in aggregate principal amount of the 2026 Senior Notes 13. JEFFERIES LLC 520 Madison Avenue New York, NY 10022 * Other General Unsecured Claim: $3,497,280.00 * $3,433,000.00 in aggregate principal amount of the 2025 Senior Notes * $4,550,000.00 in aggregate principal amount of the 2030 Senior Notes * $4,170,000.00 in aggregate principal amount of the 2031 Senior Notes * $8,468,000.00 in aggregate principal amount of the 2028 Senior Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $2,500,000.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $2,100,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $6,500,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $20,090,000.00 14. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by KING STREET CAPITAL MANAGEMENT, L.P., or a subsidiary thereof 299 Park Avenue Suite 40 New York, NY 10171 * $34,700,000.00 in aggregate principal amount of the 2030 Senior Notes * $66,378,000.00 in aggregate principal amount of the 2031 Senior Notes * $99,661,000.00 in aggregate principal amount of the 2028 Senior Notes * $16,729,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $41,347,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $20,021,975.00 15. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by (i) DELAWARE MANAGEMENT COMPANY, (ii) MACQUARIE INVESTMENT MANAGEMENT ADVISERS, or (iii) DELAWARE INVESTMENTS FUND ADVISERS, each of (i) through (iii) a series of MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST 100 Independence 610 Market Street Philadelphia, PA 19106 * $120,000.00 in aggregate principal amount of the 2025 Senior Notes * $5,775,000.00 in aggregate principal amount of the 2030 Senior Notes * $24,007,000.00 in aggregate principal amount of the 2031 Senior Notes * $3,245,000.00 in aggregate principal amount of the 2028 Senior Notes * $5,806,000.00 in aggregate principal amount of the 2026 Senior Notes * $36,417,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series B Preferred Stock with an aggregate liquidation preference of $7,053,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $42,872,000.00 16. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by MARINER INVESTMENT GROUP LLC, or a subsidiary thereof 500 Mamaroneck Avenue Harrison, NY 10528 * $6,000,000.00 in aggregate principal amount of the 2025 Senior Notes * $2,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $2,000,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $3,867,500.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $5,000,000.00 17. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by MFN PARTNERS MANAGEMENT, LP, or a subsidiary thereof 222 Berkeley Street 13th Floor Boston, MA 02116 * $2,172,000.00 in aggregate principal amount of the 2025 Senior Notes * $23,270,000.00 in aggregate principal amount of the 2030 Senior Notes * $90,622,000.00 in aggregate principal amount of the 2031 Senior Notes * $31,195,000.00 in aggregate principal amount of the 2028 Senior Notes * $78,500,000.00 in aggregate principal amount of the 2026 Senior Notes * $42,500,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $22,841,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series B Preferred Stock with an aggregate liquidation preference of $28,584,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $41,343,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $44,140,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $25,585,000.00 18. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by MILLENNIUM MANAGEMENT LLC, or a subsidiary thereof 399 Park Avenue New York, NY 10022 * $3,450,000.00 in aggregate principal amount of the 2030 Senior Notes * $2,500,000.00 in aggregate principal amount of the 2028 Senior Notes * $13,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $7,000,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series D Preferred Stock with an aggregate liquidation preference of $5,000,000.00 19. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by MOORE CAPITAL MANAGEMENT, LP, or a subsidiary thereof 11 Times Square New York, NY 10036 * $1,500,000.00 in aggregate principal amount of the 2025 Senior Notes * $1,500,000.00 in aggregate principal amount of the 2031 Senior Notes * $4,000,000.00 in aggregate principal amount of the 2028 Senior Notes 20. MORGAN STANLEY & CO. LLC, solely on behalf of the US Distressed Desk 1585 Broadway New York, NY 10036 * $6,703,000.00 in aggregate principal amount of the 2025 Senior Notes * $1,779,000.00 in aggregate principal amount of the 2030 Senior Notes * $578,000.00 in aggregate principal amount of the 2031 Senior Notes * $694,000.00 in aggregate principal amount of the 2028 Senior Notes * $2,876,000.00 in aggregate principal amount of the 2026 Senior Notes * $983,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $5,036,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $5,932,100.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $1,480,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $15,486,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $14,119,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $1,020,000.00 21. P. SCHOENFELD ASSET MANAGEMENT LP, on behalf of certain funds and managed accounts 1350 Avenue of the Americas 21st Floor New York, NY 10019 * $4,000,000.00 in aggregate principal amount of the 2025 Senior Notes * $10,195,000.00 in aggregate principal amount of the 2030 Senior Notes * $3,260,000.00 in aggregate principal amount of the 2031 Senior Notes * $3,474,000.00 in aggregate principal amount of the 2028 Senior Notes * $7,256,000.00 in aggregate principal amount of the 2026 Senior Notes * $6,776,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes 22. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed or advised by PACIFIC INVESTMENT MANAGEMENT COMPANY LLC, or a subsidiary thereof 650 Newport Center Drive Newport Beach, CA 92660 * $5,700,000.00 in aggregate principal amount of the 2025 Senior Notes * $53,947,000.00 in aggregate principal amount of the 2030 Senior Notes * $37,918,000.00 in aggregate principal amount of the 2031 Senior Notes * $17,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $2,100,000.00 in aggregate principal amount of the 2026 Senior Notes * $30,889,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $74,790,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series B Preferred Stock with an aggregate liquidation preference of $85,550,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $40,000,000.00 * Shares of Series D Preferred Stock with an aggregate liquidation preference of $61,100,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $62,500,000.00 23. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by PENTWATER CAPITAL MANAGEMENT LP, or a subsidiary thereof 1001 10th Avenue South Suite 216 Naples, FL 34102 * $4,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $10,675,000.00 in aggregate principal amount of the 2031 Senior Notes * $17,060,000.00 in aggregate principal amount of the 2028 Senior Notes 24. The Distressed Debt Trading Desk of RBC CAPITAL MARKETS, LLC 200 Vesey Street Floor 8 New York, NY 10281 * $180,000.00 in aggregate principal amount of the 2025 Senior Notes * $2,135,000.00 in aggregate principal amount of the 2030 Senior Notes * $19,890,000.00 in aggregate principal amount of the 2031 Senior Notes * $5,825,000.00 in aggregate principal amount of the 2028 Senior Notes * $2,930,000.00 in aggregate principal amount of the 2026 Senior Notes * $3,300,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * ($590,000.00) in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes (short position) 25. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by REDWOOD CAPITAL MANAGEMENT, LLC, or a subsidiary thereof 250 West 55th Street 26th Floor New York, NY 10019 * $9,500,000.00 in aggregate principal amount of the 2030 Senior Notes * $3,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $14,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $1,500,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes 26. ROKOS CAPITAL MANAGEMENT (US) LP on behalf of its advisee funds 600 Lexington Avenue New York, NY 10022 * $4,000,000.00 in aggregate principal amount of the 2025 Senior Notes * $2,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $6,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $9,000,000.00 in aggregate principal amount of the 2028 Senior Notes * $19,000,000.00 in aggregate principal amount of the 2026 Senior Notes * $10,578,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes 27. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by SILVER POINT CAPITAL, L.P. or a subsidiary thereof 2 Greenwich Plaza, Suite 1 Greenwich, CT 06830 * $92,961,000.00 in aggregate principal amount of the 2025 Senior Notes * $47,974,000.00 in aggregate principal amount of the 2030 Senior Notes * $13,830,000.00 in aggregate principal amount of the 2031 Senior Notes * $19,656,000.00 in aggregate principal amount of the 2028 Senior Notes * $53,470,000.00 in aggregate principal amount of the 2026 Senior Notes * $68,704,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $41,899,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $2,129,925.00 * Shares of Series B Preferred Stock with an aggregate liquidation preference of $3,000,000.00 * Shares of Series C Preferred Stock with an aggregate liquidation preference of $3,000,000.00 * Shares of Series E Preferred Stock with an aggregate liquidation preference of $1,000,000.00 28. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by TACONIC CAPITAL ADVISORS L.P. 280 Park Avenue 5th Floor New York, NY 10017 * $2,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $15,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $3,000,000.00 in aggregate principal amount of the 2028 Senior Fixed Rate/Floating Rate Notes * $8,000,000.00 in aggregate principal amount of the 2033 Senior Fixed Rate/Floating Rate Notes * Shares of Series D Preferred Stock with an aggregate liquidation preference of $5,000,000.00 29. Certain funds and/or accounts, or subsidiaries of such funds and/or accounts, managed, advised or controlled by WHITEBOX ADVISORS LLC, or a subsidiary thereof 3033 Excelsior Boulevard Suite 500 Minneapolis, MN 55416 * $7,000,000.00 in aggregate principal amount of the 2030 Senior Notes * $2,000,000.00 in aggregate principal amount of the 2031 Senior Notes * $8,000,000.00 in aggregate principal amount of the 2026 Senior Notes * Shares of Series A Preferred Stock with an aggregate liquidation preference of $23,876,350.00 Counsel to the Ad Hoc Group of Senior Noteholders: DAVIS POLK & WARDWELL LLP Marshall S. Huebner, Esq. Elliot Moskowitz, Esq. Angela M. Libby, Esq. David Schiff, Esq. Aryeh Ethan Falk, Esq. 450 Lexington Avenue New York, New York 10017 Telephone: (212) 450-4000 Facsimile: (212) 701-5800 About SVB Financial Group SVB Financial Group (Pink Sheets: SIVBQ) is a financial services company focusing on the innovation economy, offering financial products and services to clients across the United States and in key international markets. Prior to March 10, 2023, SVB Financial Group owned and operated Silicon Valley Bank, a state chartered bank. During the week of March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a severe "run-on-the-bank." On the morning of March 10, the California Department of Financial Protection and Innovation seized SVB and placed it under the receivership of the Federal Deposit Insurance Corporation. SVB was the nation's 16th largest bank and the biggest to fail since the 2008 financial meltdown. On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had assets of $19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31, 2022. The Hon. Martin Glenn is the bankruptcy judge. The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as restructuring advisor. William Kosturos, a partner at Alvarez & Marsal, serves as the Debtor's chief restructuring officer. Kroll Restructuring Administration, LLC, is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee tapped Akin Gump Strauss Hauer & Feld, LLP as bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard Freres & Co. LLC as investment banker; and Berkeley Research Group, LLC as financial advisor. TIPPETT STUDIO: Seeks Cash Collateral Access -------------------------------------------- Tippett Studio, Inc. asks the U.S. Bankruptcy Court for the Northern District of California, for authority to use the cash collateral of Itria Ventures, Inc. and the U.S. Small Business Administration and provide adequate protection. Prior to filing the Chapter 11 bankruptcy, the Debtor and Phantom Digital Effects Ltd. entered into a term sheet whereby Phantom will invest $3 million in the Debtor in exchange for 80% of the equity of the reorganized debtor pursuant to a confirmed Chapter 11 plan of reorganization. Pursuant to the Investment Agreement, Phanom provided an initial $300,000 (Phantom has actually advanced $179,950 above the $300,000) payment to the Debtor and $700,000 in working capital to fund the Debtor during the Chapter 11 bankruptcy. Upon confirmation of a plan of reorganization in the bankruptcy consistent with the terms of the Investment Agreement, Phantom will provide the $2 million balance of the Investment to fund payments subject to a confirmed plan of reorganization. Upon the filing of the bankruptcy case, the Debtor has $16,318 its deposit accounts located at US Bank. In addition to the funds in the Debtor's operating account, the Debtor seeks use of Secured Creditors' cash collateral in the form of its accounts receivables in the amount of $152,275 on an interim basis thru and including May 15, 2024 to pay necessary operation expenses, including payroll (pre and post-petition), the Debtor's business normal operations pending a hearing on the entry of a final order, at which time the Debtor will seek authority to use cash collateral through an expiration date by court order. While the now terminated chief executive officer Sanjay Das was in charge of the Debtor's operations, on July 24, 2020 the Debtor borrowed $150,000 for the SBA pursuant to the standard SBA Loan Authorization and Agreement. Pursuant to the SBA Loan Agreement, the Debtor granted the SBA a security interest in the Debtor's assets. The SBA filed an UCC-1 Financing Statement with the Secretary of State of California. As of the