/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240521.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, May 21, 2024, Vol. 28, No. 141 Headlines 1847 HOLDINGS: Incurs $10.36 Million Net Loss in First Quarter 20 S BROADWAY: Hires Lester Korinman Kamran as Counsel 2TG LLC: Court OKs Cash Collateral Access Thru May 29 57-36 MYRTLE: Hires Titan Tax & Accounting as Accountant 7233 LOS PINOS: U.S. Trustee Unable to Appoint Committee A.B.A.N.E. PROPERTIES: Hires Sandy Messer as Real Estate Broker AES CORP: Fitch Affirms 'BB' Rating on Jr. Subordinated Notes AES CORP: Moody's Rates New $950MM Subordinated Notes 'Ba1' AFFINITY INTERACTIVE: Moody's Lowers CFR & First Lien Notes to B3 AGAINST THE GRAIN: Hires Freed Maxick CPAs P.C. as Accountant ANTAMEX INDUSTRIES: Receiver Seeks Recognition of Chapter 15 Case ARAMARK SERVICES: Moody's Alters Outlook on 'Ba3' CFR to Positive BELLA HOLDING: Moody's Affirms 'B3' CFR, Outlook Remains Stable BELLE MEADE: Hires Beltran Group Realty as Real Estate Broker BEN'S CREEK: U.S. Trustee Appoints Creditors' Committee BENNETT MOTOR: Hires DeMarco Mitchell PLLC as Legal Counsel BETTER CHOICE: Reports $2.83 Million Net Loss in First Quarter BLITZ TRANSIT: Commences Subchapter V Case BNB BATTERY: Gary Murphey Named Subchapter V Trustee BOISSON INC: Court OKs Cash Collateral Access on Final Basis BOXER RAMEN: Closes Locations Abruptly After Chapter 11 Filing BURGER BUILDING: Hires Titan Tax & Accounting as Accountant BURGERFI INTERNATIONAL: Incurs $6.54-Mil. Net Loss in First Quarter CAMP DAVID: Court OKs Continued Cash Collateral Access Thru June 1 CASA SYSTEMS: Wins Cash Collateral Access on Final Basis CENTURYLINK INC: Invesco Senior Marks $1.3MM Loan at 27% Off CHF MERRIMACK: S&P Rates 2024A-B Student Revenue Bonds 'BB' CHOICE MARKET: Seeks Cash Collateral Access CINCINNATI BELL: Fitch Affirms 'B' LongTerm IDR, Outlook Stable CLEAN & FRESH: Bankr. Administrator Unable to Appoint Committee CLINE'S CORNER: Commences Subchapter V Bankruptcy Case COMMUNITY HEALTH: Fawn Lopez Joins Board of Directors COMPLETE COMMERCIAL: Hires Harris Law Practice LLC as Counsel CRIMSON HOLDINGS: U.S. Trustee Appoints Creditors' Committee DIGITAL ALLY: Incurs $3.94 Million Net Loss in First Quarter DIOCESE OF MONTEREY: Considers Chapter 11 Amid Abuse Lawsuits DISKIN SYSTEMS: Court OKs Interim Cash Collateral Access DIVISION HOLDING: Moody's Affirms 'B3' CFR, Outlook Stable DUETO OF SECOND: Jolene Wee Named Subchapter V Trustee DWJC HOLDINGS: Court OKs Interim Cash Collateral Access ECOVYST CATALYST: S&P Upgrades ICR to 'BB-', Outlook Stable EIGER BIOPHARM: Reaches Deal With Merck on Rare-Disease Drug Sale EMERGENT BIOSOLUTIONS: Slashes 300 Workers in All Areas ENTXAR ELLOPROP: Hires Kenneth E. Grubbs as Special Counsel EPICOR SOFTWARE: S&P Rates New $270MM First-Lien Revolver 'B-' EXPRESS INC: Closes 7 Stores in NJ and 95 Across U.S. Amid Ch. 11 FARZAN ALAMIRAD: Bid to Use Cash Collateral Denied FAXON ENTERPRISES: U.S. Trustee Unable to Appoint Committee FIVE STAR: Moody's Affirms 'B3' CFR & Alters Outlook to Negative FLORIDA FOOD: Invesco Senior Marks $609,000 Loan at 27% Off FLOWERS BY EMILY: U.S. Trustee Unable to Appoint Committee FOOBAR LLC: Jeanette McPherson Named Subchapter V Trustee FORGE INNOVATION: Incurs $680K Net Loss in First Quarter FORM TECHNOLOGIES: Invesco Senior Marks $539,000 Loan at 29% Off FRANCISCAN FRIARS: Committee Hires Burns Bair as Special Counsel FREE SPEECH: Alex Jones Plans to Sell Ranch to Cover Ch. 11 Costs FTX GROUP: Former Boss Salame Gives Up $5.9 Million Bahamas House GEM REALTY CAPITAL: Defaults on $47 Million Debt Load GENERAL ENTERPRISE: Incurs $3.52 Million Net Loss in First Quarter GENIE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee GLEANNLOCH CLA: Court OKs Interim Cash Collateral Access GOLDIES ENTERPRISES: U.S. Trustee Unable to Appoint Committee GOOD GAMING: Incurs $355K Net Loss in First Quarter GOTO GROUP: Invesco Senior Marks $1.6MM Loan at 30% Off GRESHAM WORLDWIDE: Incurs $4.55 Million Net Loss in First Quarter GULFSIDE SUPPLY: S&P Assigns 'B' ICR, Outlook Stable HEYCART INC: U.S. Trustee Appoints 4 New Committee Members HIGH PLAINS: Hires Media Specialty Group Inc. as Broker IBIO INC: Incurs $3.17 Million Net Loss in Third Quarter ICP GROUP: Invesco Senior Marks $463,000 Loan at 17% Off INFINERA CORP: Incurs $25.2 Million Net Loss in 2023 INFINITE ELECTRONICS: Invesco Senior Marks $253,000 Loan at 15% Off INTEGRATED VENTURES: Posts $297K Net Income in Third Quarter JEFFERSON LA BREA: Wins Cash Collateral Access Thru July 12 JNE HOLDINGS: Hires Lettre Realty Inc. as Real Estate Broker JOE'S DRAIN: Seeks to Hire Auction Ohio as Auctioneer JUST FLOOR: Court OKs Access to Revenued's Cash Collateral KAYA HOLDINGS: Incurs $1.11 Million Net Loss in First Quarter KENSINGTON REALTY: Gerard Luckman Named Subchapter V Trustee KERRI WILSON: Mark Schlant Named Subchapter V Trustee LAKELAND TOURS: Invesco Senior Marks $370,000 Loan at 30% Off LAXMI CAPITAL: Hires Daren M. Schlecter as Special Counsel LBM ACQUISITION: S&P Rates New Term Loan B Due 2031 'B-' LCM INVESTMENTS: S&P Affirms 'BB-' ICR, Outlook Stable LIFEBACK LAW FIRM: Begins Subchapter V Bankruptcy Proceeding M&G TRANSPORTATION: Files Emergency Bid to Use Cash Collateral MASHINDUSTRIES INC: Gregory Jones Named Subchapter V Trustee MAVENIR SYSTEMS: Invesco Senior Marks $1.4MM Loan at 31% Off MCDERMOTT INT'L: Invesco Senior Marks $2.1MM Loan at 35% Off MCDERMOTT INT'L: Invesco Senior Marks $528,000 Loan at 58% Off MCDERMOTT INT'L: Invesco Senior Marks $817,000 Loan at 47% Off MEDASSETS SOFTWARE: Invesco Senior Marks $401,000 Loan at 38% Off MEDASSETS SOFTWARE: Invesco Senior Marks $988,000 Loan at 16% Off MEDICAL PROPERTIES: Moody's Cuts CFR to B1, On Review for Downgrade MEDLINE BORROWER: Moody's Ups CFR to B1 & Alters Outlook to Pos. MELLO JOY: Kicks Off Chapter 11 Bankruptcy Proceeding META MATERIALS: Incurs $7.51 Million Net Loss in First Quarter MIDWEST DOUGH: Seeks Cash Collateral Access MLN US HOLDCO: Invesco Senior Marks $1.4MM Loan at 86% Off MLN US HOLDCO: Invesco Senior Marks $1.5MM Loan at 40% Off MLN US HOLDCO: Invesco Senior Marks $3.5MM Loan at 80% Off MMA LAW FIRM: U.S. Trustee Appoints Creditors' Committee MOLD-RITE PLASTIC: Invesco Senior Marks $1.1MM Loan at 18% Off MOXY RESTAURANT: Wins Cash Collateral Access on Final Basis MT DISTILLERY: Seeks Chapter 11 Bankruptcy Protection MT. CHARLESTON: Hires Nevada Bankruptcy as Legal Counsel MYRTLE HOMOSASSA: Hires Titan Tax & Accounting as Accountant NEW TENT: Seeks to Hire Jacobs P.C. as Legal Counsel NORTH CAROLINA THEATRE: Court OKs Interim Cash Collateral Access NORTH GEORGIA NURSING: Wins Cash Collateral Access Thru June 9 OI EUROPEAN: Moody's Rates New Senior Unsecured Notes 'Ba3' ORBIT MARKETING LLC: Dives in Chapter 11 Bankruptcy ORBIT MARKETING: Court OKs Interim Cash Collateral Access ORIGINCLEAR INC: Incurs $15.9 Million Net Loss in First Quarter OUTLOOK THERAPEUTICS: Incurs $114M Net Loss in Second Quarter OVAINNOVATIONS LLC: U.S. Trustee Appoints Creditors' Committee PADMAJAI INC: Daniel Etlinger Named Subchapter V Trustee PENN ENTERTAINMENT: S&P Downgrades ICR to 'B', Outlook Stable PLUS STUDIOS: Starts Subchapter V Bankruptcy Case in Nevada PLV ELECTRIC: Court OKs Cash Collateral Access on Final Basis PROJECT LEOPARD: S&P Alters Outlook to Negative, Affirms 'B-' ICR PUBLIC CRAFT: Court OKs Interim Cash Collateral Access QUEST SOFTWARE: Invesco Senior Marks $2.9MM Loan at 20% Off RA CUSTOM: Amends Several Secured Claims Pay Details RAINIER VIEW: U.S. Trustee Unable to Appoint Committee RECEPTION PURCHASER: Invesco Senior Marks $855,000 Loan at 53% Off RED LOBSTER: Case Summary & 30 Largest Unsecured Creditors RED LOBSTER: Files for Chapter 11 to Sell to Lenders RED VENTURES: S&P Alters Outlook to Negative, Affirms 'BB-' ICR REMSLEEP HOLDINGS: Incurs $253K Net Loss in First Quarter ROBERTSHAW US: Invesco Senior Marks $3.1MM Loan at 42% Off ROBERTSHAW US: Invesco Senior Marks $773,000 Loan at 42% Off ROCKIN A ELECTRIC: Nathan Smith Named Subchapter V Trustee RUE21 INC: Seeks Chapter 11 Bankruptcy Protection for 3rd Time SAM ASH: Court OKs $20MM DIP Loan from Tiger Finance SANDVINE CORP: Invesco Senior Marks $190,000 Loan at 53% Off SANO RACING: Wins Cash Collateral Access on Final Basis SC HEALTHCARE: Committee Hires Greenberg Traurig as Counsel SC HEALTHCARE: Committee Hires Province as Financial Advisor SC HEALTHCARE: Committee Hires Walker as Investment Sales Broker SC HEALTHCARE: Sale of 8 Petersen Health Care Nursing Homes Delayed SINCLAIR TELEVISION: Invesco Senior Marks $106,000 Loan at 16% Off SOCAL CLIMATE: Seeks to Hire Ure Law Firm as Legal Counsel STAPLES INC: Moody's Affirms 'B3' CFR & Alters Outlook to Stable STICKY'S HOLDINGS: Natasha Songonuga Named Subchapter V Trustee SURGICARE SURGICAL: Creditors to Get Proceeds From Liquidation SVB FINANCIAL: Reaches Deal w/ Pinegrove for SVB Capital SYNAPTICS INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable TAMPA LIFE: U.S. Trustee Appoints Creditors' Committee TELESAT LLC: Invesco Senior Marks $1.7MM Loan at 40% Off TGP COMMUNICATIONS: Gateway Pundit Seeks Chapter 11 Bankruptcy TGP COMMUNICATIONS: Linda Leali Named Subchapter V Trustee THERMOGENESIS HOLDINGS: Incurs $2 Million Net Loss in First Quarter THREE SISTERS: Court OKs Interim Cash Collateral Access TIMBER PHARM.: Receives Court Approval for Wind-Down Plan TRANSCENDIA HOLDINGS: Reaches Recapitalization Deal to Cut Debt TRUGREEN LP: Invesco Senior Marks $827,000 Loan at 21% Off TUFFSTUFF FITNESS: Court OKs Cash Collateral Access on Final Basis UNITEDLEX CORP: Invesco Senior Marks $523,000 Loan at 18% Off US TELEPACIFIC: Invesco Senior Marks $1.6MM Loan at 61% Off VAZQUEZ & RIVERA: Unsecureds Will Get 75% of Claims over 60 Months WILLIAM INSULATION: Asset Sale Proceeds to Fund Plan WILLIAMS INDUSTRIAL: Augusta Steps Down as Committee Member WILSON BUILDING: U.S. Trustee Unable to Appoint Committee WOFFORD ENTERPRISES: Court OKs Cash Collateral Access Thru June 10 WOM SA: Hires Riveron RTS as Restructuring Advisor WOM SA: Hires Rothschild & Co as Investment Banker WOM SA: Kroll Restructuring as Administrative Advisor ZAYO GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Neg. [^] Large Companies with Insolvent Balance Sheet ********* 1847 HOLDINGS: Incurs $10.36 Million Net Loss in First Quarter -------------------------------------------------------------- 1847 Holdings LLC filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $10.36 million on $14.91 million of revenues for the three months ended March 31, 2024, compared to net income of $1.05 million on $12.97 million of revenues for the three months ended March 31, 2023. As of March 31, 2024, the Company had $35.88 million in total assets, $64.15 million in total liabilities, and a total shareholders' deficit of $28.27 million. 1847 Holdings said, "The Company has generated operating losses since its inception and has relied on cash on hand, sales of securities, external bank lines of credit, and issuance of third-party and related party debt to support cashflows from operations. The Company expects that within the next twelve months, it will not have sufficient cash and other resources on hand to sustain its current operations or meet its obligations as they become due unless it obtain additional financing. These conditions raise substantial doubt about the Company's ability to continue as a going concern. "Management plans to address these concerns by securing additional financing through debt and equity offerings. Management assessed the mitigating effect of its plans to determine if it is probable that the plans would be effectively implemented within one year after the consolidated financial statements are issued and when implemented, would mitigate the relevant conditions or events that raise substantial doubt about the Company's ability to continue as a going concern. These plans are subject to market conditions and reliance on third parties, and there is no assurance that effective implementation of the Company's plans will result in the necessary funding to continue current operations and satisfy current debt obligations. These conditions raise substantial doubt about the Company's ability to continue as a going concern beyond one year from the date the condensed consolidated financial statements are issued." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1599407/000121390024043698/ea0205572-10q_1847hold.htm About 1847 Holdings Based in New York, NY, 1847 Holdings LLC -- www.1847holdings.com/ -- is an acquisition holding company focused on acquiring and managing a group of small businesses, which the Company characterizes as those that have an enterprise value of less than $50 million, in a variety of different industries headquartered in North America. Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 25, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations, and has a working capital deficit, which raises substantial doubt about its ability to continue as a going concern. 20 S BROADWAY: Hires Lester Korinman Kamran as Counsel ------------------------------------------------------ 20 S Broadway Owner LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Lester Korinman Kamran & Masini, P.C. to handle its Chapter 11 case. The firm will be paid at these rates: Senior Partners $475 per hour Partners $425 per hour Associates $375 per hour Law Clerks $200 per hour Legal Assistants $150 per hour The firm received a retainer of $20,000 and the filing fee of $1,738. Roy Lester, Esq., a principal at Lester Korinman Kamran & Masini, disclosed in a court filing that he is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Roy J. Lester, Esq. Lester Korinman Kamran & Masini, PC 600 Old Country Road, Suite 330 Garden City, NY 11530 Telephone: (516) 357-9191 Email: rlester@lesterfirm.com About 20 S Broadway Owner LLC 20 S Broadway Owner, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 20 S Broadway Owner, LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. NY. Case No. 24-22155) on February 28, 2024. In the petition filed by Isaac Hershko, managing agent, the Debtor reports assets of $1 million to $10 million and liabilities of $1 million to $10 million. Lester Korinman Kamran & Masini, P.C. is the Debtors' financial counsel. 2TG LLC: Court OKs Cash Collateral Access Thru May 29 ----------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, authorized 2TG LLC dba the True Gem to use cash collateral, on an interim basis, in accordance with the budget, with a 5% variance, through May 29, 2024. 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. As adequate protection, the lenders are granted replacement liens on all post-petition cash collateral and postpetition acquired property to the same extent and priority they possessed as of the Petition Date only as to the diminution in value of their lien. The holders of allowed secured claims with a perfected security interest in cash collateral will be entitled to a replacement lien in post-petition accounts receivable, contract rights, and deposit accounts to the same extent allowed and in the same priority as those interests held as of the Petition Date. A final hearing on the matter is set for May 29 at 10:30 a.m. A copy of the motion is available at https://urlcurt.com/u?l=gAHeG7 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. 57-36 MYRTLE: Hires Titan Tax & Accounting as Accountant -------------------------------------------------------- 57-36 Myrtle Ave, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Titan Tax & Accounting Services Inc. as accountant. The firm will prepare an accounting and federal and state tax returns for the year 2023 on behalf of the Debtor. The firm will be paid a flat fee of $2,850 for preparation of tax returns for the year 2023. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher Gonzalez, a partner at Titan Tax & Accounting Services 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: Christopher Gonzalez Titan Tax & Accounting Services Inc. 5466 Schaefer Rd. Dearborn, MI 48126 Tel: (313) 846-9600 Fax: (313) 846-9624 About 57-36 Myrtle Ave LLC 57-36 Myrtle Ave, LLC is a lessor of non-residential building. The Debtor owns a property located at 5736 Myrtle Ave, Ridgewood, NY 11385-4940 valued at $1.5 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-40482) on February 13, 2023. In the petition signed by Paul Amato, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Jil Mazer-Marino oversees the case. H. Bruce Bronson, Esq., at Bronson Law Office, P.C., represents the Debtor as legal counsel. 7233 LOS PINOS: U.S. Trustee Unable to Appoint Committee -------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of 7233 Los Pinos, LLC, according to court dockets. About 7233 Los Pinos 7233 Los Pinos, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 7233 Los Pinos filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-12797) on March 25, 2024. In the petition signed by Rishi K. Kapoor, an authorized representative, the Debtor disclosed up to $10 million in assets and up to $50,000 in liabilities. Judge Robert A. Mark oversees the case. The Law Office of Mark S. Roher, PA serves as the Debtor's counsel. A.B.A.N.E. PROPERTIES: Hires Sandy Messer as Real Estate Broker --------------------------------------------------------------- A.B.A.N.E. Properties, Ltd. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Sandy Messer & Associates as real estate broker. The firm will market and sell the Debtor's located at Lot 15, Block 8, Upper Valley Addition, City of El Paso, El Paso County, Texas commonly known as 5440 Westside Drive, El Paso, Texas 79932. The firm will be paid a commission of 5 percent of the sales price of the property. 