filing of the bankruptcy case, the balance owed to the SBA is $150,000. Unlike the single loan transaction with the SBA which included reasonable repayment terms including a 3.75% interest rate and a 30 year repayment period, beginning in March 2019 through December 31, 2022, the Debtor borrowed up to $850,000 from Itria pursuant to a Receivable Sale Agreement. Those loans were incorporated into a settlement agreement dated March 27, 2023. Itria has filed several UCC-1 Financing Statements with the Secretary of State of California. These "hard money loans" have resulted in material disruptions in the Debtor's ability to meet its cash flow obligations and will need to be either paid in full paid off over a reasonable period of time and a reasonable interest rate as part of a plan of reorganization. The Itria Loan is personally guaranteed by the Debtor's founder Phillip Tippett and his wife, Jules who have also pledged their home as collateral to partially secure the Itria Loan. The current balance owed to Itria is $585,000 and the Debtor is making monthly payments to Itria in the amount of $20,000. The Debtor borrowed $200,000 from Dan Lanigan subject to the secured promissory note and pledge specific movie props as collateral. In order to provide adequate protection to the Secured Creditors, the Debtor will agree subject to Court approval to pay the monthly payments to Secured Creditors until those claims are modified by stipulation, motion or by a plan of reorganization. The Debtor is filing a motion to approve a post-petition debtor-in-possession financing agreement with Phantom which asked the court to grant Phantom a senior lien on the Debtor's assets to secured any post petition advances. A copy of the motion is available at https://urlcurt.com/u?l=F6mo6J from PacerMonitor.com. About Tippett Studio, Inc. Tippett Studio, Inc. is an established evergreen Media Production house enabling film makers and creative directors to realize their vision through creation of high-end digital effects for feature films, episodic content, commercials and immersive experiences. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-40657) on May 1, 2024. In the petition signed by Gary Mundell, president and chief executive officer, the Debtor disclosed $5,362,065 in assets and $9,826,417 in liabilities. Chris Kuhner, Esq., at KORNFIELD, NYBERG, BENDES, KUHNER & LITTLE P.C., represents the Debtor as legal counsel. TJC SPARTECH: $345MM Bank Debt Trades at 20% Discount ----------------------------------------------------- Participations in a syndicated loan under which TJC Spartech Acquisition Corp is a borrower were trading in the secondary market around 80.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $345 million Term loan facility is scheduled to mature on May 6, 2028. The amount is fully drawn and outstanding. Headquartered in Maryland Heights, MO, Spartech converts base polymers or resins into extruded plastic sheet, rollstock, thermoformed packaging, specialty film laminates, and cast acrylic. Revenue for the last 12 months ended September 30, 2023 was $416 million. Spartech was carved out of chemical producer, Polyone, and is a portfolio company of The Jordan Company, L.P. TLC TRAVEL STAFF: Add'tl $500,000 Loan from Gulf Coast OK'd ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized TLC Travel Staff, LLC to use cash collateral and incur secured debt in the form of a factoring agreement with Gulf Coast Bank and Trust Co. Specifically, Gulf Coast Bank is authorized to additionally fund the Debtor up to a maximum amount of $500,000. Until such time as the Chapter 11 Trustee is appointed, the Debtor is authorized to solely use the Funding for: (a) $400,000 for payroll and payroll taxes (both employees withholding and employer match); and (b) $100,000 for payment of the specific bills listed on the budget. The Chapter 11 Trustee, when appointed, will determine if and when additional funding will be required and will file the necessary motion with the Court. As previously reported by the Troubled Company Reporter, the Debtor needs funding to continue its postpetition operations, by paying its operating and labor costs required to provide services to the Debtor's customers and to pay insurance premiums, and wishes to obtain financing from Gulf Coast by selling to Gulf Coast as fee owner Pre-Petition Non-Factored Receivables as well as receivables arising following the date of the filing of the Debtor's petition. The Debtor has factored its accounts receivable with Gulf Coast Bank and Trust Company for approximately two years. Pursuant to the Existing Factoring Agreement, Gulf Coast purchased as fee owner the Debtor's receivables that were offered to it for purchase and accepted by Gulf Coast for factoring and in return funded a percentage of the face amount of the receivable to the Debtor. At the time of the bankruptcy filing, the estimated repurchase indemnities and other obligations of Debtor to Gulf Coast under the Existing Factoring Agreement was approximately $1.350 million. Other secured creditors of the Debtor, such as KYF Global Partners, and Ace Funding Source, that have a security interest in any Existing Purchased Receivables or any Cash Collateral Receivables holds a security interest that is subordinate to the security interest of Gulf Coast. The Debtor was permitted to enter into the New Factoring Agreement or to otherwise sell on a recourse liability basis to Gulf Coast its interests in the Cash Collateral Receivables up to an aggregate principal amount of up to $5 million and to pay the fees, charges, costs, discounts and interest. The Debtor is specifically authorized to use a portion of the initial proceeds of such financing to pay the costs of Gulf Coast's counsel in connection with the proposed financing. With respect to all of the obligations and indebtedness of the Debtor arising under the New Factoring Agreement, Gulf Coast was granted, pursuant to 11 U.S.C. Section 364(c)(1), an administrative claim having priority over any or all administrative expenses of the kind specified in 11 U.S.C. Sections 503(b) or 507(b). As security for the payment and performance of all of the obligations of the New Factoring Agreement, and pursuant to 11 U.S.C. Sections 364(c) and (d) and in fulfillment of the Debtor's agreements under the New Factoring Agreement, Gulf Coast was granted a valid, enforceable, attached, and automatically perfected assignment of and security interest in and lien on all of the existing and hereafter acquired right, title, and interest of Debtor and Debtor in Possession in and to the Cash Collateral Receivables, that will be a senior and first priority assignment of and security interest in and lien on all of the Cash Collateral Receivables. The security interests and liens granted to Gulf Coast will not be (i) subject to any lien or security interest that is avoided and preserved for the benefit of Debtors' estate under 11 U.S.C. Section 551, (ii) subordinated to or made pari passu with any other lien or security interest under 11 U.S.C. Section 364(d) or otherwise; (iii) subordinate to any other claim, interest, lien or security interest in the Cash Collateral Receivables. A copy of the order is available at https://urlcurt.com/u?l=od1WWe from PacerMonitor.com. About TLC Travel Staff TLC Travel Staff LLC specializes in medical staffing that provides opportunities to professionals in hospitals, nursing homes, and clinics. TLC Travel Staff LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01546) on March 23, 2024. In the petition filed by Steve Ludders, as president/managing member, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $10 million and $50 million. The Honorable Bankruptcy Judge Roberta A Colton oversees the case. The Debtor is represented by Chad Van Horn, Esq., at VAN HORN LAW GROUP, P.A. TRANSCENDIA HOLDINGS: $295MM Bank Debt Trades at 50% Discount ------------------------------------------------------------- Participations in a syndicated loan under which Transcendia Holdings Inc is a borrower were trading in the secondary market around 50.1 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $295 million Term loan facility is scheduled to mature on May 30, 2024. About $278 million of the loan is withdrawn and outstanding. Transcendia Holdings, Inc. is a provider of engineered specialty films materials across a range of end-markets. The company manufactures specialty films by extrusion of resin or converting film for specific customer applications. TRILLION ENERGY: MNP Raises Going Concern Doubt ----------------------------------------------- Alberta, Canada-based MNP LLP, expressed that there is substantial doubt about Trillion Energy International Inc.'s ability to continue as a going concern. MNP, the Company's auditor, issued a "going concern" qualification in its report dated May 7, 2024, attached to Trillion's Form 20-F Report filed with the U.S. Securities and Exchange Commission fiscal year ended December 31, 2023, stating that the Company has a negative working capital position, has accumulated deficits, and negative cash flows from operations, which raise substantial doubt about its ability to continue as a going concern. At December 31, 2023, the Company's current liabilities exceeded its current assets by $12,929,942 (2022 - $4,819,052) and its accumulated deficit amounts to $45,939,198 (2022 - $44,837,004). In addition, for the year ended December 31, 2023, the Company used cash of $1,526,577 (2022 – provided cash of $7,031,965) in operating activities. The Company's continuation as a going concern is dependent upon its ability to complete financings sufficient to meet current and future obligations, the successful results from its business activities, and its ability to operate profitably and generate funds. Although the Company raised capital in current and previous reporting periods, additional funding will be required to continue current operations and further advance its existing oil and gas assets in the upcoming 12 months. The Company's net income for the year ended December 31, 2023 increased by $6,879,886 compared to the net loss for the year ended December 31, 2022 with a net income of $758,132 recognized during the year ended December 31, 2023, as compared to a net loss of $6,121,754 for the year ended December 31, 2022. Revenues increased by $7,422,337 from $9,375,029 in 2022 to $16,797,366 in 2023. A full-text copy of the Company's Form 20-F is available at https://tinyurl.com/suu7zc3d About Trillion Energy Trillion Energy International Inc. and its consolidated subsidiaries, is a Canadian based oil and gas exploration and production company. As of December 31, 2023, the Company has $58,610,428 in total assets, $36,397,856 in total liabilities, and $22,212,572 in total stockholders' equity. TRIUMPH GROUP: Amends Cooperation Deal with Vision One ------------------------------------------------------ Triumph Group, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on May 1, 2024, the Company and Vision One Management Partners, LP entered into an amendment to their previously announced cooperation agreement from May 30, 2023. Pursuant to the terms of the Amendment, the slate of director nominees recommended by the Board of Directors of the Company for election at the Company's 2024 annual meeting of stockholders will include Courtney R. Mather in addition to eight nominees selected by the Company in its sole discretion. Pursuant to the Agreement, until the date pursuant to which stockholder nominations for director elections are permitted pursuant to the Company's Amended and Restated Bylaws with respect to the 2025 annual meeting of stockholders, Vision One has agreed to customary confidentiality, standstill, voting and other obligations, including supporting each director nominated and recommended by the Board for election at the 2024 Annual Meeting. The Company has also extended the appointment of Julio C. Acero, an Investment Analyst of Vision One, as an observer on the Board until the Company's 2025 annual meeting of stockholders. A full-text a copy of the Amendment is available at https://tinyurl.com/3avnh7mv About Triumph Group Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. -- https://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. TROJAN EV: Wins Interim Cash Collateral Access ---------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized TROJAN EV, LLC and Golf Carts of Cypress, LLC to use cash collateral, on an interim basis, in accordance with the budget. As previously reported by the Troubled Company Reporter, the Debtors require the use of cash collateral to make payments to vendors and employees and to satisfy the other ordinary costs of operations. In September 2021, Trojan EV and GCC were both sued by Trojan Battery Company for alleged trademark infringement under the Lanham Act, and similar causes of action under Texas law. After a multi-day trial, the U.S. District Court for the Southern District of Texas entered a findings of fact and conclusions of law that found Trojan EV and GCC both infringed on Trojan Battery's intellectual property. On December 1, 2022, the Debtors both executed a promissory note in favor of Harvey Capital, LLC in the amount of $500,000. In connection with the Harvey Capital Note, the Debtors both executed a Security Agreement granting security interests in the Debtors' assets. On November 8, 2023, the Debtors entered into a Business Loan Agreement with Stellar Bank, whereby the Debtors borrowed $1 million from Stellar Bank. In connection with the Stellar Bank Loan Agreement, the Debtors both executed a promissory note in favor of Stellar Bank that granted security interests in certain of the Debtor's assets, including its accounts receivable and inventory of golf carts. As of the Petition Date, the Debtors owed Stellar Bank approximately $759,307. The court ruled as adequate protection for the Debtors' use of the cash collateral, but only to the extent of diminution of the prepetition cash collateral as a result of such use of cash collateral, the Prepetition Secured Lender is granted continuing, valid, binding, enforceable, fully perfected, replacement liens and first priority security interests in the Debtors' presently owned or hereafter acquired property and assets, whether