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: Sue Woo Sandy Messer & Associates 855 N. Resler, Ste. C El Paso, TX 79912 Tel: (915) 833-6111 About A.B.A.N.E. Properties, Ltd A.B.A.N.E. Properties, Ltd. in El Paso TX, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Tex. Case No. 23-31398) on December 29, 2023, listing as much as $1 million to $10 million in both assets and liabilities. Nora Herrera as managing member, signed the petition. MIRANDA & MALDONADO, PC serve as the Debtor's legal counsel. AES CORP: Fitch Affirms 'BB' Rating on Jr. Subordinated Notes ------------------------------------------------------------- Fitch Ratings has affirmed The AES Corporation's (AES) Long-Term and Short-Term Issuer Default Rating (IDR) at 'BBB-' and 'F3', respectively. The Rating Outlook is Stable. Fitch has also assigned a first-time 'BB' rating to the fixed-to-fixed reset rate junior subordinated notes. Proceeds from the offering will be used for general corporate purposes. The securities are eligible for 50% equity credit based on Fitch's hybrid methodology. Features supporting the equity categorization of these debentures include their junior subordinate priority, the option to defer interest payments on a cumulative basis for up to 10 years on each occasion and no step-up. AES's ratings and outlook are supported by its large and diversified portfolio, long-term contracted and regulated earnings and cash flow. Fitch views the increasing pre-tax contribution (PTC) from the U.S. and utilities favorably. In addition, Fitch expects the company to remain committed to its investment grade IDR and finance its future projects in a credit-supportive manner. Fitch expects AES's holdco FFO Leverage in the low 4.0x for 2024, considering the increasing recourse financing mostly for renewable projects. Fitch applies a deconsolidated approach when calculating AES' credit metrics as it funds most of its operations using non-recourse financing. KEY RATING DRIVERS Contracted and Diversified Portfolio: AES invests in regulated utilities and power-generating assets with long-and short-term contracts. A majority of PTCs are from projects under long-term contracts or utility investments. The average remaining contract life is 12 years, including utilities. AES's diversified asset portfolio mitigates geopolitical adversity affecting a single power market or project. Fitch views increasing presence in the U.S. as credit positive. U.S. assets represented 45% of total PTC at YE 2023, compared with approximately 30% in 2022. Fitch expects U.S. PTC to rise to over 60% by end-2025, as about 85% of AES's investment is expected to be in the U.S. Protection from Macro Headwinds: Projects have reasonable protection against inflation, rising interest rates and geopolitical risks. Approximately 83% of AES's revenue is protected by inflation indexation or hedges, and the remainder is from renewables with no fuel costs and known cost structure. Approximately 73% of the interest rates are fixed or hedged. Additionally, approximately 90% of the PTC is U.S. dollar denominated. Improving Fuel Mix: AES's portfolio has shifted meaningfully to renewables over the last few years, a credit positive. At YE 2023, generation output comprised 37% renewables, 32% natural gas and 31% coal. AES intends to exit coal in the next several years. Ninety-five percent of its backlog is in renewables and energy storage. AES estimates that renewables and natural gas will represent 52% and 33%, respectively, of total generation by 2025. Robust Backlog: Given the strong demand for renewable generation, AES has a robust 12.3GW backlog concentrated in renewables and secured by power purchase agreements as of February 2024.There are construction risks associate with new projects development. However, in Fitch's view, renewable projects are not politically controversial, technologically complex or labor intensive. Credit Metrics In line with Ratings: In 2022 and 2023, Fitch calculates AES holdco-only FFO leverage close to 4.0x. This is higher than previous years, but supportive of the ratings. This is primarily due to upfront recourse holdco financing to fund new renewable projects. Fitch expects AES's holdco-only FFO leverage to be in the range of 3.6x-4.2x in 2024-2026 while new projects come online. Fitch applies a deconsolidated approach in calculate AES's credit metrics, as it finances its operation using primarily non-recourse debt. AES has a large capital program to execute, about $7.3 billion-$7.6 billion in 2024-2027. Fitch expects AES to fund its growth plan in a credit-supportive manner, with net proceeds from asset sales of about $2.4 billion to $2.9 billion and additional holdco debt of about $1.1 billion-$1.6 billion in 2024-2027. DERIVATION SUMMARY AES is reasonably well positioned compared with Brookfield Renewable Partners L.P. (BBB+/Stable), Innergex Renewable Energy Inc. (BBB-/Stable) and NextEra Energy Partners LP (NEP; BB+/Stable). AES owns and operates approximately 34.6GW of renewable and thermal generation assets, compared with Innergex's 4.2GW of renewables, NEP's 4.8GW of renewables, and Brookfield's 23GW of renewables. AES's operating scale and diversity partially compensate for its less favorable asset mix and exposure in South America and developing countries. AES has a track record of stable project distributions. Holdco-only FFO leverage has been stable and commensurate for current rating. Over the next two years, Fitch projects AES's Holdco-only FFO leverage to be stronger than NEP's, but weaker than Innergex and Brookfield. Unlike its peers, AES does not have a financial sponsor. However, it has a track record of conservative capital allocation. Brookfield benefits from the sponsorship from Brookfield Corporation (A-/Stable), which provides robust capital access and liquidity. NEP benefits from its affiliation with NextEra Energy, Inc. (A-/Stable), which is the largest renewable developer in the U.S. Innergex's partnership with Hydro Quebec (AA-/Stable is smaller scale, but is expected to help Innergex grow in a more sustainable manner KEY ASSUMPTIONS - 3.6 GW of projects come online in 2024; - No equity issuance in 2024-2025; - Shareholder dividend growth of 2%-3%; - Cash shortfall funded by short-term debt; - Asset sales and investment into subsidiaries in-line with company's guidance for 2024-2025; - Hybrid issuance will receive 50% equity credit. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - Holdco-only FFO leverage ratio sustains at or below 3.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - Cost overruns or delays of construction projects that result in holdco-only FFO leverage sustaining above 4.5x; - A change in corporate strategy to invest in more speculative, noncontracted assets or a material decline in cash distributions from contracted power-generation assets; - Increase shareholder distributions (dividends or share buybacks) materially beyond Fitch's expectations. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: AES has a $1.5 billion committed revolving credit facility (RCF), maturing in September 2027. AES uses its RCF mostly to bridge the timing difference between investments and project distribution. AES's obligations under the RCF are unsecured. As of YE 2023, the credit facility had about $1.38 billion available. Debt maturities are manageable. The next debt maturities are the $200 million term loan due in 2024 and $900 million in senior notes due in 2025. The RCF contains one financial covenant, evaluated quarterly, requiring AES to maintain a maximum recourse debt-to-adjusted operating cash flow ratio of 5.75x, with which AES is compliant. ISSUER PROFILE The AES Corporation is a power generation developer and utilities holding company. It owns and operates approximately 35 GW of power generation assets and utilities four continents and 15 countries in 2023. AES is headquartered in Arlington, Virginia. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- The AES Corporation LT IDR BBB- Affirmed BBB- ST IDR F3 Affirmed F3 senior unsecured LT BBB- Affirmed BBB- junior subordinated LT BB New Rating senior unsecured ST F3 Affirmed F3 AES CORP: Moody's Rates New $950MM Subordinated Notes 'Ba1' ----------------------------------------------------------- Moody's Ratings assigned a Ba1 rating to The AES Corporation's (AES; Baa3 stable) $950 million junior subordinated notes due 2055 ("Notes") offering. The outlook of AES is stable. RATINGS RATIONALE The Ba1 assigned to the Notes is one notch below AES' Baa3 senior unsecured rating and reflects the security's relative position in the company's capital structure compared to its senior unsecured debt. The one notch differential between the Notes rating and the senior unsecured rating is consistent with Moody's methodology guidance for notching corporate instrument ratings based on differences in security and priority of claim. AES intends to use the net proceeds from the junior subordinated notes issuance to help fund its investments in renewable energy projects and general corporate purposes In Moody's view, the Notes have equity-like features which allow them to receive basket "M" treatment (i.e. 50% equity and 50% debt) for the purpose of adjusting financial statements. Please refer to Moody's cross-sector rating methodology "Hybrid Equity Credit" (February 2024) for further details. AES' ratings including the Baa3 senior unsecured notes, (P)Baa3 senior unsecured shelf, Prime-3 (P-3) commercial paper and stable outlook are unchanged. This considers AES' improving business risk profile given its growing investments in its US regulated utilities and in renewable assets and the structural subordination of the parent company debt to the debt at its subsidiaries. Moody's expects the ratio of parent company debt to consolidated debt to be maintained at around 20% (2023: 19%). These considerations are offset by financial metrics that are weaker than anticipated given higher construction debt being incurred to fund a significant increase in investments, partly in response to incentives the included in the Inflation Reduction Act of August 2022. Specifically, at year-end 2023, AES' ratio of CFO pre-W/C/ net debt was nearly 9%. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Factors that Could Lead to an Upgrade Assuming no significant deterioration in the business risk profile, for example, in terms of cash flow visibility upon the implementation of the decarbonization strategy, an upgrade of AES' ratings is possible if it continues its thus far successful transition to a more renewable energy organization, either of its two US utility subsidiaries is upgraded, consolidated debt is reduced materially, or it is able to generate a ratio of consolidated CFO pre-W/C to net debt above 17%, on a sustained basis. Factors that Could Lead to a Downgrade A downgrade could occur if AES diverges from its current business strategy or there is a material deterioration in one or more of its core subsidiaries' credit quality. The implementation of more aggressive financial policies that adversely affect any of the key subsidiaries or a failure of AES to maintain a consolidated ratio of CFO pre-W/C to net debt of at least 14% could also lead to a downgrade. An increase in the ratio of holding company debt to consolidated debt that substantially exceeds 20% for a sustained period of time, could also cause a downgrade. LIST OF AFFECTED RATINGS Issuer: AES Corporation, (The) Assignments: Junior Subordinated, Assigned Ba1 LIST OF UNAFFECTED RATINGS Issuer: AES Corporation, (The) Unchanged: Senior Unsecured Regular/Bond Debenture, Baa3 Commercial Paper, P-3 Outlook: Outlook, Stable The principal methodology used in this rating was Unregulated Utilities and Unregulated Power Companies published in December 2023. Headquartered in Arlington, Virginia, AES Corporation is a globally diversified power holding company that holds interests in a large portfolio of subsidiaries that operate in twelve countries. These subsidiaries consist of (i) regulated utility subsidiaries (three) and (ii) power generation projects and independent power producers (IPPs). Their total generation capacity exceeds 30,000 MW. AES organizes these subsidiaries under four Strategic Business Units (SBU), largely based on the subsidiaries' type of operations and technology. The SBUs are (i) Renewables (includes AES' 75% controlling interest in AES Clean Energy, the renewables growth platform in the US); (ii) Utilities (includes Dayton Power & Light Company (Baa3 stable) and Indianapolis Power & Light Company (Baa1 stable); (iii) energy infrastructure (including LNG import terminals in the Dominican Republic and Panama) and (iv) new energy technology (includes AES' ownership in Fluence Energy, LLC). AFFINITY INTERACTIVE: Moody's Lowers CFR & First Lien Notes to B3 ----------------------------------------------------------------- Moody's Ratings downgrades the Corporate Family Rating of Affinity Interactive to B3 from B2 and Probability of Default Rating to B3-PD from B2-PD. Moody's also downgraded the company's backed senior secured first lien notes to B3 from B2. The outlook remains stable. The downgrade reflects Affinity's sustained decline in EBITDA in the last two years from increased competition and higher operating costs, which has caused its debt/EBITDA to increase to 7.8x at December 31, 2023 from 4.9x at December 31, 2021. Affinity's interest coverage and profit margin are also significantly weaker than similarly-rated gaming peers. The stable outlook reflects the company's adequate liquidity, the lack of near-term debt maturities and Moody's expectation that Affinity will not need to draw on the revolver for operating cash needs as it generates positive free cash flow, and that the company will not make cash distributions to its owner in the next twelve to eighteen months. RATINGS RATIONALE Affinity's credit profile (B3 stable) reflects the company's elevated leverage, low interest coverage, and weak EBIT margin, driven by Affinity's declining EBITDA in the last two years. Its EBITDA decreased approximately 35% from December 31, 2021 to December 31, 2023 to $81 million due to increased competition with new casino openings in its markets. Higher operating costs, including property and casualty insurance, labor and promotional activities have also contributed to earnings pressure. Affinity remains relatively small, with approximately $331 million in net revenue for the full year December 31, 2023, which does not provide the company the economies of scale to compete with larger gaming operators for cost efficiency in the same markets. As a result, its debt/EBITDA increased to 7.8x from 4.9x in the last two years, and the EBIT/interest expense ratio declined to 1.0x from 2.2x over the same period. EBIT margin also decreased 13.3% from 28.6%. These credit challenges are partially offset by Affinity's geographic diversity with operations in three states and limited capital spending needs, which benefit the company's free cash flow and its financial flexibility. The stable outlook reflects the company's adequate liquidity and the lack of near term debt maturities. Affinity had approximately $52.3 million of unrestricted cash and no amounts were drawn under its $50 million revolver as of December 31, 2023. Its $545 million 1st lien senior secured notes mature in December 2027 and its revolver expires in December 2025. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if the company generates strong and consistent positive free cash flow, revenue and EBITDA continue to grow, and debt/EBITDA is below 6.0x on a sustained basis. Ratings could be downgraded if EBITDA declines, from increased competition or poor expense management, or consumer spending on gaming activities weakens. The ratings could also be downgraded if debt/EBITDA increases above 8.0x on a sustained basis, or if liquidity deteriorates. Affinity Interactive is a Nevada corporation, headquartered in Las Vegas, which owns and operates seven casinos: five located in Nevada, one in Missouri, and one in Iowa. Affinity is a private company wholly-owned by funds managed by affiliates of Z Capital Group LLC, which does not disclose its financial information. Net revenue for the LTM December 31, 2023 was about $331 million. The principal methodology used in these ratings was Gaming published in June 2021. AGAINST THE GRAIN: Hires Freed Maxick CPAs P.C. as Accountant ------------------------------------------------------------- Against the Grain Holdings LLC, and its affiliate seek approval from the U.S. Bankruptcy Court for the Western District of New York to employ Freed Maxick CPAs, P.C. as accountant. The firm will perform tax preparation and limited accounting services pertaining to the Debtors' estates. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm will be paid a retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. William Iannarelli, a partner at Freed Maxick CPAs, 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: William Iannarelli Freed Maxick CPAs, P.C. 424 Main Street, Suite 800 Buffalo, NY 14202 Tel: (716) 847-0069 About Against the Grain Holdings LLC Against the Grain Holdings, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. N.Y. Case No. 24-10151) on February 15, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Andrew R. Piechowicz, managing member, signed the petition. Judge Carl L. Bucki oversees the case. James C. Thoman, Esq., at Hodgson Russ, LLP, represents the Debtor as legal counsel. ANTAMEX INDUSTRIES: Receiver Seeks Recognition of Chapter 15 Case ----------------------------------------------------------------- Emilyn Cameron of Law360 reports that the Canadian court-appointed receiver for Ontario-based glass facade company Antamex Industries ULC asked the Delaware bankruptcy court for Chapter 15 recognition of the company's liquidation in the United States, saying that unless the Canadian proceedings and the receiver's stewardship is acknowledged, U.S. litigation could hurt creditors' return. About Antamex Industries ULC Antamex Industries ULC is in the business of designing, engineering, manufacturing, and installing custom, modular glass façade solutions for multi-story buildings. Antamex Industries ULS sought protection under Chapter 15 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10934) on May 1, 2024. The Honorable Bankruptcy Judge J Kate Stickles oversees the case. The Debtor is represented by: Mark L. Desgrosseilliers Chipman Brown Cicero & Cole, LLP ARAMARK SERVICES: Moody's Alters Outlook on 'Ba3' CFR to Positive ----------------------------------------------------------------- Moody's Ratings affirmed Aramark Services, Inc.'s corporate family rating at Ba3, probability of default rating at Ba3-PD, and senior secured rating at Ba2. The senior unsecured rating was downgraded to B2 from B1. The Speculative Grade Liquidity ("SGL") rating was downgraded to SGL-3 from SGL-1. The outlook was changed to positive from stable. Aramark is a global provider of food and facilities services to education, healthcare, business & industry, and sports, leisure & corrections clients. The change in outlook to positive from stable and Ba3 CFR affirmation reflect Moody's expectation for sustained strong revenue growth in the high single digits that will drive debt to EBITDA below 4x by fiscal 2025 (ends 30 September) supported by net new business wins, pricing actions, and existing client sales. Moody's anticipates improvement in free cash flow will be modest in fiscal 2024 before improving in 2025 given the need to invest in new contracts before revenue is earned and accounting for one-time costs associated with the uniform spin-off and AIM sale. The rating affirmation incorporates Moody's credit assessment of Aramark following the spinoff of its uniform business, which reduced the company's revenue scale, diversity, and profitability. The downgrade of the SGL rating to SGL-3 from SGL-1 reflects Moody's assessment that the company's overall liquidity profile has weakened given the April 2025 maturity of the $900 million senior unsecured notes, and recognizes that the company's ability to meet this obligation using internal available cash and current committed external financing in case of a market disruption, for example, would materially constrain its liquidity. Nonetheless, the rating affirmation incorporates Moody's expectation that the company will address these debt maturities by the end of fiscal 2024. The downgrade of the senior unsecured rating to B2 from B1 reflects the change in mix of senior secured and unsecured debt following the repayment of the 6.375% senior unsecured notes due 2025 and incorporates Moody's expectation for seasonal fluctuations in debt and non-debt liabilities. RATINGS RATIONALE The Ba3 CFR reflects Moody's expectations for revenue, profitability and free cash flow to improve, driving debt to EBITDA of 4.7x as of March 31, 2024 to below 4x by fiscal 2025 (ends September). Management's public net leverage target of 2.75x to 3.25x by the end of fiscal 2025 equates to approximately 3.75x to a Moody's adjusted debt to EBITDA and is a key driver of the positive outlook. Moody's anticipates revenue will grow around 7% to 8% over the next 12 to 15 months and for EBITA margins to gradually improve from the low to mid 5% range. Moody's expects adequate cash from operations to cover capital investments, capital expenditures, the regular shareholder dividend and required debt amortization. Moody's also anticipates modest free cash flow metrics compared to many other business service companies also rated in the Ba3 rating category. The rating also incorporates Moody's expectation that management will maintain balanced financial policies in regard to its leverage target, particularly as it addresses its April 2025 debt maturities. All financial metrics cited reflect Moody's standard adjustments. Moody's considers Aramark's business generally stable and predictable, with long term contracts and fixed asset investments providing high revenue visibility and meaningful competitive barriers. Moody's anticipates Aramark will maintain market share and remain well positioned to win new customers. Aramark is a leading provider of food and support services in the United States and has operations in 15 countries. Aramark's operations feature thousands of highly recurring customer contracts, providing strong support for the ratings. Fiscal 2023 sales within Aramark's end markets have all mostly recovered to pre-pandemic levels, with sports & entertainment, and leisure having demonstrated the strongest growth. While this does not account for high inflation over that period, the company has demonstrated the ability to pass pricing increases to customers and manage costs such that trailing twelve month EBITA margins have grown to 5.1% from 4.5% in the six months following the uniform spinoff between 30 September 2023 and March 31, 2024. Aramark has a more focused operating scope following the spinoff of its uniform business at the end of fiscal 2023. The uniform segment was about 15% of total revenue but around 25% of EBITDA at the time. However, debt leverage was reduced in concert with the spin-off by the repayment of Aramark debt with the net proceeds of debt assumed by the uniform business. The Ba2 rating on the senior secured credit facilities reflects their priority position in the debt capital structure. The notes are secured by a first lien pledge of substantially all of the company's domestic assets (excluding accounts receivable pledged for the securitization facility) and 65% of the stock of direct foreign subsidiaries. The Ba2 rating, one notch above the Ba3 CFR, benefits from loss absorption provided by the junior ranking debt and non-debt obligations. The B2 rating on the senior unsecured notes reflects effective subordination to all the secured debt and certain trade claims at default. The senior notes are guaranteed by substantially all of the domestic subsidiaries of the company (excluding the securitization subsidiaries). The SGL-3 speculative grade liquidity rating reflects Aramark's adequate liquidity profile, including from Moody's anticipation of around $250 million of free cash flow during the next 12 months, $771.2 million in revolving credit facility availability on its $1.153 billion facility expiring in April 2026 and $356.6 million of cash on hand at March 31, 2024. The company has a fully drawn $600 million accounts receivable securitization facility maturing in July 2026. The revolving credit facilities have a net senior secured debt to EBITDA covenant, as amended, and Moody's expects Aramark will maintain a good cushion with the covenant over the next 12 to 15 months. The fiscal first quarter is typically a seasonal borrowing peak for Aramark and the fiscal fourth quarter is the seasonal low. As of March 31, 2024, $900 million of the company's unsecured notes come due in April 2025. Moody's anticipates the company will raise additional debt to repay its remaining 2025 maturing debt, but could also use a portion of internal cash or revolver borrowings to help satisfy the obligation. The revolving credit facilities have a maximum net senior secured debt to EBITDA covenant. Moody's expects Aramark will maintain a wide cushion below the maximum level over the next 12 to 15 months. The positive outlook reflects Moody's anticipation of strong revenue growth driving elevated debt to EBITDA below 4.0x in fiscal 2025. The positive outlook anticipates Aramark will address its 2025 debt maturities before the current fiscal year end in September, maintain balanced financial strategies, and generate around $250 million of positive free cash flow during the next 12 months. The outlook could be revised to stable from positive if Moody's expects debt to EBITDA will remain above 4.5x, from debt funded acquisitions or otherwise, or retained cash flow to net debt declines below 15%. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if revenue and profit grow and Moody's expects Aramark will maintain at least 1% to 2% revenue growth, EBITA margins around 6%, free cash flow of around $400 million; and, debt to EBITDA below 4.5x. The ratings could be downgraded if revenue declines, either from a loss of customers or declines in market share, liquidity weakens; or, debt to EBITDA is maintained above 5.5x. LIST OF AFFECTED RATINGS Issuer: Aramark Services, Inc. Downgrades: Senior Unsecured, Downgraded to B2 from B1 Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-1 Affirmations: LT Corporate Family Rating, Affirmed Ba3 Probability of Default, Affirmed Ba3-PD Senior Secured Bank Credit Facility, Affirmed Ba2 Outlook actions: Outlook, Changed To Positive From Stable Issuer: Aramark International Finance Sarl Downgrades: Backed Senior Unsecured, Downgraded to B2 from B1 Outlook actions: Outlook, Changed To Positive From Stable Issuer: ARAMARK Canada Ltd. Affirmations: Senior Secured Bank Credit Facility, Affirmed Ba2 Outlook actions: Outlook, Changed To Positive From Stable Issuer: Aramark Investments Limited Affirmations: Senior Secured Bank Credit Facility, Affirmed Ba2 Outlook actions: Outlook, Changed To Positive From Stable The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Aramark (NYSE:ARMK), based in Philadelphia, PA, is a global provider of food and facilities services to education, healthcare, business & industry, and sports, leisure & corrections clients. Moody's expects fiscal 2024 (ends September) revenue of around $17.2 billion. BELLA HOLDING: Moody's Affirms 'B3' CFR, Outlook Remains Stable --------------------------------------------------------------- Moody's Ratings affirmed Bella Holding Co, LLC's (dba "MedRisk") B3 Corporate Family Rating and a B3-PD Probability of Default Rating. Moody's also affirmed the B2 rating on the senior secured first lien credit facilities, including the first lien term loan and first lien revolving credit facility. The outlook remains stable. The ratings affirmation follows MedRisk's recently announced acquisition of the Casualty Claims Solutions business (including the portfolio of Strataware products) from Conduent Incorporated (B1 stable). The acquisition will add scale and diversification to MedRisk's core workers compensation services business, while simultaneously improving its inventory of data to improve the breadth of analytics for customers. That said, the acquisition carries integration and execution risks, and will increase financial leverage if it is debt-funded. RATINGS RATIONALE The B3 CFR reflects the company's aggressive financial policies and very high financial leverage that Moody's expect will remain high (above 6.5x debt to EBITDA on Moody's-adjusted basis) over the next 12-18 months. However, the company has meaningfully delevered from peak leverage of over 9x at close of CVC Capital Partner's LBO, which closed in May 2021. The company's credit profile is also constrained by significant customer concentration, as Moody's expect the three largest customers to continue to generate over 50% of revenue. The rating is supported by MedRisk's strong value proposition to its payor clients and network providers which will continue to drive organic growth. The company also has a national presence with only moderate geographic concentration. Finally, MedRisk has maintained very good liquidity with consistent positive free cash flow generation. Moody's expect MedRisk to maintain very good liquidity over the next 12-18 months, supported by positive free cash flow. Moody's estimate free cash flow of over $30 million annually over the next 12-18 months. As of December 31, 2023, MedRisk had about $130 million in cash, with $70 million outstanding on its $125 million revolving credit facility (the outstanding revolver balance was paid down to $45 million subsequent to December 31, 2023). The revolver has a springing total net leverage ratio set at 8.25x, when borrowings exceed 35%. Moody's expect the company will maintain good headroom on the covenant, which tested at 5.6x as of December 31, 2023. MedRisk's CIS-4 indicates the rating is lower than it would have been if ESG risk exposures did not exist. MedRisk utilizes aggressive financial policies including a highly-leveraged balance sheet that is solely comprised of floating rate debt subject to some interest rate volatility; MedRisk is partially hedged to interest rates at this time. Governance risks (G-4) are partially mitigated by the company's consistent free cash flow generation since the company was acquired in a leveraged buyout transaction in 2021. The score also reflects exposure to social risks (S-3), driven by demographic and societal trends - incorporating the risk of the company's largest customers bringing workers compensation claim management in-house. The stable outlook reflects Moody's expectation that MedRisk will continue to generate consistent positive free cash flow and organic earnings growth, notwithstanding its financial leverage that Moody's expect will remain high. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be downgraded if operating performance weakens, free cash flow becomes negative or liquidity tightens with EBITA-to-interest falling below one times. MedRisk's rating could be upgraded if the company reduces its customer concentration or expands its scale materially. Quantitatively, the rating could be upgraded if debt to EBITDA is sustained below 6 times with liquidity remaining very good. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. BELLE MEADE: Hires Beltran Group Realty as Real Estate Broker ------------------------------------------------------------- Belle Meade Studios, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Beltran Group Realty, LLC as Real Estate Broker. The firm will market and sell the Debtor's real property located at 615 NE 76th Street, Miami, FL 33138. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Barbara Beltran, a partner at Beltran Group Realty, 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: Barbara Beltran Beltran Group Realty, LLC 1221 Obispo Avenue Coral Gables, FL 33134 Tel: (727) 580-6275 About Belle Meade Studios, LLC Belle Meade Studios, LLC filed for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-15158) on July 2, 2022, with between $1 million and $10 million in both assets and liabilities. Rachel Dugger, managing member, signed the petition. Judge Robert A. Mark oversees the case. Scott Alan Orth, Esq., at the Law Offices of Scott Alan Orth, PA is the Debtor's counsel. BEN'S CREEK: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------- The U.S. Trustee for Region 4 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Ben's Creek Operations WV, LLC and its affiliates. The committee members are: 1. Thomas Cook Navana Lab, LLC 3908 Teays Valley Rd Hurricane, WV 25364 304-586-6280 (Phone) tcook@navanalabs.com 2. Karen Ferris Boyd Company 10001 Linn Station Rd Louisville, KY 40223 502-424-9013 (Phone) karenferris@boydcat.com 3. James Bevins New Age Mining P.O. Box 817 McCarr, KY 41544 606-794-4820 (Phone) Jimmybevins1961@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Ben's Creek Operations WV Ben's Creek Operations WV, LLC and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. S.D.W.V. Lead Case No. 24-20079) on April 14, 2024. At the time of the filing, Ben's Creek reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge David L. Bissett oversees the cases. The Debtors hired Flaherty Sensabaugh Bonasso, PLLC as counsel. BENNETT MOTOR: Hires DeMarco Mitchell PLLC as Legal Counsel ----------------------------------------------------------- Bennett Motor Express TX, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ DeMarco Mitchell, PLLC as counsel. The firm will provide these services: (a) take all necessary action to protect and preserve the estate; (b) prepare on behalf of the Debtor all necessary legal papers; (c) formulate, negotiate, and propose a plan of reorganization; and (d) perform all other necessary legal services in connection with these proceedings. The firm will be paid as follows: Robert T. DeMarco, Esq. $300 per hour Michael S. Mitchell, Esq. $275 per hour Barbara Drake, Paralegal $125 per hour In addition, the firm will seek reimbursement for expenses incurred. Robert DeMarco, Esq., a member at DeMarco Mitchell, 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: Robert T. DeMarco, Esq. Michael S. Mitchell, Esq. DeMarco Mitchell, PLLC 12770 Coit Road, Suite 850 Dallas, TX 75251 Telephone: (972) 578-1400 Facsimile: (972) 346-6791 Email: robert@demarcomitchell.com mike@demarcomitchell.com About Bennett Motor Express TX, LLC Bennett Motor Express TX, LLC, filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex. Case No. 24-60048) on February 1, 2024, disclosing under $1 million in both assets and liabilities. The Debtor is represented by ERIC A. LIEPINS. BETTER CHOICE: Reports $2.83 Million Net Loss in First Quarter -------------------------------------------------------------- Better Choice Company Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to common stockholders of $2.83 million on $7.90 million of net sales for the three months ended March 31, 2024, compared to a net loss attributable to common stockholders of $3.48 million on $9.24 million of net sales for the three months ended March 31, 2023. As of March 31, 2024, the Company had $15.44 million in total assets, $14.32 million in total liabilities, and $1.13 million in total stockholders' equity. Better Choice stated, "We have historically incurred losses and expect to continue to generate operating losses and consume cash resources in the near term. These conditions raise substantial doubt about our ability to continue as a going concern for a period of twelve months from the date these interim condensed consolidated financial statements are issued, meaning that we may be unable to generate sufficient operating cash flows to pay our short-term obligations. We have implemented and continue to implement plans to achieve operating profitability, including various margin improvement initiatives, the consolidation of and introduction of new co-manufacturers, the optimization of our pricing strategy and ingredient profiles, and new product innovation. "Our ability to raise additional capital may be adversely impacted by the potential worsening of global economic conditions, including inflationary pressures, the recent disruptions to, and volatility in, the credit and financial markets in the United States and worldwide resulting from geopolitical tensions. If we seek additional financing to fund our business activities in the future and there remains doubt about our ability to continue as a going concern, investors or other financing sources may be unwilling to provide additional funding on commercially reasonable terms or at all. If we are unable to raise the necessary funds when needed or achieve planned cost savings, or other strategic objectives are not achieved, we may not be able to continue our operations, or we could be required to modify our operations that could slow future growth." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1471727/000149315224020392/form10-q.htm About Better Choice Headquartered in Tampa, Florida, Better Choice Company Inc. -- http://www.betterchoicecompany.com/-- is a pet health and wellness company committed to leading the industry shift toward pet products and services that help dogs and cats live healthier, happier and longer lives. The Company sells its premium and super-premium products under the Halo brand umbrella, including Halo Holistic, Halo Elevate and the former TruDog brand, which has been rebranded and successfully integrated under the Halo brand umbrella during the third quarter of 2022. Tampa, Florida-based BDO USA, P.C., the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 12, 2024, citing that the Company has continually incurred operating losses, has an accumulated deficit and failed to meet certain financial covenants as of Dec. 31, 2023. These matters create substantial doubt about the Company's ability to continue as a going concern for a period of twelve months from the date these consolidated financial statements are issued. BLITZ TRANSIT: Commences Subchapter V Case ------------------------------------------ Blitz Transit LLC filed for Subchapter V bankruptcy protection in the District of Kansas. According to court filing, the Debtor disclosed liabilities amounting to $1,060,143 owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for May 22, 2024, at 1:30 PM. Conference Call by US Trustee. About Blitz Transit Blitz Transit LLC specializes in flatbed transportation and logistics. Blitz Transit LLC sought relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 24-20503) on April 25, 2024. In the petition filed by Scott T. Lawrence, as manager, the Debtor reported assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. The Subchapter V trustee appointed in the case: G. Matt Barberich, Jr. B. Riley Advisory Services 7101 College Boulevard, Suite 730 Overland Park, KS 66210 913-389-9270 mbarberich@brileyfin.com The Debtor is represented by: Erlene W Krigel, Esq. Krigel Nugent Moore, P.C. 19370 Edgerton Road Edgerton, KS 66021-9724 Tel: 816-756-5800 Fax: 816-756-1999 BNB BATTERY: Gary Murphey Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 21 appointed Gary Murphey as Subchapter V trustee for BNB Battery LLC. Mr. Murphey will be paid an hourly fee of $400 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Murphey declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gary Murphey 3330 Cumberland Blvd., Suite 500 Atlanta, GA 30330 Tel: (770) 933-6855 Email: Murphey@RFSLimited.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. BOISSON INC: Court OKs Cash Collateral Access on Final Basis ------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Boisson Inc. to use cash collateral, on a final basis, in accordance with the budget. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to pay all of its projected post-petition expenses. The Debtor has obtained consent from Connect Ventures I, L.P., as Collateral Agent to the use of cash collateral pursuant to the Budget, with Permitted Variances. Connect Ventures is the only known creditor with a lien on the Debtor's cash collateral. The Debtor obtained a certified search of UCC-1 financing statements recorded against the Debtor from the Secretary of State of Delaware, where the Debtor was incorporated. There are five Financing Statements recorded against the Debtor by (a) 11770 SVB, LLC, (b) Farnam Street Financial, Inc., (c) HYG Financial Services, Inc., (d) Connect Ventures, and (v) Ouiby, Inc. As adequate protection, the Secured Creditors are granted (1) the Adequate Protection Liens, (2) the Adequate Protection Administrative Claims, and (3) the ongoing operation of the Debtor's business. The liens granted will be limited to the same validity, priority, and amount as prepetition liens. Such liens will be limited to the type of collateral in which the creditor held a security interest as of the petition date. A copy of the order is available at https://urlcurt.com/u?l=0UdRRD from PacerMonitor.com. About Boisson Inc. Boisson Inc. offers a vast portfolio, boasting over 125 brands of non-alcoholic wines, beers, spirits, aperitifs, and mixers, including brands owned by the Debtor. The Debtor operates 11 storefronts in major cities, including New York, Miami, Los Angeles, and San Francisco, amplified its digital presence through a growing e-commerce platform, and also launched a wholesale distribution channel. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-12614) on April 4, 2024. In the petition signed by Sheetal Aiyer, chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Neil W. Bason oversees the case. Ron Bender, Esq., at LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P., represents the Debtor as legal counsel. BOXER RAMEN: Closes Locations Abruptly After Chapter 11 Filing -------------------------------------------------------------- Alicia Kelso of Nation's Restaurant News reports that Portland ramen chain Boxer Ramen abruptly closes its locations after bankruptcy filing. Boxer, a Portland, Ore.-based ramen chain, has closed its four locations after 11 years in the business. The company informed customers of its April 29, 2024 closures on April 25, 2024. According to KOIN 6 News in Portland, the company filed for Chapter 11 bankruptcy on February 9, 2024, along with SuperDeluxe, a five-unit burger joint. Both concepts are part of MMMco. restaurant group, owned by restaurateur Micah Camden. MMMco. also lists Camden’s Baes Chicken and Kinnamons, though the restaurant group's website no longer exists. "It is with a very heavy heart we announced that after 11 years of serving you our unique brand of Ramen, we sadly will be closing all of our doors for good this upcoming Monday, April 29. The incredible challenges that we all faced as a community during the pandemic, compounded by inflated costs of goods and services, have not only profoundly affected our restaurant, but all of us and our communities as a whole. Despite the tireless efforts and dedication of our incredible team, and the unwavering support from all of you, our family and friends, it has become impossible to continue operating. We would love the opportunity to welcome you into our doors for one last meal as we will be open for our normal hours through this Sunday, the 28th. But most of all, we would love to just say goodbye to all of you that we grew up with over the last 11 years. You truly are our family and we will miss each and every one of you dearly." Notably, some Instagram followers were quick to point out the curious timing of the bankruptcy and closures, citing the concept's recent expansion into Beaverton, Ore., in December, and an opening in Portland's Multnomah Village neighborhood in January. Camden recently told the Willamette Week publication that the newest location was "going great." Meanwhile, Boxer's sister chain, SuperDeluxe, has closed all but two locations. Camden told Willamette Week that the closed SuperDeluxe locations struggled because they didn't include drive-thrus. The Chapter 11 restructuring process for both concepts was expected to end in early May. Nation's Restaurant News has reached out to Boxer for more information about its closures. The Boxer news comes as several restaurant concepts have filed for bankruptcy just within the past month. New York City-based Sticky's Holdings, parent company of Sticky Fingers, filed last week, citing the pandemic for its financial troubles. Florida-based Tijuana Flats filed earlier this month after closing a total of 40 restaurants so far this year. Also this month, North Aurora, Ill.-based Oberweis Dairy filed April 12 for Chapter 11 bankruptcy reorganization at the 43-unit dairy and retail concept. And Bloomberg reported April 16 that Orlando, Fla.-based Red Lobster, a stalwart in the casual-dining segment, was talking with experts about a possible bankruptcy filing. The company named Jonathan Tibus, known for his restructuring expertise, as CEO in late March. About Boxer Ramen Boxer Ramen LLC and That Good Good LLC, doing business as SuperDeluxe, are a small chain of fast casual restaurants in the Portland metropolitan area. Boxer Ramen LLC and That Good Good LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Ore. Lead Case No. 24-30324) on Feb. 9, 2024, with up to $1 million in assets and up to $10 million in liabilities. Micah Camden, the Debtors' manager, signed the petition. Judge Teresa H. Pearson oversees the cases. Sussman Shank, LLP serves as the Debtors' bankruptcy counsel. BURGER BUILDING: Hires Titan Tax & Accounting as Accountant ----------------------------------------------------------- Burger Building, LLC, seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Titan Tax & Accounting Services Inc. as accountant. The firm will prepare an accounting and federal and state tax returns for the year 2023 on behalf of the Debtor. The firm will be paid a flat fee of $2,850 for preparation of tax returns for the year 2023. Christopher Gonzalez, a partner at Titan Tax & Accounting Services 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: Christopher Gonzalez Titan Tax & Accounting Services Inc. 5466 Schaefer Rd. Dearborn, MI 48126 Tel: (313) 846-9600 Fax: (313) 846-9624 About Burger Building, LLC The Burger Building, LLC is the fee simple owner of a property located at 5718 Myrtle Ave, Ridgewood, N.Y. The property is valued at $1.8 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40481) on Feb. 13, 2023, with $2,317,238 in assets and $1,614,216 in liabilities. Paul Amato, managing member, signed the petition. Judge Jil Mazer-Marino oversees the case. H. Bruce Bronson, Esq., at Bronson Law Office, P.C., represents the Debtor as bankruptcy counsel. BURGERFI INTERNATIONAL: Incurs $6.54-Mil. Net Loss in First Quarter ------------------------------------------------------------------- BurgerFi International, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $6.54 million on $42.88 million of total revenue for the quarter ended April 1, 2024, compared to a net loss of $9.15 million on $45.73 million of total revenue for the quarter ended April 3, 2023. As of April 1, 2024, the Company had $252.61 million in total assets, $200.51 million in total liabilities, and $52.09 million in total stockholders' equity. BurgerFi said, "Our primary sources of liquidity are cash from operations and cash and cash equivalents on hand. As of April 1, 2024, we maintained a cash and cash equivalents balance of approximately $4.1 million. "We have short and long-term material cash requirements for our working capital needs, known contractual obligations in the form of operating leases, finance leases, and debt obligations as disclosed in our consolidated financial statements, as well as ongoing capital expenditures. Excluding debt repayments, our requirements for working capital are generally not significant because our guests pay for their food and beverage purchases in cash or on debit or credit cards at the time of the sale and we are able to sell many of our inventory items before payment is due to the supplier of such items. Our requirements for operating and finance leases and ongoing capital expenditures are principally related to operating our store locations, remodels and maintenance, and investments in our digital and corporate infrastructure. "Our Credit Agreement contains numerous covenant clauses, including those whereby the Company is required to meet certain trailing twelve month quarterly financial ratios and a minimum liquidity requirement. The Company was not in compliance with the minimum liquidity covenant under the Credit Agreement as of April 1, 2024, which constitutes a breach of the Credit Agreement and an event of default. "This event of default allows the lenders to call the debt sooner than its maturity date of September 30, 2025. The Company does not currently have and is not forecasted to have the readily available funds to repay the debt if called by the lenders, which raises substantial doubt about the Company's ability to continue as a going concern within one year after the date the consolidated financial statements are issued." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1723580/000172358024000025/bfi-20240401.htm About BurgerFi Headquartered in Fort Lauderdale, FL, BurgerFi International, Inc. is a multi-brand restaurant company that develops, markets and acquires fast-casual and premium-casual dining restaurant concepts around the world, including corporate-owned stores and franchises. Miami, Florida-based KPMG LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 10, 2024, citing that the Company was not in compliance with the minimum liquidity requirement of its credit agreement, which constitutes a breach of the credit agreement and an event of default that raises substantial doubt about its ability to continue as a going concern. CAMP DAVID: Court OKs Continued Cash Collateral Access Thru June 1 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Mississippi authorized Camp David, LLC to continue using cash collateral, on an interim basis, in accordance with the budget, through June 1, 2024. As previously reported by the Troubled Company Reporter, prior to the filing of the bankruptcy petition, the Debtor executed two loans to River Rat, LLC. The loans total approximately $3.2 million and are secured by real property located in Biloxi, Harrison County MI. The Subject Property is used as a recreational vehicle park. The funds collected from the Subject Property constitutes the cash collateral of RR. The Debtor was directed to maintain insurance coverage on the Subject Property listing RR as loss payee. The court said all terms and provisions of the previous cash collateral order will remain in full force and effect. A copy of the order is available at https://urlcurt.com/u?l=xubJMs from PacerMonitor.com. About Camp David, LLC Camp David, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-50016) on Jan. 4, 2024, with $1 million to $10 million in both assets and liabilities. Mark Parish, manager, signed the petition. Judge Jamie A. Wilson oversees the case. Patrick Sheehan, Esq., at Sheehan and Ramsey, PLLC represents the Debtor as legal counsel. CASA SYSTEMS: Wins Cash Collateral Access on Final Basis -------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized Casa Systems, Inc. and affiliates to use cash collateral, on a final basis, in accordance with the budget. As of the Petition Date, the Debtors' capital structure includes approximately $183.04 million in outstanding prepetition secured debt obligations in the aggregate. The Debtors have an ongoing and immediate need to continue using cash collateral to, among other things: (a) provide working capital and funding for general corporate purposes; and (b) pay certain costs of administration of these cases, in each case, subject to the terms hereof and solely to the extent provided in the Approved Budget, as subject to Permitted Variances. The Debtors are party to a Superpriority Credit Agreement, dated as of June 15, 2023 with Delaware Trust Company, as successor to JPMorgan Chase Bank, N.A. as administrative agent, and Delaware Trust Company as collateral agent. Pursuant to the Superpriority Credit Agreement and the Exchange, the Superpriority Lenders agreed to the extension of approximately $218.8 million in term loans, which are scheduled to mature on December 20, 2027. As of the Petition Date, the Debtors owe approximately $180.98 million under the Superpriority Credit Agreement. The Debtors are party to a Credit Agreement, dated as of December 16, 2016, by and among Casa, as borrower, the lenders from time to time party thereto, and Delaware Trust Company, as administrative agent and collateral agent, the Stub Lenders provided to Casa secured term loans in an initial aggregate principal amount of $325 million. As of the Petition Date, the Debtors owe approximately $2.06 million under the Original Credit Agreement. As adequate protection, the Prepetition Secured Parties are granted additional and replacement valid, binding, enforceable, non-avoidable, effective and automatically perfected liens on, and security interests in any and all tangible and intangible pre- and postpetition property of the Debtors. To the extent of any Diminution in Value of their interests in the Prepetition Collateral, the Superpriority Agents, for the benefit of the Superpriority Secured Parties, are granted allowed administrative expense claims against each Debtor with the priority set forth in 11 U.S.C. section 507(b). There is a Carve-Out for certain statutory fees and allowed professional fees of the Debtors and any Creditors' Committee appointed pursuant to 11 U.S.C. Section 1103 , including Professional Fees incurred prior to delivery of a Trigger Notice, a $750,000 Debtor Post-Trigger Cap for Debtor Professional Fees incurred after delivery of the Carve Out Notice, and a $250,000 Committee Post-Trigger Fee Cap for Committee Professional Fees incurred after delivery of a Trigger Notice as more fully detailed in the Proposed Order. A copy of the order is available at https://urlcurt.com/u?l=ZpWJ40 from PacerMonitor.com. 