such property and assets were acquired before or after the Petition Date, of any kind or nature, whether real or personal, tangible or intangible. The Adequate Protection Liens will be subject and subordinate to: (a) accrued and unpaid professional fees and expenses of the attorneys, financial advisors, and other professionals retained by the Debtors or any official committee appointed and approved by the Court in connection with this Chapter 11 case and after the Petition Date through the termination or expiration of the cash collateral order; and (b) any and all fees payable to the U.S. Trustee pursuant to 28 U.S.C. Section 1930(a)(6) and the Clerk of the Bankruptcy Court. The use of cash collateral and replacement liens will be subject to right of payment of the following expenses: (a) unpaid post-petition fees and expenses of the Clerk of the Court and statutory fees payable to the U.S. Trustee pursuant to 28 U.S.C. section 1930; and (b) unpaid post-petition fees and expenses of Professionals of the Debtor and any Statutory Committee (if appointed) but only to the extent such fees and expenses are allowed by the Bankruptcy Court under sections 330, 331, or 363 of the Bankruptcy Code. The Debtors' right to use cash collateral will terminate upon the earlier of (i) the date that is 30 days after the Petition Date if the Final Order, or an additional interim order, has not been entered by the Court on or before such date; or (ii) the occurrence of any of the Termination Events; and (iii) five business days following the delivery of a written notice by the Prepetition Secured Lender to the Debtors, counsel to the Debtors, and the U.S. Trustee, of a Default Notice of the occurrence and continuance of a Termination Event unless such occurrence and continuance is cured by the Debtors prior to the expiration of the Default Notice Period with respect to such clause or such occurrence and continuance is waived in writing by the Prepetition Secured Lender; provided, however, that during the Default Notice Period, the Debtors may seek an expedited determination from the Court of whether the actions alleged in the Default Notice actually constitute a violation or material breach of the terms of the Order. These events constitute a "Termination Event": a. the Debtors violate any term of the Interim Order; b. the consummation of the sale or other disposition of all or substantially all of the assets of the Debtors; c. the entry of an order: i. converting the Chapter 11 Case to a case under Chapter 7 of the Bankruptcy Code; or ii. dismissing the Chapter 11 Case. A final hearing on the matter is set for May 24 at 10 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=Z7Gyph from PacerMonitor.com. The Debtor projects $92,045 in gross profit and $73,895 in total expenses. About Trojan EV, LLC Trojan EV, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31910) on April 29, 2024. In the petition signed by Federico D. Nell, sole member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Jason P. Kathman, Esq., at Spencer Fane, represents the Debtor as legal counsel. TWO RIVERS: Hires Corso & Company as Accountant ----------------------------------------------- Two Rivers Farms F-2, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Corso & Company as Accountant. The firm will provide these services: a. assist the Debtor and provide advice with its tax reporting matters; b. prepare federal and Colorado income tax returns, and any related returns, schedules, worksheets, 940 and/or 941 returns, etc.; and, c. provide accounting services as needed to prepare the tax returns The firm will will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm will be paid a retainer in the amount of $3,000. Steven J. Corso, CPA, a partner at Corso & Company, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Steven J. Corso, CPA Corso & Company 572 Shasta Drive Encinitas, CA 92024 Tel: (310) 488-7019 Fax: (760) 230-1383 Email: stevenjcorso63@gmail.com About Two Rivers Farms F-2, Inc Two Rivers Farms F-2, Inc. in Denver, CO, filed its voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 23-15627) on December 6, 2023, listing $615,000 in assets and $16,099,861 in liabilities. Greg Harrington as authorized representative of the Debtor, signed the petition. BUECHLER LAW OFFICE, L.L.C. serve as the Debtor's legal counsel. ULTIMATE JETCHARTERS: Court OKs Deal on Cash Collateral Access -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Ohio, Eastern Division, authorized Ultimate Jetcharters, LLC to use cash collateral on an interim basis in accordance with the budget and its agreement with Nations Consulting Group and CIBC Bank USA. The parties have agreed that: (a) the Original Term of their stipulation will be, and is, extended to and including July 26, 2024, pursuant to and on the same terms and conditions contained in the Final Cash Collateral Order; (b) except as provided in the Court's Order Granting, in Part, the Motion of the Official Committee of Unsecured Creditors to Extend Challenge Period Related to Nations Consulting Group, LLC and CIBC Bank USA dated April 12, 2024 (Doc. 157); and the Order Granting, in Part, the Motion of the Official Committee of Unsecured Creditors Further Extending Challenge Period filed on April 26, 2024 (Doc. 167) extending the Challenge Period until May 15, 2024, the terms and conditions of the Final Cash Collateral Order otherwise will remain in full force and effect. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral for normal business purposes. Prior to the commencement of the case, UJC entered into business loan agreements on April 26, 2017 with The Farmer National Bank of Canfield in the principal amount of $2.475 million which were sold, assigned and conveyed to Nations Consulting Group, LLC on May 12, 2022. The Debtor asserts at the time of the filing of the Petition, UJC was indebted to NCG in the amount of $7.148 million on the NCG Indebtedness. The Debtor asserts that the NCG Indebtedness is secured by a valid and perfected senior security interest in substantially all of the Debtor's general intangibles, chattel paper, documents, inventory, furniture, fixtures and equipment, the proceeds of the same, and a senior perfected security interest in the accounts held at Premier Bank and Fifth Third Bank, which funds are currently being held by the Summit County Clerk of Courts. Prior to the Petition Date, NCG, as the borrower, entered into the Credit and Security Agreement, dated as of February 10, 2023, between NCG and CIBC Bank, as the lender. Pursuant to the Credit Agreement, CIBC Bank granted certain loans and other financial accommodations to NCG. The Debtor was indebted to CIBC Bank in connection with the CIBC Loan Documents in the amount of $7.6 million as of the Petition Date. A copy of the order is available at https://urlcurt.com/u?l=TJAN0z from PacerMonitor.com. About Ultimate Jetcharters, LLC Ultimate Jetcharters, LLC is a private aviation company. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-51404) on October 10, 2023. In the petition signed by William S. Rudner, chief financial officer, the Debtor disclosed up to $1 million in assets and up to $50 million in liabilities. Judge Alan M. Koschik oversees the case. Peter Tsarnas, Esq., at Gertsz and Rosen, Ltd., represents the Debtor as legal counsel. VALCOUR PACKAGING: $160MM Bank Debt Trades at 61% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Valcour Packaging LLC is a borrower were trading in the secondary market around 39 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $160 million Term loan facility is scheduled to mature on September 28, 2029. The amount is fully drawn and outstanding. Valcour Packaging LLC, doing business as Mold-Rite Plastics, provides high-quality plastic packaging components. WEISS MULTI-STRATEGY: Seeks to Hire Omni as Claims & Noticing Agent ------------------------------------------------------------------- Weiss Multi-Strategy Advisors LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Omni Agent Solutions, Inc. as claims, noticing, and solicitation agent. Omni Agent Solutions will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in these Chapter 11 cases. The hourly rates of Omni's professionals are as follows: Consultants $52 - $175 Senior Consultants $170 - $190 Solicitation and Securities Consultant $190 Director of Solictation and Securities $250 Technology/Programming $28 - $76 Prior to the petition date, the Debtors provided Omni with a retainer in the amount of $40,000 for actual and/or estimated prepetition fees and expenses. Paul Deutch, the executive vice president of Omni, disclosed in court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul H. Deutch Omni Agent Solutions, Inc. 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Telephone: (818) 906-8300 About Weiss Multi-Strategy Advisers Weiss Multi-Strategy Advisers LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10743) on Apr. 29, 2024. In the petition signed by George Weiss, manager, the Debtor disclosed $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge Martin Glenn oversees the case. The Debtor tapped Tracy L. Klestadt, Esq., at Klestadt Winters Jureller Southard & Stevens, LLP as counsel and Omni Agent Solutions, Inc. as claims and noticing agent. WELLPATH HOLDINGS: $500MM Bank Debt Trades at 27% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Wellpath Holdings Inc is a borrower were trading in the secondary market around 73.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $500 million Term loan facility is scheduled to mature on October 1, 2025. The amount is fully drawn and outstanding. Wellpath Holdings, headquartered in Nashville, Tennessee, provides medical, dental, and behavioral health services to patients in local detention facilities, federal and state prisons and behavioral healthcare facilities. Wellpath is privately owned by H.I.G. Capital. WEST DEPTFORD: $445MM Bank Debt Trades at 13% Discount ------------------------------------------------------ Participations in a syndicated loan under which West Deptford Energy Holdings LLC is a borrower were trading in the secondary market around 86.9 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $445 million Term loan facility is scheduled to mature on August 3, 2026. The amount is fully drawn and outstanding. West Deptford Energy Holdings, LLC owns the West Deptford Energy Station, a 744 MW 2014-vintage gas-fired combined cycle electric generating facility located in West Deptford Township, NJ. It is a merchant power plant located in PJM Interconnection's EMACC capacity price zone. West Deptford's sponsor group includes LS Power, which built the plant, along with subsidiaries of Marubeni Corporation (Baa2 positive), Kansai Electric Power Company, Incorporated (A3 negative), Ullico, Arctic Slope, Prudential/Lincoln, and Sumitomo Corporation (Perennial, Baa1, stable). WEWORK INC: Plan Exclusivity Period Extended to July 3 ------------------------------------------------------ Judge John K. Sherwood of the U.S. Bankruptcy Court for the District of New Jersey extended WeWork Inc. and its Debtor Subsidiaries' exclusive periods to file their plan of reorganization, and solicit acceptances thereof to July 3 and September 3, 2024, respectively. As shared by Troubled Company Reporter, the Debtors submitted a Joint Plan of Reorganization pursuant to which holders of Allowed General Unsecured Claims are grouped in Class 8. Each General Unsecured Claim shall be discharged and released, and each Holder of an Allowed General Unsecured Claim shall not receive or retain any distribution, property, or other value on account of such Allowed General Unsecured Claim, provided, however, that, to the extent there are unencumbered assets held by the Debtor against which a General Unsecured Claim is Allowed, each Holder of an Allowed Claim shall receive, on account of and in full satisfaction of such Allowed Claim, its Pro Rata share (together with each Holder of an Allowed 3L Notes Claim and an Allowed Unsecured Notes Claim against the applicable Debtor) of the liquidation value of the unencumbered assets held by the Debtor against which such Claim is Allowed. This Class will receive a distribution of 0% of their allowed claims. The Debtors and the Reorganized Debtors shall fund distributions under the Plan, as applicable, with (a) the proceeds from the Exit Facilities; [(b) Cash or other proceeds from the sale of the Rights Offering Securities (if any, as applicable) in connection with the Rights Offering (if any);] (c) the New Interests; (d) Cash or other proceeds from the sale of Estate property (if any); and (e) the Debtors' Cash on hand, as applicable. A full-text copy of the Disclosure Statement dated February 4, 2024 is available at https://urlcurt.com/u?l=nk2N1r from Epiq Corporate Restructuring, LLC, claims agent. Co-Counsel for the Debtors: Edward O. Sassower, P.C. Joshua A. Sussberg, P.C. Steven N. Serajeddini, P.C. Ciara Foster, Esq. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York 10022 Tel: (212) 446-4800 Fax: (212) 446-4900 Email: edward.sassower@kirkland.com joshua.sussberg@kirkland.com steven.serajeddini@kirkland.com ciara.foster@kirkland.com Co-Counsel for the Debtors: Michael D. Sirota, Esq. Warren A. Usatine, Esq. Felice R. Yudkin, Esq. Ryan T. Jareck, 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 rjareck@coleschotz.com About WeWork Inc. New York, NY-based WeWork Inc. is a global flexible workspace provider, serving a membership base of businesses large and small through its network of 779 Systemwide Locations, including 622 Consolidated Locations as of December 2022. WeWork Inc. and its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-19865) on Nov. 6, 2023. In its petition, WeWork Inc. reported $19 billion of liabilities and $15 billion of assets. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP, Cole Schotz PC, and Munger, Tolles & Olson LLP as counsel; Alvarez & Marsal North America LLC and Province, LLC as financial advisors; and PJT Partners LP as investment banker. Softbank is represented by Weil Gotshal & Manges LLP and Wollmuth Maher & Deutsch LLP as legal counsel and Houlihan Lokey Capital as financial advisor. The Ad Hoc Group of First Lien and Second Lien Lenders is represented by Davis Polk & Wardwell LLP (Eli Vonnegut, Elliot Moskowitz, Natasha Tsiouris, Jonah Peppiatt) and Greenberg Traurig LLP (Alan Brody) as legal counsel and Ducera Partners LLC as financial advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. WILSON BUILDING: Hires Koch Siedhoff Hand & Dunn as Accountant -------------------------------------------------------------- Wilson Building Maintenance, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Koch Siedhoff Hand & Dunn, LLP as its accountant. The Debtor requires an accountant to prepare income tax returns for the bankruptcy estate. Koch Siedhoff Hand & Dunn will compensated at the rate of $275 to $360 for its services. Edward Dunn, Jr., an accountant at Koch Siedhoff Hand & Dunn, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Edward P. Dunn, Jr. Koch Siedhoff Hand & Dunn, LLP 3580 W. 13th Wichita, KS 67203 Telephone: (316) 943-0286 About Wilson Building Maintenance Wilson Building Maintenance, Inc. owns and operates a commercial maintenance business in Wichita, Kansas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-10264) on April 5, 2024. In the petition signed by Anita L. Vara, president, the Debtor disclosed up to $50,000 in both assets and liabilities. The Debtor tapped Mark J. Lazzo, Esq., at Mark J. Lazzo PA as legal counsel and Koch Siedhoff Hand & Dunn, LLP as accountant. WYNN RESORTS: All Four Proposals Approved at Annual Meeting ----------------------------------------------------------- WYNN RESORTS: All Four Proposals Approved at Annual Meeting Wynn Resorts, Limited held its 2024 Annual Meeting of Stockholders on May 2, 2024. The proposals voted upon at the Annual Meeting and the final results of the stockholder vote on each proposal, as certified by American Election Services, LLC, the independent inspector of elections for the Annual Meeting, were: Proposal 1: Elected Betsy S. Atkins, Paul Liu, and Darnell O. Strom as Class I directors, each to serve until the 2027 Annual Meeting of Stockholders. Proposal 2: Ratified the Audit Committee's appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. Proposal 3: Approved, on a non-binding advisory basis, the compensation of the Company's named executive officers as described in the Proxy Statement. Proposal 4: Approved an amendment to the Company's 2014 Omnibus Incentive Plan to increase the authorized shares by 2,000,000 shares. About Wynn Resorts Ltd. Headquartered in Las Vegas, Nevada, Wynn Resorts, Limited owns and operates hotels and casino resorts. As of Dec. 31, 2023, Wynn Resorts has $14 billion in total assets, $15.1 billion in total liabilities, and $1.1 billion in total stockholders' deficit. * * * Egan-Jones Ratings Company, on January 31, 2024, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Wynn Resorts, Limited. X4 PHARMACEUTICALS: Financial Woes Raise Going Concern Doubt ------------------------------------------------------------ X4 Pharmaceuticals, Inc. disclosed in a Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, "Since our inception, we have incurred significant operating losses and negative cash flows from our operations. As of March 31, 2024, our cash and cash equivalents were $60.5 million, our restricted cash balance was $0.8 million and our investment in marketable securities were $20.4 million. We have a covenant under our Hercules Loan Agreement that currently requires that we maintain a minimum level of cash of $20 million through January 31, 2025, subject to subsequent reductions. Based on our current cash flow projections, which exclude any benefit from the potential sale of our PRV, no additional borrowings that may become available on Hercules Loan Agreement and with no additional external funding, we believe that we will not be able to maintain the minimum cash required to satisfy this covenant beginning in the first quarter of 2025. In such event, the lenders could require the repayment of all outstanding debt." "Management has concluded that substantial doubt exists about our ability to continue as a going concern for the one-year period following the issuance of our condensed consolidated financial statements for the quarter ended March 31, 2024. To finance our operations, we will need to raise additional capital, which cannot be assured. Unless and until we reach profitability in the future, we will require additional capital to fund our operations, which could be raised through a combination of equity offerings, debt financings, other third-party funding, marketing and distribution arrangements and other collaborations and strategic alliances. If we are unable to obtain funding, we could be forced to delay, reduce or eliminate some or all of our research and development programs, product portfolio expansion or commercialization efforts, which would adversely affect our business prospects, or we may be unable to continue operations." The Company reported net losses of $101.2 million, $93.9 million and $88.7 million for the years ended December 31, 2023, 2022 and 2021, respectively, and incurred a net loss of $51.8 million for the three months ended March 31, 2024. As of March 31, 2024, it had an accumulated deficit of $529.7 million. A full-text copy of the Company's Form 10-Q is available at https://tinyurl.com/5fvz8jd8 About X4 Pharmaceuticals Boston, Mass.-based X4 Pharmaceuticals, Inc. is a biopharmaceutical company discovering, developing, and commercializing novel therapeutics for the treatment of rare diseases and those with limited treatment options, with a focus on conditions resulting from dysfunction of the immune system As of March 31, 2024, the Company has $112.1 million in total assets, $111.1 million in total liabilities, and $1.04 million in total stockholders' equity. XPLORE INC/CA: $200MM Bank Debt Trades at 92% Discount ------------------------------------------------------ Participations in a syndicated loan under which Xplore Inc/CA is a borrower were trading in the secondary market around 7.5 cents-on-the-dollar during the week ended Friday, May 10, 2024, according to Bloomberg's Evaluated Pricing service data. The $200 million Term loan facility is scheduled to mature on October 1, 2029. The amount is fully drawn and outstanding. Xplore Inc., headquartered in Woodstock, New Brunswick, and owned by Stonepeak Infrastructure Partners, offers broadband internet to residential and commercial customers in rural areas in Canada using fiber, fixed wireless and satellite technology platforms. [^] BOND PRICING: For the Week from May 6 to 10, 2024 ----------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- 2U Inc TWOU 2.250 54.750 5/1/2025 99 Cents Only Stores LLC NDN 7.500 28.281 1/15/2026 99 Cents Only Stores LLC NDN 7.500 28.281 1/15/2026 99 Cents Only Stores LLC NDN 7.500 28.281 1/15/2026 Acorda Therapeutics Inc ACOR 6.000 56.374 12/1/2024 Adventist Health System/West ADVENT 2.433 98.381 9/1/2024 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 46.543 2/15/2028 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 47.471 2/15/2028 Amyris Inc AMRS 1.500 3.500 11/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 1.250 8/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 1.250 8/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 1.250 8/15/2026 At Home Group Inc HOME 7.125 28.050 7/15/2029 At Home Group Inc HOME 7.125 28.050 7/15/2029 Audacy Capital Corp CBSR 6.500 3.500 5/1/2027 Audacy Capital Corp CBSR 6.750 3.750 3/31/2029 Audacy Capital Corp CBSR 6.750 3.375 3/31/2029 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Beasley Mezzanine Holdings LLC BBGI 8.625 60.699 2/1/2026 Beasley Mezzanine Holdings LLC BBGI 8.625 60.757 2/1/2026 Biora Therapeutics Inc BIOR 7.250 58.397 12/1/2025 Bristol-Myers Squibb Co BMY 3.625 99.826 5/15/2024 Caterpillar Inc CAT 3.400 99.966 5/15/2024 CommScope Inc COMM 8.250 38.492 3/1/2027 CommScope Inc COMM 7.125 33.967 7/1/2028 CommScope Inc COMM 8.250 38.251 3/1/2027 CommScope Inc COMM 7.125 34.243 7/1/2028 CommScope Technologies LLC COMM 6.000 77.765 6/15/2025 CommScope Technologies LLC COMM 5.000 34.230 3/15/2027 CommScope Technologies LLC COMM 6.000 75.232 6/15/2025 CommScope Technologies LLC COMM 5.000 34.028 3/15/2027 Curo Group Holdings Corp CURO 7.500 4.000 8/1/2028 Curo Group Holdings Corp CURO 7.500 23.000 8/1/2028 Curo Group Holdings Corp CURO 7.500 4.129 8/1/2028 Customers Bank NCBKPA 6.125 96.000 6/26/2029 Cutera Inc CUTR 2.250 19.500 6/1/2028 Cutera Inc CUTR 2.250 34.713 3/15/2026 Cutera Inc CUTR 4.000 18.317 6/1/2029 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 5.150 12.120 3/15/2042 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 6.000 15.044 8/15/2040 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 6.350 14.426 3/15/2040 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 5.150 12.120 3/15/2042 DIRECTV Holdings LLC / DIRECTV Financing Co Inc DTV 5.150 12.120 3/15/2042 Danimer Scientific Inc DNMR 3.250 17.000 12/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.400 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.400 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.625 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 3.000 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.267 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 5.625 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.300 8/15/2026 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 5.000 1/15/2023 Energy Conversion Devices Inc ENER 3.000 0.762 6/15/2013 Enviva Partners LP / Enviva Partners Finance Corp EVA 6.500 45.000 1/15/2026 Enviva Partners LP / Enviva Partners Finance Corp EVA 6.500 43.451 1/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 29.000 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 20.121 7/15/2026 Federal Home Loan Banks FHLB 0.440 88.428 6/28/2024 Federal Home Loan Banks FHLB 0.700 99.338 5/15/2024 Federal Home Loan Banks FHLB 0.875 99.342 5/15/2024 Federal Home Loan Mortgage Corp FHLMC 5.000 99.411 5/15/2024 Federal Home Loan Mortgage Corp FHLMC 3.000 97.396 5/24/2024 First Commonwealth Bank FCF 7.448 96.448 6/1/2028 First Republic Bank/CA FRCB 4.375 4.000 8/1/2046 First Republic Bank/CA FRCB 4.625 3.650 2/13/2047 Fisker Inc FSRN 2.500 0.875 9/15/2026 Ford Motor Credit Co LLC F 6.850 99.067 5/20/2025 Ford Motor Credit Co LLC F 4.850 98.841 5/20/2024 GNC Holdings Inc GNC 1.500 0.715 8/15/2020 Georgia-Pacific LLC GP 0.625 99.988 5/15/2024 German American Bancorp Inc GABC 4.500 90.619 6/30/2029 German American Bancorp Inc GABC 4.500 90.619 6/30/2029 German American Bancorp Inc GABC 4.500 90.619 6/30/2029 Goodman Networks Inc GOODNT 8.000 5.000 5/11/2022 Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 5.250 6/1/2026 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 4.775 6/1/2026 Hallmark Financial Services Inc HALL 6.250 13.345 8/15/2029 Homer City Generation LP HOMCTY 8.734 38.750 10/1/2026 Inseego Corp INSG 3.250 46.000 5/1/2025 Invacare Corp IVC 4.250 0.737 3/15/2026 Invitae Corp NVTA 2.000 87.500 9/1/2024 JPMorgan Chase Bank NA JPM 2.000 86.928 9/10/2031 Karyopharm Therapeutics Inc KPTI 3.000 60.500 10/15/2025 Ligado Networks LLC NEWLSQ 15.500 16.000 11/1/2023 Ligado Networks LLC NEWLSQ 15.500 14.625 11/1/2023 Ligado Networks LLC NEWLSQ 17.500 3.000 5/1/2024 Lumen Technologies Inc LUMN 4.500 29.700 1/15/2029 Luminar Technologies Inc LAZR 1.250 32.000 12/15/2026 MBIA Insurance Corp MBI 16.850 5.250 1/15/2033 MBIA Insurance Corp MBI 16.850 3.167 1/15/2033 Macy's Retail Holdings LLC M 6.900 89.382 1/15/2032 Mashantucket Western Pequot Tribe MASHTU 7.350 48.146 7/1/2026 Morgan Stanley MS 1.800 75.085 8/27/2036 NanoString Technologies NSTG 2.625 74.745 3/1/2025 Office Properties Income Trust OPI 4.500 77.454 2/1/2025 PROS Holdings Inc PRO 1.000 99.183 5/15/2024 Photo Holdings Merger Sub SFLY 8.500 46.755 10/1/2026 Photo Holdings Merger Sub SFLY 8.500 46.755 10/1/2026 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 26.356 5/15/2026 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 26.427 5/15/2026 Rackspace Technology Global Inc RAX 3.500 29.852 2/15/2028 Rackspace Technology Global Inc RAX 5.375 27.061 12/1/2028 Rackspace Technology Global Inc RAX 3.500 29.852 2/15/2028 Rackspace Technology Global Inc RAX 5.375 26.476 12/1/2028 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Rite Aid Corp RAD 7.700 3.536 2/15/2027 Rite Aid Corp RAD 7.500 62.000 7/1/2025 Rite Aid Corp RAD 6.875 4.936 12/15/2028 Rite Aid Corp RAD 7.500 57.861 7/1/2025 Rite Aid Corp RAD 6.875 4.936 12/15/2028 RumbleON Inc RMBL 6.750 57.689 1/1/2025 SVB Financial Group SIVB 3.500 67.000 1/29/2025 SVB Financial Group SIVB 4.000 1.500 N/A SVB Financial Group SIVB 4.250 1.688 N/A SVB Financial Group SIVB 4.100 1.500 N/A SVB Financial Group SIVB 4.700 1.500 N/A Spanish Broadcasting System Inc SBSAA 9.750 46.375 3/1/2026 Spanish Broadcasting System Inc SBSAA 9.750 45.926 3/1/2026 Spirit Airlines Inc SAVE 1.000 51.940 5/15/2026 Spirit Airlines Inc SAVE 4.750 73.000 5/15/2025 Sunnova Energy International Inc NOVA 0.250 41.250 12/1/2026 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Tricida Inc TCDA 3.500 9.495 5/15/2027 Veritone Inc VERI 1.750 35.500 11/15/2026 Virgin Galactic Holdings SPCE 2.500 30.500 2/1/2027 Vistra Operations Co LLC VST 4.875 99.607 5/13/2024 Voyager Aviation Holdings VAHLLC 8.500 15.626 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.626 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.626 5/9/2026 Vroom Inc VRM 0.750 53.000 7/1/2026 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 3.000 7/10/2025 WeWork Cos LLC / WW Co-Obligor Inc WEWORK 5.000 2.000 7/10/2025 WeWork Cos US LLC WEWORK 15.000 10.250 8/15/2027 WeWork Cos US LLC WEWORK 11.000 5.000 8/15/2027 WeWork Cos US LLC WEWORK 15.000 10.026 8/15/2027 WeWork Cos US LLC WEWORK 12.000 2.001 8/15/2027 WeWork Cos US LLC WEWORK 11.000 4.983 8/15/2027 Wells Fargo & Co WFC 2.909 100.000 5/16/2024 Wesco Aircraft Holdings Inc WAIR 9.000 11.969 11/15/2026 Wesco Aircraft Holdings Inc WAIR 13.125 2.467 11/15/2027 Wesco Aircraft Holdings Inc WAIR 9.000 11.969 11/15/2026 Wesco Aircraft Holdings Inc WAIR 13.125 2.467 11/15/2027 Wheel Pros Inc WHLPRO 6.500 31.500 5/15/2029 Wheel Pros Inc WHLPRO 6.500 26.938 5/15/2029 Xerox Corp XRXCRP 3.800 99.645 5/15/2024 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. 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