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/ On April 3, 2024, 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 Csae No. 24-10695). In the petition filed by CFO Edward Durkin, the Debtor 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. CENTURYLINK INC: Invesco Senior Marks $1.3MM Loan at 27% Off ------------------------------------------------------------ Invesco Senior Loan Fund has marked its $1,286,000 loan extended to CenturyLink, Inc. to market at $941,890 or 73% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan B to CenturyLink. The loan accrues interest at a rate of 7.69% (1 mo. SOFR + 2.25%) per annum. The loan matures on March 15, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 CenturyLink, Inc, headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to residential, business, governmental and wholesale customers. CHF MERRIMACK: S&P Rates 2024A-B Student Revenue Bonds 'BB' ----------------------------------------------------------- S&P Global Ratings assigned its 'BB' long-term rating to Massachusetts Development Finance Agency's approximately $95.2 million tax-exempt series 2024A and $590,000 taxable series 2024B student housing revenue bonds, issued for CHF Merrimack Inc., the sole member of which is Collegiate Housing Foundation. The outlook is stable. Bond proceeds will finance the construction and furnishing of a two-building, 540-bed residential housing project on the campus of Merrimack College. Bond proceeds will also fund capitalized interest, operating contingency funds, and the debt service reserve fund. "The rating reflects our view of the project's significance to Merrimack College," said S&P Global Ratings credit analyst Megan Kearns. The college has impressive demand trends, generating full-time-equivalent enrollment growth of 34% over the last seven years with 5,432 students in fall 2023. S&P expects positive enrollment trends will continue. Occupancy in college housing is approximately 94% for 2,826 beds on-campus and 606 leased beds off-campus. The beds at CHF Merrimack Inc. will effectively replace beds currently leased by the college on an annual basis. While the bonds are not the college's direct obligation, project demand relies on enrollment patterns at the underlying institution. S&P Global Ratings currently rates Merrimack College (BBB-/Stable). S&P said, "The stable outlook reflects our expectation that, during the one-year outlook period, construction will progress on time and within budget. "We could consider a negative rating action if there are cost overruns or construction delays that inhibit the project's ability to open on time and within budget. Beyond the outlook period, we could consider a negative rating action if occupancy is materially weaker than projected, pressuring the project's ability to meet covenanted coverage. "We do not expect to raise the rating or revise the outlook to positive during the one-year outlook period as the project will be under construction. Beyond the outlook period, an established trend of strong occupancy and debt service coverage over 1.2x could lead to a positive rating action." CHOICE MARKET: Seeks Cash Collateral Access ------------------------------------------- Choice Market Holdings, Inc. and affiliates ask the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral and provide adequate protection. The Debtors must use cash collateral to pay necessary operating expenses. On April 10, 2017, Craft, LLC entered into a Note and Security Agreement with the U.S. Small Business Administration for a loan with the original principal balance of $824,000. The loan is serviced by Citywide Bank, as a division of Heartland Finance. The loan is secured by substantially all assets of the company. In January 2018, Craft, LLC changed its name to Choice Market Uptown, LLC. Citywide perfected its interest with the filing of a UCC-1 Financing Statement on June 30, 2021, Document No. 20212062476. The Debtors' books and records reflect that on the Petition Date, Citywide was owed approximately $486,000. On May 16, 2020, Holdings entered into a Loan and Security Agreement with the SBA for a loan in the original principal balance of $150,000. The loan was later increased to up to $500,000 in February 2022. The SBA perfected its interest with the filing of a UCC-1 Financing Statement on June 1, 2020, Document No. 20202053654. Holdings' books and records reflect that the SBA was owed approximately $500,000 on the Petition Date. On July 21, 2022, Holdings entered into a secured Growth Line of Credit Agreement for a revolving line of credit in the amount of up to $3 million with Ampla, LLC, secured by all assets of Holdings. On August 30, 2023, the Debtors entered into an Amendment to the Growth Line of Credit Agreement, expanding borrowers to include Uptown and Bannock in addition to Holdings, and granting Ampla a secured interest in the assets of Uptown and Bannock. Ampla perfected its interest in the Debtors' assets with the filing of a UCC-1 Financing Statement on July 21, 2022 as to Holdings, and September 13, 2023 as to Bannock and Uptown. The City and County of Denver may also assert an interest based on unpaid sales taxes, and the Colorado Department of Revenue has filed a lien notice as well. The Debtors' primary assets are its inventory and store assets, as well as cash in accounts and receivables. On the Petition Date, the Debtors had cash in accounts in the combined amount of $2,646, store inventory in the amount of $40,874 as to Bannock and $19,669 as to Uptown. The Debtor also had $6,608 in pending deposits from third party processors, including Byte, DoorDash, FISERV and UberEats. As adequate protection, the Debtors will provide the Secured Creditors with a post-petition lien on all postpetition accounts receivable and contracts and income derived from the operation of the business and assets, to the extent that the use of the cash results in a decrease in the value of the Secured Creditors' interest in the collateral pursuant to 11 U.S.C. section 361(2). All replacement liens will hold the same relative priority to assets as did the pre-petition liens. The Debtors will keep all of the Secured Creditors' collateral fully insured in an amount consistent with pre-petition coverage. A copy of the motion is available at https://urlcurt.com/u?l=zIfgPL from PacerMonitor.com. About Choice Market Holdings, Inc. Choice Market Holdings, Inc. owns and operates Choice Market grocery and convenience store locations in Denver, Colorado. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-12394) on May 6, 2024. In the petition signed by Michael Fogarty, as president, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Joseph G. Rosania Jr. oversees the case. Jeffrey S. Brinen, Esq., at KUTNER BRINEN DICKEY RILEY PC, represents the Debtor as legal counsel. CINCINNATI BELL: Fitch Affirms 'B' LongTerm IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has affirmed Cincinnati Bell, Inc.'s (CBB) and subsidiary Cincinnati Bell Telephone Company LLC's (CBT) Long-Term Issuer Default Ratings (IDRs) at 'B'. The Rating Outlook is Stable. Fitch has also downgraded CBB's and CBT's first-lien senior secured debt to 'B+'/'RR3' from 'BB-'/'RR2'. The ratings reflect Fitch's expectations that CBB will continue to make significant investments in its fiber network, which will weaken credit metrics, but remain within Fitch's EBITDA leverage sensitivities of 4.5x to 5.5x. The ratings also reflect the company's limited geographic concentration and significant FCF deficits. However, Fitch expects FCF trajectory will improve as the company completes a majority of the fiber expansion in Hawaii by 2027. KEY RATING DRIVERS Negative FCF from Fiber Spending: CBB completed the construction of fiber to single-family units within greater Cincinnati at the end of 2023, and expects to selectively target multi-family dwellings and edge-outs going forward. The company expects to complete the construction of Hawaii's state wide fiber network by the end of 2027. Fitch believes the company's aggressive fiber deployment plans for Hawaii and Dayton will result in elevated capex spending to 2025-2026. However, CBB has flexibility to alter the pace and extent of its build plan to support cash flow needs. Fitch expects CBB to generate FCF deficits averaging near $300 million annually through Fitch's forecast horizon, due primarily to accelerating capex and related spending to fund its fiber rollout in the near term. Elevated Leverage: Fitch expects EBITDA leverage near 5x in FY 2024 (assuming CBTS sale closes on Oct 1, 2024) and in FY 2025, but expects leverage will increase as the company will need additional debt financing to fund its fiber build-out. In 2023, the company sought a capital commitment of $600 million from its sponsor parent, $400 million of which was received in 3Q23 and the balance of $200 million should be received in 4Q24. The increase in leverage through 2026 is also driven by reduced EBITDA, due to the recently announced sale of the CBTS business. However, Fitch expects EBITDA margins to increase as CBTS was a relatively lower margin business. Execution Risk: CBB has a solid track-record of deploying fiber and achieving high subscriber adoption in its core Cincinnati market, but CBB's fiber deployment plans in Hawaii and edge-outs carry a higher degree of execution risk. This risk is partially offset by the company's subsidized fiber build project in Cincinnati and Hawaii. The company has struggled with penetration rates and profitability in the Hawaiian market, making the payback on its investment less certain. Dayton is a greenfield build where CBB is deploying fiber in areas where the incumbent telco has not yet built fiber to the premises. CBB's ability to deleverage will be driven in part by its success in gaining market share and penetration in these markets. Limited Geographic Diversification: The company has a limited geographic footprint, with the network segment focused on the city of Cincinnati and surrounding areas and the state of Hawaii. Significant events impacting either of these geographies could impact the company's operating profile to a greater extent than peers with a larger footprint. Expansion opportunities include fiber deployment to neighboring Hawaiian Islands, counties surrounding Cincinnati that have partially subsidized passing costs, and greenfield opportunities such as Dayton, OH. Fiber-to-the-Premise (FTTP) Network Strength: CBB has a first mover advantage in its markets, as the company began fiber deployment in Cincinnati in 2008. CBB's fiber network passed over 330K subs (80%-90% of serviceable addresses) in the Cincinnati market at the end of 2023. CBB has achieved high penetration rates in the region at ~48% as of the end of 2023, with Fitch expecting that penetration will continue to climb modestly. Hawaii Telecom (HT) is at an earlier stage in its build, with fiber deployed to roughly 50% of sellable addresses at the end of 2023. Penetration rates are much lower in Hawaii at approximately 29%. There is a significant opportunity for CBB to increase penetration on its Hawaiian Telecom fiber network, which would result in improved EBITDA margins. However, the execution risk remains high. Duopoly Competition: In the consumer space, CBB primarily competes with Spectrum, a multiple system operator (MSO), that operates cable networks in Cincinnati and Hawaii (98% footprint overlap), among other markets, with limited competition from other providers. The economics for a third competitor in these markets would be challenging, which will limit the degree of competition. There is some, although not significant, FWA competition in CBB's markets. The company's fiber-based network is competitive with Spectrum's offering, as evidenced by CBB's high penetration rates in its core Cincinnati market. In general, the competitive environment within broadband is increasing and there is a risk that fixed wireless access providers could pressure market share penetration and ARPUs in future. Sufficient Liquidity: As of Dec 31, 2023, CBB's liquidity included cash & cash equivalents of $9.1 million and $247.5 million availability on the revolving credit facility (RCF). The company's liquidity is constrained by FCF deficits due to elevated capex. CBB has scheduled debt amortization and maturities of approximately $35 million. Interest coverage at YE 2023 was approximately 2.5x. Fitch expects CBB will issue incremental debt to fund its capex needs through 2027, assuming accommodative capital markets. DERIVATION SUMMARY CBB's ratings reflect the company's smaller scale, limited geographic footprint, expectation of leverage in 4.5x-5.5x range, as well as FCF deficits over the rating horizon. The company's footprint in Cincinnati overlaps significantly with Charter Communications Inc. Fitch rates Charter's indirect subsidiary CCO Holdings, LLC (BB+/Stable), which is much larger in scale and well diversified geographically compared to CBB. Fitch views CBB's ongoing fiber investments positively, with successful execution key to supporting the longer-term credit profile. Compared with Frontier Communications Parent, Inc. (B+/Negative), CBB has a similar leverage profile but has smaller scale and geographic diversification. Uniti Group (B+/Rating Watch Negative) operates differently than other peers as it was spun off of Windstream Holdings as a REIT owning and operating fiber and copper assets. The company recently announced a merger with Windstream and was placed on Negative Watch. KEY ASSUMPTIONS - Revenue in 2024 at roughly $1.7 billion assuming CBTS transaction closes on Oct. 1, 2024. Beyond 2024, organic revenue growth in low to mid-single digits supported by fiber penetration combined with moderate ARPU increase, leading to strong growth in consumer/SMB fiber data revenue which offsets declining legacy revenue; - EBITDA margin declines in 2024 due to higher build related costs in the Network segment to drive fiber adoption, with EBITDA margin improvement in 2024 and 2025 as the network matures and as legacy network is decommissioned; - No M&A/divestitures or dividends are assumed over the forecast period; - Capex of approximately $500-$550 million in 2024. Capex intensity increases in 2025 and starts reducing from 2026. RECOVERY ANALYSIS Key Recovery Rating Assumptions - The recovery analysis assumes CBB would be reorganized as a going concern in bankruptcy rather than liquidated. - Fitch has assumed as 10% administrative claim. The revolving facility is assumed to be fully drawn. Going-Concern (GC) Approach: In estimating a distressed enterprise valuation (EV) for Cincinnati Bell, Fitch assumes that macroeconomic challenges and competitive pressures in result in lower revenue and EBITDA which is approx. 11% lower than the company's FY 2023 EBITDA. This results in a GC EBITDA of $332 million, reflecting Fitch's view of a sustainable, post reorganization EBITDA level upon which Fitch bases the EV. Fitch applies a 5.5x EV/EBITDA multiple to arrive at the GC EV of $1.8 billion. The choice of this multiple considered the following factors: The multiple is slightly lower than the median TMT enterprise value multiple but is in line with other similar telecommunications companies that exhibit similar characteristics. Peers utilize EV/EBITDA multiples in the 4.5x-6.0x range. In Fitch's 2023 "Telecom, Media, and Technology Bankruptcy Enterprise Values and Credit Recoveries" case study, Fitch notes Telecom and Cable bankruptcies and reorganizations with recovery multiples ranging from 3.7x to 18.2x. Of these companies, peers and close comparisons emerging from bankruptcy include Hawaiian Telcom Communications, Inc., Frontier Communications, Inc., FairPoint Communications, Inc., and Charter Communications, Inc. at multiples of 3.7x, 5.5x, 4.7x, and 5.8x, respectively. Fitch believes that the multiples for Frontier and Charter are more representative of recovery for CBB given its modern fiber network. The issuer was acquired for a 7.2x EV/EBITDA multiple in 3Q21 when acquired by Macquarie Infrastructure Partners. The allocation of GC EV under the liability waterfall results in an 'RR3' recovery rating for the senior secured debt and an 'RR6' recovery rating for the unsecured debt. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Consistent gains in revenue and EBITDA, which provides a visible path time towards positive FCF; - EBITDA leverage sustained below 4.5x; - Successful fiber deployment execution, including meaningfully higher penetration on the HT network. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA leverage exceeding 5.5x on a sustained basis; - Larger than expected free cash flow deficits; combined with reduced access to capital to fund the company's growth; - Deterioration in operating profile and market position due to competitive forces; - EBITDA Interest coverage sustained below 2.5x. LIQUIDITY AND DEBT STRUCTURE Liquidity: CBB's liquidity included cash & cash equivalents of $9.1 million and $247.5 million availability on the RCF as of Dec. 31, 2023. The company's liquidity is constrained by FCF deficits due to elevated capex. CBB has scheduled debt amortization and maturities of approximately $14 million. Fitch expects CBB will issue incremental debt to bolster its liquidity through the forecast period, assuming accommodative capital markets. ISSUER PROFILE CBB (dba Altafiber) provides broadband, video and voice services in Greater Cincinnati area and in Hawaii through its Network segment. The company's IT Services and Hardware segment services customers in the U.S., Canada, India and Europe. In Feb 2024, the company announced the sale of latter business. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Cincinnati Bell Telephone Company LLC LT IDR B Affirmed B senior secured LT B+ Downgrade RR3 BB- Cincinnati Bell, Inc. LT IDR B Affirmed B senior secured LT B+ Downgrade RR3 BB- CLEAN & FRESH: Bankr. Administrator Unable to Appoint Committee --------------------------------------------------------------- The U.S. Bankruptcy Administrator for the Eastern District of North Carolina disclosed in a filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Clean & Fresh Cleaning Service, LLC. About Clean & Fresh Cleaning Service Clean & Fresh Cleaning Service, LLC has operated since 2016 as a commercial office and apartment cleaning service in the Raleigh, North Carolina and surrounding areas. The company is owned by Rondolfo S. Godoy and Diana Medina Barahona. Ms. Barahona is the company representative in this bankruptcy proceeding. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00926) on March 20, 2024. In the petition signed by Diana Medina Barahona, member, the Debtor disclosed up to $100,000 in assets and up to $1 million in liabilities. Judge Pamela W. Mcafee oversees the case. Bradford Law Offices is the Debtor's bankruptcy counsel. CLINE'S CORNER: Commences Subchapter V Bankruptcy Case ------------------------------------------------------ Cline's Corner LLC filed for Subchapter V bankruptcy protection in the Eastern District of Missouri. According to court filing, the Debtor reports estimated liabilities between $1 million and $10 million owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. Seth A. Albin has been appointed as Subchapter V trustee. About Cline's Corner Cline's Corner LLC is a truck repair shop in Missouri. Cline's Corner LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Miss. Case No. 24-20062) on April 25, 2024. In the petition filed by Virgil Cline, as member and manager, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by: Fredrich J. Cruse, Esq. The Cruse Law Firm 25137 Outer Road 27 Wayland, MO 63472 COMMUNITY HEALTH: Fawn Lopez Joins Board of Directors ----------------------------------------------------- Community Health Systems, Inc. said Fawn Lopez has been elected by its stockholders and has joined the Company's Board of Directors as a new independent director. Lopez currently is the publisher emeritus of Modern Healthcare, a source of healthcare business and policy news, research and information, published by Crain Communications, Inc. She previously served as the publisher of Modern Healthcare and vice president of Crain Communications from 2005 to 2022. She joined Modern Healthcare as associate publisher in 2001, and, before that, served as national director of advertising at Crain's Chicago Business from 1999 to 2001 and advertising director at the Kansas City Business Journal from 1991 to 1999. Lopez brings a wealth of healthcare industry knowledge to the Board, having delved into critical topics, including public policy and healthcare regulation, workforce challenges, cybersecurity, and innovation across the many sectors of the healthcare industry. Lopez has deep connections and relationships with a broad network of influential healthcare leaders. Lopez has long championed the importance of inclusion in healthcare and all industries, helping to promote the need for women and underrepresented groups to have career opportunities and leadership roles. She has won numerous awards and recognitions for her contributions to advancing leadership and diversity in healthcare. Lopez serves on the boards and advisory boards of several privately held companies, including healthcare companies, and also has served on the boards of non-profit organizations, such as the American Heart Association in Chicago and the Asian Health Care Leaders Association. "Fawn Lopez is widely known across the healthcare industry as an energetic proponent of quality healthcare and sustainable practices that advance the healthcare industry," said Wayne T. Smith, chairman of the Company's Board of Directors. "Her experience over many years of interacting with healthcare leaders, policy makers, and others who have shaped our industry has informed her unique perspective about the healthcare industry and that will be an asset to our Board and Company." As of May 7, 2024, the Company's Board members are: Wayne T. Smith (Chairman), John A. Clerico (Lead Director), Susan W. Brooks, Lt. Gen. Ronald L. Burgess Jr., Michael Dinkins, James S. Ely III, John A. Fry, Joseph A. Hastings, D.M.D., Tim L. Hingtgen, Elizabeth T. Hirsch, Fawn Lopez, William Norris Jennings, M.D., K. Ranga Krishnan, MBBS, and H. James Williams, PhD. 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." COMPLETE COMMERCIAL: Hires Harris Law Practice LLC as Counsel ------------------------------------------------------------- Complete Commercial Innovations seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Harris Law Practice LLC as counsel. The firm's services include: a. examining and preparing documents and reports as required by the Bankruptcy Code, Federal Rules of Bankruptcy Procedure and Local Bankruptcy Rules; b. preparing applications and proposed orders to be submitted to the Court; c. identifying and prosecuting of claims and causes of action assertable by Debtor on behalf of the estate; d. examining proofs of claims anticipated to be filed and the possible prosecution of objections to certain claims; e. advising the Debtor and preparing documents in connection with the contemplated operation of the Debtor's business; f. assisting and advising the Debtor in performing other official functions as set forth in Section 521 of the Bankruptcy Code; and g. advising and preparing a plan of reorganization, and related documents, and confirmation of said plan, as provided in the Bankruptcy Code. The firm will be paid at these rates: Stephen R. Harris, Esq. $635 per hour Norma Guariglia, Esq. $475 per hour Paraprofessional services, Esq. $175 per hour The firm received an advance retainer in the amount of $7,500. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen Harris, Esq., a partner at Harris Law Practice 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: Stephen R. Harris, Esq. Harris Law Practice LLC 850 E. Patriot Blvd., Suite F Reno, NV 89511 Tel: (775) 786-7600 Email: steve@harrislawreno.com About Complete Commercial Innovations Complete Commercial Innovations sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-50308) on March 29, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Stephen R. Harris, Esq., at Harris Law Practice, LLC represents the Debtor as bankruptcy counsel. CRIMSON HOLDINGS: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------ The U.S. Trustee for Region 11 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Crimson Holdings, LLC. The committee members are: 1. Krieghoff-Lenawee Co. 1610 East Maumee Street Adrian, MI 49221 Representative: Jason Hess (517) 403-7462 jason@klcompanies.com 2. Chem/Serv Inc. 1301 115th Avenue NW Coon Rapids, MN 55448 Representative: Harry Fischman (612) 379-4411 harryf@chemserv.com 3. Nuisance tort co-lead plaintiff 1107 East Maple Avenue Adrian, MI 49221 Representative: Diana Mueller (517) 270-3034 kittenmueller@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Crimson Holdings Crimson Holdings, LLC filed Chapter 11 petition (Bankr. W.D. Wis. Case No. 24-10664) on April 8, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Catherine J. Furay oversees the case. Kristin J. Sederholm, Esq., is the Debtor's legal counsel. DIGITAL ALLY: Incurs $3.94 Million Net Loss in First Quarter ------------------------------------------------------------ Digital Ally, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.94 million on $5.53 million of total revenue for the three months ended March 31, 2024, compared to a net loss of $5.98 million on $7.70 million of total revenue for the three months ended March 31, 2023. As of March 31, 2024, the Company had $45.16 million in total assets, $37.62 million in total liabilities, and $7.54 million in total stockholders' equity. Digital Ally said, "We have experienced net losses and cash outflows from operating activities since inception. Based upon our current operating forecast, we anticipate that we will need to restore positive operating cash flows and/or raise additional capital in the short-term to fund operations, meet our customary payment obligations and otherwise execute our business plan over the next 12 months. We are continuously in discussions to raise additional capital, which may include a variety of equity and debt instruments; however, there can be no assurance that our capital raising initiatives will be successful. Our recurring losses and level of cash used in operations, along with uncertainties concerning our ability to raise additional capital, raise substantial doubt about our ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1342958/000149315224020464/form10-q.htm About Digital Ally The business of Digital Ally (NASDAQ: DGLY) (with its wholly-owned subsidiaries, Digital Ally International, Inc., Shield Products, LLC, Digital Ally Healthcare, LLC, TicketSmarter, Inc., Worldwide Reinsurance, Ltd., Digital Connect, Inc., BirdVu Jets, Inc., Kustom 440, Inc., Kustom Entertainment, Inc., and its majority-owned subsidiary Nobility Healthcare, LLC), is divided into three reportable operating segments: 1) the Video Solutions Segment, 2) the Revenue Cycle Management Segment and 3) the Entertainment Segment. The Video Solutions Segment is the Company's legacy business that produces digital video imaging, storage products, disinfectant and related safety products for use in law enforcement, security and commercial applications. This segment includes both service and product revenues through our subscription models offering cloud and warranty solutions, and hardware sales for video and health safety solutions. The Revenue Cycle Management Segment provides working capital and back-office services to a variety of healthcare organizations throughout the country, as a monthly service fee. New York, NY-based RBSM LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has incurred substantial operating losses and will require additional capital to continue as a going concern. This raises substantial doubt about the Company's ability to continue as a going concern. DIOCESE OF MONTEREY: Considers Chapter 11 Amid Abuse Lawsuits ------------------------------------------------------------- Felix Cortez of KSBW Action News reports that Diocese of Monterey contemplates bankruptcy after new wave of sexual abuse lawsuits. The bishop of the Diocese of Monterey said that they are contemplating filing for bankruptcy after being named as defendants in around 100 new lawsuits alleging childhood sexual assault. The major announcement came via a letter from Bishop Daniel Garcia to parishioners dated April 18. The letter says these incidents occurred from the 1950s to 2002. The lawsuits were made during a three-year window from 2019 to 2022 created by the Child Victims Act, which reopened the statute of limitations for childhood sexual abuse victims. Garcia now says that the diocese is considering filing for Chapter 11 bankruptcy. The reasoning was that "this would allow all victims to be compensated from the limited funds the Diocese has and will be allocated in an equitable manner." They, along with other Catholic dioceses in California, have had to consider filing for bankruptcy due to the Child Victims Act. Speaking in person, Deacon David Ford with the Diocese of Monterey added, “With the limited resources we have, there isn't a lot of options and our most important focal point is how do we equitably take care of any victims from these cases.” Garcia writes in a statement that they considered other options but were unable to find another solution. He added while no final decision has been made, they likely will file for bankruptcy due to the large number of lawsuits they are facing. But advocates for church sex abuse victims say there's nothing equitable about filing for bankruptcy. “The upshot of bankruptcy is it's all about protecting the wealth of the diocese at the expense of all those kids who were sexually assaulted by the priests of that diocese,” said Rick Simons, managing attorney for the sexual abuse lawsuits. Simons said bankruptcy could mean smaller settlements for victims of sexual abuse and the process could take years to play out. "And for a lot of survivors, that means discouragement and depression and unfortunately, because so many of these survivors die early, it means some of them will die and save the diocese money," Simons said. The spokesman for the Diocese of Monterey countered. "We're definitely not trying to minimize and not give those who have suffered their due," Ford said. Ford said no decision to file for bankruptcy will be made until further discussions with clergy advisors and that parishioners will continually be updated on the process. Garcia ended the statement by saying that since 2002, the diocese has required every clergy and laity who participates in ministry to take a yearly "Safe Environment" training. About Diocese of Monterey The Diocese of Monterey in California is an ecclesiastical territory or diocese, of the Latin Church of the Catholic Church in the central coast region of California. It comprises Monterey, San Benito, San Luis Obispo and Santa Cruz counties. DISKIN SYSTEMS: Court OKs Interim Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Diskin Systems, Inc. to use cash collateral, on an interim basis, in accordance with the budget, with a 10% variance, pending a further hearing set for June 17, 2024 at 2:30 p.m. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to pay the Debtor's regular operating expenses in the regular course of business, as well as the administrative expenses in these Chapter 11 proceedings as they become due. There are two unknown creditors who may have a lien on the cash collateral of Debtor by virtue of a UCC-1 filed by Corporation Service Company, as Representative, on August 2, 2023, and March 11, 2023. Each of these UCC-1 Financing Statements were filed in the Office of the Illinois Secretary of State. There is one unknown creditor who may have a lien on the cash collateral of Debtor by virtue of a UCC-1 filed by CT Corporation, As Representative, on March 14, 2023. The UCC-1 Financing Statement was filed in the Office of the Illinois Secretary of State. The U.S. Small Business Administration may have a lien on the cash collateral of the Debtor by virtue of a UCC-1 filed on June 27, 2020 in the Office of the Illinois Secretary of State. Huntington National Bank may have a lien on the cash collateral of the Debtor by virtue of a UCC-1 Financing Statement filed on June 9, 2020 in the Office of the Illinois Secretary of State. Kapitus, LLC may have a lien on the cash collateral of the Debtor by virtue of a Loan Agreement and Security Agreement executed on March 9, 2023. Mulligan Funding/FinWise Bank may have a lien on the cash collateral of the Debtor by virtue of a Business Loan and Security Agreement executed on March 10, 2023. ODK Capital, LLC may have a lien on the cash collateral of the Debtor by virtue of a Business Loan and Security Agreement. The court said each creditor with a security interest in cash collateral will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under applicable loan and security documents. A copy of the court's order is available at https://urlcurt.com/u?l=xtr4pf from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $31,188 for May 2024; $31,188 for May 2024; and $31,188 for May 2024. About Diskin Systems Inc. Diskin Systems Inc filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00669) on Feb. 9, 2024, listing $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Roberta A Colton presides over the case. Craig I Kelley, Esq. at Kelley Kaplan & Eller, PLLC represents the Debtor as counsel. DIVISION HOLDING: Moody's Affirms 'B3' CFR, Outlook Stable ---------------------------------------------------------- Moody's Ratings affirmed Division Holding Corporation's (doing business as "Division Maintenance Group" or "DMG") B3 corporate family rating, B3-PD probability of default rating and the B3 ratings on the backed senior secured first lien revolving credit facility and backed senior secured first lien term loan B. The outlook is stable. RATINGS RATIONALE DMG's B3 CFR reflects the company's diverse revenue stream, generated from national chains across a wide array of locations, its strong track record of organic revenue growth through various economic cycles and the non-discretionary nature of DMG's facility maintenance services. The B3 rating also reflects the company's (i) high Moody's adjusted debt/EBITDA which Moody's expects will peak at around 6.0x at FYE 2023 (year ending March 2024) due to high investments in DMG's sales team during the year; (ii) small scale and low margins relative to other rated real-estate business services companies; (iii) highly competitive and fragmented nature of the commercial real estate maintenance industry. DMG's revenue has increased at a mid-teens annual growth rate over the past few years. The company has also invested heavily in its growth, most recently by increasing staff in its sales team in 2023, which has led to material increases in expenses. Moody's expects DMG's leverage to return below 6x in 2024 as the newly hired sales team starts generating incremental revenue. While DMG's revenue is somewhat concentrated in its top ten clients, it is spread over a large number of locations and local decision making centers, providing strong diversification. The company is however exposed to seasonality as snow removal services represent the largest revenue stream, resulting into higher revenue in the third and fourth financial quarters (ending December and March). This high reliance on weather patterns introduces volatility and uncertainty in a large proportion of revenue. Continued revenue diversification away from snow, such as into landscaping services (focused on the summer months) would benefit the credit profile. DMG's liquidity is adequate, supported by the company's undrawn $40 million revolving credit facility, which expires in 2026, and a recently raised ABL facility with around $50 million of availability. As DMG provides its services through a network of maintenance service providers, it can experience swings in working capital and maintaining high available liquidity is a supporting factor for the rating. DMG also benefits from a long dated maturity profile with its $365 million first lien term loan coming due in 2028. DMG's B3 debt instrument ratings reflect the probability of default of the company, as reflected in the B3-PD PDR, an average family loss given default (LGD) rate of 50% and the priority ranking of the debt instruments in the capital structure. The stable outlook reflects Moody's view that net debt/EBITDA will decline as the company's investments in its sales force start to generate revenue. The stable outlook also reflects Moody's expectation that the company will maintain adequate liquidity sources to carefully manage its working capital swings. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A ratings upgrade would be predicated on DMG's material growth in scale and a reduced impact of seasonal weather patterns on its business. Net debt/EBITDA below 4.0x on a sustained basis and consistent FCF generation would be other key credit considerations for an upgrade. DMG's ratings could be downgraded if leverage were to remain at or above 6x on a sustained basis, or if free cash flow generation were to be consistently negative as a result of a deterioration in revenue or profitability. Divisions Maintenance Group is a leading provider of integrated services in the facilities maintenance industry. The company was founded in 1999 and is headquartered in Newport, KY. The company's business model utilizes its proprietary technology platform and local vendors to provide its clients a streamlined solution to their maintenance needs. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. DUETO OF SECOND: Jolene Wee Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 2 appointed Jolene Wee of JW Infinity Consulting, LLC as Subchapter V trustee for Dueto of Second Avenue Inc. Ms. Wee will be compensated at $615 per hour for work performed in 2024. In addition, the Subchapter V trustee will receive reimbursement for work-related expenses incurred. Ms. Wee declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jolene E. Wee JW Infinity Consulting, LLC 447 Broadway 2nd Fl #502 New York, NY 10013 Telephone: (929) 502-7715 Facsimile: (646) 810-3989 Email: jwee@jw-infinity.com About Dueto of Second Avenue Dueto of Second Avenue Inc. owns and operates a hair salon. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 24-10708) on April 25, 2024, with $51,666 in assets and $1,234,840 in liabilities. Adrienne Woods, Esq. at WZMP WEINBERG ZAREH MALKIN PRICE LLP represents the Debtor as legal counsel. DWJC HOLDINGS: Court OKs Interim Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, authorized DWJC Holdings, Inc. to use cash collateral, on an interim basis, in accordance with the budget. Specifically, the Debtor is permitted to use cash collateral for expenses set forth in the budget that have come due and will come due between May 3, 2024 and June 21, 2024 with the exception of: Pest Control and Office Expenses. As previously reported by the Troubled Company Reporter, 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. U.S. 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. A final hearing on the matter is set for June 21, 2024 at 11 a.m. A copy of the order is available at https://urlcurt.com/u?l=NrknUF 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. ECOVYST CATALYST: S&P Upgrades ICR to 'BB-', Outlook Stable ----------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Ecovyst Catalyst Technologies LLC to 'BB-' from 'B+'. The outlook remains stable, reflecting S&P's view that leverage and free cash flow will likely improve in 2024, despite persistently soft demand in some of the company's industrial and petrochemical exposed end markets. S&P believes Ecovyst's consistent free cash flow generation and current financial metrics offset capital allocation that prioritizes share repurchases over debt repayment. Over the past two years, Ecovyst has directed the entirety of its free cash flow toward shareholder rewards, with the company repurchasing approximately $200 million worth of shares since the beginning of 2022. S&P said, "In our forecast, we do not assume management will deviate from this policy in any material way over the near term, and do not expect the company will repay additional debt. In our base case, we expect Ecovyst will use free cash flow primarily for opportunistic share repurchases and potential bolt-on acquisitions." S&P said, "We believe the company would be willing to increase leverage marginally above their stated net leverage target of below 2.5x net debt to company-adjusted EBITDA for short periods of time in order to complete bolt-on acquisitions that management deemed strategic, or to purchase complementary technologies that support the company's growth initiatives. However, even in the event of an acquisition that included partial debt financing, we do not anticipate debt to EBITDA would rise above the 3x range on an S&P Global Ratings-adjusted basis, which is consistent with our current rating. "FFO to debt remained above 20% in 2023 despite weaker demand and destocking in portions of the company's portfolio, and we expect credit metrics will improve over the course of 2024. "Earnings improvement should be primarily driven by a volume rebound in Ecoservices, which accounts for about 75% of the company's EBITDA. Refinery utilization remains high, which we believe will support demand for the company's regeneration services. Furthermore, we expect demand for virgin sulfuric acid, which was negatively impacted by lower levels of industrial and nylon production in 2023, will improve marginally year over year. The company will also benefit from higher sulfuric acid production in 2024, as it laps two operational outages that constrained production in 2023. While we expect year-over-year pricing in Ecoservices will be flat to down, this largely reflects the contractual pass-through of raw material and energy cost deflation, and we do not anticipate it will have a material impact on unit margins or profitability. "Higher earnings in Ecoservices will be partially offset by continued weakness in the company's silica catalyst business, as a result of persistent customer destocking. Overordering by petrochemical producers during peak earnings in 2021 and 2022, and the subsequent downturn in industry margins and utilization has resulted in weaker catalyst shipments over the past year, and we expect customers will continue to work down high inventory levels through at least the first half of 2024. Ecovyst's silica catalyst business is generally exposed to large, integrated petrochemical customers in low cost regions such as North America and the Middle East. We believe these customers will be relatively less affected (compared to higher cost producers in Asia and Europe) by the current overcapacity that has weighed on industry margins and utilization, which supports our forecast for a moderate improvement in polyethylene catalyst demand in the back-half of the year. "Ecovyst is highly integrated into the operations of its large Ecoservices customers, allowing the company to secure favorable contracts that support margin stability, however, our business risk assessment is constrained by the company's end-market, geographic, and customer concentration." Ecovyst is the leading U.S. supplier of sulfuric acid regeneration services, with over 50% market share. In its Ecoservices segment, regeneration services sales are typically made under long-term five- or 10-year contracts with refining customers, and virgin sulfuric acid contracts are typically one to five years in length. Contracts allow for the direct pass-through of sulfur and freight costs, and contain favorable features, including take-or-pay arrangements, capacity reservation fees, or quarterly price adjustments (covering more than 80% of Ecoservices sales). These mechanisms provide for the pass-through of certain labor, raw material, natural gas, and fixed costs, insulate the company somewhat from raw material cost volatility, and should continue to support S&P Global Ratings-adjusted EBITDA margins in the mid-30% area. Ecovyst's Ecoservices facilities are strategically located near certain customers and are concentrated in California and along the Gulf Coast. The location of the company's existing assets and its dedicated transportation and logistics infrastructure provide Ecovyst with a key cost advantage and present material barriers to entry for potential competitors. This geographic and customer concentration also leaves the company's operations vulnerable to the loss of key customers, or operational outages as a result of potential natural disasters, namely hurricanes or winter storms along the Gulf Coast. Historically, Ecovyst has successfully retained key customers, however, 10 customers account for approximately 60% of the company's sales, and its assets are often configured to serve certain specific facilities. Thus, the loss of any large account, including any large refining customer, could have a material impact on both demand for the company's regeneration services and the supply of key raw materials for the production of sulfuric acid (sulfur). However, S&P believes the company can mitigate the financial impact from the loss of a large refining customer, since its Ecoservices facilities are capable of shifting production and distribution from sulfuric acid regeneration to virgin sulfuric acid if necessary. Overall, this geographically concentrated exposure to a relatively small number of customers operating in volatile end-markets results in a business risk that S&P believes is relatively weaker than similarly rated peers such as Element Solutions Inc. and Avient Corp. S&P said, "The stable outlook reflects our expectation that Ecovyst will sustain leverage metrics that we view as appropriate for the rating, including maintaining weighted-average FFO to debt at the lower end of the 20%-30% range. We expect credit metrics will improve marginally in 2024, supported by stable regeneration services demand, a rebound in virgin sulfuric acid sales, and about $100 million of free operating cash flow (FOCF). Our outlook also incorporates management's financial policies, which we believe will continue to balance shareholder awards with maintaining leverage near current levels. While our forecast does not incorporate large, transformative acquisitions, we believe the company does have sufficient headroom at the rating to support potential bolt-on acquisitions that increase leverage marginally." S&P could consider a negative rating action within the next 12 months if: -- Ecovyst pursues large, debt-funded acquisitions or shareholder rewards, resulting in FFO to debt deteriorating below 20% on a sustained basis; -- Demand for transportation fuel contracts, resulting in lower refinery utilization and/or the loss of large refining customers; or -- U.S. economic growth slows, demand for the company's products sold to industrial and petrochemical customers falls, and EBITDA declines more than 15% below our current base case. S&P could consider a positive rating action within the next 12 months if weighted-average FFO were to approach 30%. This would most likely occur if: -- Refinery utilization and transportation fuel demand remained high, leading to higher volumes and improved contracts in Ecoservices, while a rebound in durable goods demand supported polyethylene and nylon production, resulting in higher virgin sulfuric acid and silica catalyst volumes; or -- The company prioritized debt repayment as opposed to directing free cash flow towards growth or share repurchase. S&P said, "Additionally, we could take a positive rating action if our view of the company's business improved, while credit metrics remained solidly within our expected range for the current rating (FFO to debt between 20%-30%). "Prior to any positive rating action, we would need to believe management were committed to maintaining financial policies and metrics that support a higher rating." EIGER BIOPHARM: Reaches Deal With Merck on Rare-Disease Drug Sale ----------------------------------------------------------------- Alex Wittenberg of Law360 reports that bankrupt Eiger BioPharmaceuticals Inc. told a Texas federal judge Wednesday, May 1, 2024, it had struck a tentative agreement with drug company Merck & Co. over licensing rights to a rare-disease drug that it is selling for $46.1 million. About Eiger BioPharmaceuticals Palo Alto, California-based Eiger BioPharmaceuticals, Inc., is a commercial-stage biopharmaceutical company focused on the development of innovative therapies for rare metabolic diseases. The Company's shares traded on Nasdaq under the symbol "EIGR". Eiger Biopharmaceuticals Inc. and its subsidiaries sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 24-80040) on April 1, 2024. In its petition, Eiger listed $38.8 million in assets and $53.1 million in liabilities as of the bankruptcy filing. Eiger is represented by Sidley Austin LLP as its legal counsel, Alvarez & Marsal as its financial advisor and SSG Capital Advisors, LLC as its restructuring investment banker. Kurtzman Carson Consultants LLC is the claims agent. EMERGENT BIOSOLUTIONS: Slashes 300 Workers in All Areas ------------------------------------------------------- Emergent BioSolutions (NYSE: EBS) on May 1, 2024, announced the next phase of its new operational plan that consolidates operations, closes several manufacturing facilities, and restructures its enterprise workforce to improve the performance and profitability of its business. Emergent will continue to focus on its core products business – medical countermeasures and NARCAN® Nasal Spray –and on delivering for its patients and customers, including the U.S. and allied governments. These strategic actions will lead to a reduction of approximately 300 employees across all areas of the company, and the elimination of approximately 85 positions that are currently vacant. In combination with other rationalizing initiatives, these actions are expected to result in annualized savings of approximately $80 million when fully implemented. The costs associated with the restructuring plan are estimated to be approximately $18 million to $21 million and are expected to be primarily incurred in the second half of 2024. "Today's actions are about the future of Emergent," said CEO Joe Papa. "We have put in place a multi-year plan to position Emergent for sustainable and long-term success, and that starts by stabilizing our operations, strengthening our balance sheet and managing our debt." Papa continued, "Decisions like these are never easy as they have real impact on many of our dedicated colleagues. We are committed to providing resources to those affected as they transition to new opportunities." As part of the operational changes, Emergent will shut down both its Baltimore-Bayview Drug Substance manufacturing facility and Rockville, Maryland Drug Product facility. Emergent will concentrate operations at sites in Winnipeg, Canada, and Lansing, Michigan, while the company actively explores strategic alternatives for its other sites throughout the year. "Our colleagues have demonstrated a tremendous commitment to Emergent's mission and ongoing resilience to change," stated Michelle Pepin, SVP and chief human resources officer. “We will work with those impacted and support them through this difficult time.” As part of the reorganization, a new Chief Science Officer role has been created and added to the executive management team, reporting to Papa. Hari Govind of Bloomberg News reports that Emergent BioSolutions said it's closing several manufacturing facilities, which will lead to a reduction of about 300 employees across all areas of the company. It is also eliminating about 85 positions that are currently vacant. It sees annualized savings of about $80 million when fully implemented. It also sees costs associated with the restructuring plan of about $18 million to $21 million. Costs to be primarily incurred in 2H. It plans to shut down Baltimore-Bayview Drug Substance manufacturing facility and Rockville, Maryland Drug Product facility. New chief science officer role is created as part of the reorganization. About Emergent Biosolutions Headquartered in Gaithersburg, MD, Emergent Biosolutions Inc. is a global life sciences company focused on providing innovative preparedness and response solutions addressing accidental, deliberate and naturally occurring public health threat. The Company's solutions include a product portfolio, a product development portfolio, and a contract development and manufacturing ("CDMO") services portfolio. Tysons, Virginia-based Ernst & Young LLP, the Company's auditor since 2004, issued a "going concern" qualification in its report dated March 1, 2023, citing that the Company does not expect to be in compliance with debt covenants in future periods without additional sources of liquidity or future amendments to its Credit Agreement, has a working capital deficiency, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. As of Sept. 30, 2023, Emergent had unrestricted cash and cash equivalents of $87.8 million and remaining capacity under its Revolving Credit Facility of $88.3 million. Also as of September 30, 2023, there was $211.2 million outstanding on the Company's Revolving Credit Facility and $202.1 million on its Term Loan Facility that mature in May 2025. Certain provisions within the Credit Agreement Amendment require further action from the Company, most notably the requirement to raise not less than $75.0 million through the issuance of equity or unsecured indebtedness by April 30, 2024, and that the Company make quarterly principal payments of approximately $3.9 million on the Term Loan Facility, according to the Company's Quarterly Report for the period ended Sept. 30, 2023. As a result, the Company determined that there is substantial doubt about its ability to continue as a going concern within the next 12 months. The Company will need to obtain substantial additional funding in connection with its continuing operations, which cannot be assured. ENTXAR ELLOPROP: Hires Kenneth E. Grubbs as Special Counsel ----------------------------------------------------------- Entxar Elloprop LLC seeks approval from the U.S. Bankruptcy Court for the Western District of to employ Law Office of Kenneth E. Grubbs as special counsel. Prior to the commencement of the bankruptcy case the Debtor filed its Original Petition against MidFirst Bank, William Earl Dees and Aleasha L. Dees in the 131st Judicial District of Bexar County, Texas. Defendant MidFirst Bank removed the matter to the United States District Court, Western District of Texas, San Antonio Division, on August 3, 2023. Defendant MidFirst Bank then removed the matter to this United States Bankruptcy Court on December 25, 2023. The Debtors desire to employ Law Office of Kenneth E, Grubbs, as litigation counsel for the Debtor to represent the bankruptcy estate in its claims and causes of action against the Defendants. The firm will be paid at$350.00 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Kenneth E. Grubbs, Esq., a partner at Law Office of Kenneth E. Grubbs, 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: Kenneth E. Grubbs, Esq. Law Office of Kenneth E. Grubbs Forum Building 8000 IH-10 West, Suite 740 San Antonio, TX78230 Tel: (210) 490-1292 Fax: (210) 499-4587 About Entxar Elloprop LLC Entxar Elloprop LLC filed its voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-51806) on Dec. 29, 2023, listing $100,001 to $500,000 in assets and $50,001 to $100,000 in liabilities. David T. Cain, Esq. at the the Law Office of David T. Cain represents the Debtor as counsel. EPICOR SOFTWARE: S&P Rates New $270MM First-Lien Revolver 'B-' -------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to enterprise resource planning (ERP) software provider Epicor Software Corp.'s proposed new $270 million revolver and $2.77 billion first-lien term loan maturing 2029 and 2031, respectively. The 'B-' issuer credit rating and stable outlook are unchanged. Proceeds from the issuance of the term loan will be used to fully redeem the company's existing first-lien term loans and second-lien floating rate notes. In addition, the transaction will provide for new first-lien and second-lien delayed draw term loans, with initial commitments of $325 million and $200 million, respectively. S&P expects all revolving credit and delayed draw facilities to be undrawn at the close of this transaction. All previous issue-level ratings have been withdrawn. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P's 'B-' issue-level rating on Epicor's revolving credit facility due in 2029 and first-lien term loan due in 2031 are based on a '3' recovery rating. This reflects an expectation for meaningful recovery (50%-70%; rounded estimate: 50%) in a payment-default scenario. -- In S&P's simulated default, it assumes a default in 2026 because of heightened competitive pressures from larger software vendors such as Oracle Corp., SAP SE, and Microsoft Corp., and reduced competitiveness of the company's products, leading to lower license and subscription sales. In addition, operating headwinds could limit its ability to invest in new products to remain competitive. -- Taking into account Epicor's good position within the middle-market enterprise software industry, S&P believes that its lenders would achieve greater recovery through a reorganization rather than liquidation. Other default scenario assumptions include: -- SOFR rates rise to 250 basis points (bps) on U.S. dollar debt. -- Margins on the revolving credit facility debt rise to 500 bps as a result of credit deterioration (necessitating amendments for relief) inherent in our simulated default scenario. -- The revolver is drawn at 85% at default. -- All scheduled amortization of the term loan is paid prior to the default year. -- All estimated debt claims include approximately six months of accrued but unpaid interest outstanding at default. Simulated default and valuation assumptions -- Simulated year of default: 2026 -- EBITDA at emergence: $265 million -- EBITDA multiple: 6.5x Simplified waterfall -- Net enterprise value (after 5% administrative costs): $1.64 billion -- Valuation split (obligors/nonobligors): 100%/0% -- Collateral value available to secured creditors: $1.54 billion -- Secured first-lien debt: $3.05 billion --Recovery expectations: 50%-70% (rounded estimate: 50%) Note: All debt amounts include six months of pre-petition interest. Collateral value equals asset pledge from obligors after priority claims plus equity pledge from non-obligors after non-obligor debt. EXPRESS INC: Closes 7 Stores in NJ and 95 Across U.S. Amid Ch. 11 ----------------------------------------------------------------- Daniel Munoz of NorthJersey.com reports that office fashion retailer Express could lay off as many as 161 New Jersey employees in May as it files for bankruptcy protection and closes seven stores across the state and 95 nationwide. The trending casual office attire chain has struggled to compete with such stores as Zara and H&M, and retail analyst Neil Saunders said Express has seen demand for its products nosedive as more people work from home or work in the office with more casual fashion. "The formal and smart casual market for both men and women has softened over recent years," Saunders said last week. Express filed the layoff notice with state regulators for the 161 employees on Monday and expects the terminations to be finalized by May 27, 2024. "Given that we do not yet know exactly which employees will have continuing roles following this process, out of an abundance of caution, Express, Inc. is providing [layoff] notice to all corporate associates," a company spokesperson said in an emailed statement. "These notices do not mean that anyone's employment has or will be terminated." Express owns the brands Bonobos and UpWest, and it plans to conduct “business as usual” during the closures, which started last week. Potential acquisition target Meanwhile, a group of investors led by the brand management and acquisition company WHP Global -- which owns Toys R Us -- is eyeing a potential purchase of Express, though the plans are not set in stone. In the bankruptcy filing, made in federal court in Delaware, Express said it filed for Chapter 11 protection "to facilitate the sale process." "We are taking an important step that will strengthen our financial position and enable Express to continue advancing our business initiatives," said Express CEO Stewart Glendinning. "WHP has been a strong partner to the company since 2023, and the proposed transaction will provide us additional financial resources, better position the business for profitable growth and maximize value for our stakeholders," he continued. The consortium eyeing the deal includes commercial real estate firms Simon Property Group — which owns The Mall at Short Hills, Rockaway Townsquare and The Shops at Riverside — and Brookfield Properties, which owns Paramus Park and Wayne's Willowbrook Mall. Express said in the bankruptcy filing that it had almost $1.2 billion in total debt compared with its $1.3 billion in assets. The overall assortment of Express clothing "is poor in that it is overpriced, lacks differentiation and comes across as very bland,” said Saunders, the retail analyst. "As a result, the Express brand itself has become less relevant to shoppers. In many ways, Express is the archetypal middle-market mass retailer that consumers are increasingly willing to either cut out of the portfolio of stores they visit or buy less from, as they look to save money," Saunders said. Glendinning admitted in a November earnings call that there were "missteps" in its clothing selection and merchandising strategy, “most notably in women’s” clothing. But retail bankruptcies picked up in 2023 — from five in 2022 to 26 in 2023, said the accounting firm BDO, which tracks retail bankruptcies. What New Jersey stores are affected? All of Express' brands are still fulfilling orders and processing returns. Its merchandise policies remain unchanged, and gift cards and store credits are currently being redeemed in stores. Of the 25 locations in New Jersey, seven will close, each in a mall: * Deptford Mall, Deptford * Freehold Raceway Mall, Freehold * Garden State Plaza, Paramus * Hamilton Mall, Mays Landing * Livingston Mall, Livingston * Moorestown Mall, Moorestown * Woodbridge Center, Woodbridge About Express Inc. Express, Inc., operates specialty retail apparel stores. The Company offers apparel and accessories such as jeans, sweaters, dresses, suits, and coats. Express serves customers in the United States. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10831) on April 22, 2024. In the petition signed by Stewart Glendinning, chief executive officer, the Debtor disclosed $1,298,055,000 in assets and $1,199,781,226 in liabilities. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as bankruptcy counsel, Klehr Harrison Harvey Branzburg LLP as local bankruptcy counsel, Moelis & Company LLC as investment banker, M3 Advisory Partners, LP as restructuring advisor, and Stretto, Inc. as claims agent. Stephen L. Iacovo, Esq., at Ropes & Gray LLP serves as counsel to ReStore Capital, LLC, as Agent to the FILO Lenders. ReStore is also the agent under a second lien senior secured DIP single-draw term facility. AlixPartners LLP serves as advisor to the DIP Agents. Randall L. Klein, Eseq., Eva D. Gadzheva, Esq., and Dimitri G. Karcazes, Esq., at Goldberg Kohn Ltd., serve as counsel to Wells Fargo Bank, National Association, as First Lien ABL Agent. Wells Fargo is also the agent under a first lien senior secured DIP revolving credit facility. FARZAN ALAMIRAD: Bid to Use Cash Collateral Denied -------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, San Fernando Valley Division, denied the motion to use cash collateral on an interim basis, filed by Farzan Alamirad, D.D.S. Inc. dba Gentle BioDentistry. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to pay operating expenses. The Debtor faced financial difficulties due to the Covid-19 pandemic, which led to a shutdown in 2020-2021. Dr. Farzan Alamirad used personal resources to keep the Debtor operating, but fell ill, causing a drop in revenue and insufficient cash flow. The Debtor turned to merchant cash advances to cover expenses, but MCAs like Cloudfund, LLC, made daily withdrawals, exacerbated cash flow issues. The Debtor breached agreements and MCAs filed actions against it in New York. Cloudfund served a notice of levy on the Debtor's accounts, freezing them and preventing access to funds. The Debtor entered into master loans and security agreements with WFB, Highland, SBA, Kapitus, and Cloudfund, but is currently investigating whether these agreements were disguised loans. The Debtor is investigating the identity of the creditor that filed the UCC financing statement and is investigating the Future Receipts Sale and Purchase Agreement with Cloudfund. A copy of the order is available at https://urlcurt.com/u?l=eviH9o from PacerMonitor.com. About Farzan Alamirad, D.D.S. Inc. Farzan Alamirad, D.D.S. Inc. is a provider of dental care to the families located in the West Hills, California, area. Gentle Biodentistry treats all ages and provides comprehensive oral solutions catered to its patients' needs. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10226) on February 14, 2024. In the petition signed by Farzan Alamirad, chief executive officer, the Debtor disclosed up to $500,000 in assets and up to to $10 million in liabilities. Judge Martin R. Barash oversees the case. Matthew D. Resnik, Esq., at RHM LAW, LLP, represents the Debtor as legal counsel. FAXON ENTERPRISES: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- The U.S. Trustee for Region 7 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Faxon Enterprises, Inc. About Faxon Enterprises 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. FIVE STAR: Moody's Affirms 'B3' CFR & Alters Outlook to Negative ---------------------------------------------------------------- Moody's Ratings affirmed Five Star Holding LLC's (Five Star) B3 corporate family rating and B3-PD probability of default rating. Moody's also affirmed Five Star Lower Holdings LLC's B2 rating on the backed senior secured first lien bank credit facility consisting of the $100 million backed senior secured first lien revolving credit facility and $630 million backed senior secured first lien term loan, and the Caa2 rating on the $250 million backed senior secured second lien term loan. The outlook for both Five Star Holding LLC and Five Star Lower Holding LLC has been change to negative from stable. "Benefits from Five Star's pet food business have been diluted by customer destocking activity in the company's beverage segment, which has pressured operating results and credit metrics, along with the rise of interest costs on the company's floating rate debt," said Scott Manduca, Vice President at Moody's Ratings. The affirmation of Five Star's B3 CFR reflects the company's healthy EBITDA margin, material science capabilities and vertical integration of finished products, including recyclable resin inputs, and a strong position in the relatively stable pet food end market. The negative outlook reflects a weakening of free cash flow and credit metrics as a result of industry destocking and a rise in interest costs. RATINGS RATIONALE Five Star's B3 CFR reflects the company's material science and sustainability production capabilities to offer valuable product solutions for customers. This translates into healthy EBITDA margins and creates barriers to entry. The company is vertically integrated and has closed loop recycling capability to produce recyclable product offerings that meet stringent customer needs. The majority of Five Star's product offering serves stable end markets including pet food, food and beverage, and household products. The rating also reflects Five Star's high leverage, small scale (revenue), and limited balance sheet capacity to further invest in the business and fund growth either organically or through acquisition opportunities. Five Star's liquidity is adequate. The company has a $100 million revolving credit facility, with about $61 million of availability at December 31, 2023, along with $14 million of cash. Free cash flow is expected to be near zero at year in 2024 after around $30 million of capital expenditures. Interest expense is expected to remain elevated and has just about doubled to $100 million at year in 2023, due to the rise in rates effect on Five Star's unhedged and predominately floating rate capital structure. The nearest maturity is 2027 when the revolving credit facility expires. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if adjusted total debt-to-EBITDA is sustained above 6.5x, EBITDA-to-interest expense is materially below 2.25x, free cash flow is negative, and liquidity deteriorates. The ratings could be upgraded, although unlikely at this time, if there is improvement in credit metrics and good liquidity is sustained. Specifically, if adjusted total debt-to-EBITDA (Moody's adjusted) is below 5.75x, free cash flow to debt is above 2.75%, and EBITDA-to-interest is near 3.0x. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass and Plastic Containers published in December 2021. Headquartered in Houston, Texas, Five Star is a fully integrated flexible packaging manufacturer with expertise in film extrusion, narrow and wide web printing, lamination, quad seal bag, and other flexible structures. The company serves leading brands in recession resistant end markets including pet food, food and beverage, and household products. FLORIDA FOOD: Invesco Senior Marks $609,000 Loan at 27% Off ----------------------------------------------------------- Invesco Senior Loan Fund has marked its $609,000 loan extended to Florida Food Products LLC to market at $441,696 or 73% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan to Florida Food Products. The loan accrues interest at a rate of 13.44% (1 mo. USD LIBOR + 8.00%) per annum. The loan matures on October 18, 2029. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Headquartered in Eustis, Fla., Florida Food Products, LLC is a producer of vegetable and fruit based clean label ingredients. The company was acquired by Ardian and MidOcean Partners in 2021. FLOWERS BY EMILY: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Flowers by Emily, Inc. About Flowers By Emily Flowers by Emily, Inc., filed a Chapter 11 bankruptcy petition (Bankr. D. Kan. Case No. 24-20312) on March 22, 2024, disclosing under $1 million in both assets and liabilities. The Debtor is represented by Krigel & Krigel, PC. FOOBAR LLC: Jeanette McPherson Named Subchapter V Trustee --------------------------------------------------------- The U.S. Trustee for Region 17 appointed Jeanette McPherson, Esq., at Fox Rothschild, LLP, as Subchapter V trustee for Foobar, LLC. Ms. McPherson will be paid an hourly fee of $625 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. McPherson declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jeanette McPherson, Esq. Fox Rothschild, LLP 1980 Festival Plaza Drive, Suite 700 Las Vegas, NV 89135 Phone: (702) 699-5923 Email: TrusteeJMcPherson@FoxRothschild.com About Foobar LLC Foobar, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-12012) on April 25, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Mike K. Nakagawa presides over the case. Matthew C. Zirzow at Larson And Zirzow, LLC represents the Debtor as legal counsel. FORGE INNOVATION: Incurs $680K Net Loss in First Quarter -------------------------------------------------------- Forge Innovation Development Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $680,209 on $136,219 of total revenue for the three months ended March 31, 2024, compared to net income of $471,656 on $45,000 of total revenue for the three months ended March 31, 2023. As of March 31, 2024, the Company had $8.81 million in total assets, $6.17 million in total liabilities, and $2.64 million in total equity. Forge Innovation said, "The Company demonstrates adverse conditions that raise substantial doubt about the Company's ability to continue as a going concern. These adverse conditions are negative financial trends, specifically cash outflow from operating activities, operating losses, accumulated deficit and other adverse key financial ratios. "Management's plan to alleviate the substantial doubt about the Company's ability to continue as a going concern include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations and execute the business plan of the Company in order to meet its operating needs on a timely basis. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company's ongoing capital expenditures and other requirements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1687919/000149315224020419/form10-q.htm About Forge Innovation Forge Innovation Development Corp. is a development stage company and was incorporated in the State of Nevada in January 2016. The Company's primary objective is commercial and residential land development, including, to a lesser extent, the possible purchase and sale of real estate, targeting properties primarily in Southern California. The Company also intends to manage properties it owns and properties owned by unaffiliated third parties. The Company's activities will include securing acquisition rights to properties, obtaining zoning and other entitlements for the properties, securing financing for purchase of the properties, improving the properties' infrastructure and amenities and selling the properties to homeowner and commercial owners for restaurants, offices and small businesses. FORM TECHNOLOGIES: Invesco Senior Marks $539,000 Loan at 29% Off ---------------------------------------------------------------- Invesco Senior Loan Fund has marked its $539,000 loan extended to Form Technologies LLC to market at $384,235 or 71% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a First Lien Term Loan to Form Technologies. The loan accrues interest at a rate of 14.44% (3 mo. Term SOFR + 9.00%) per annum. The loan matures on October 22, 2025. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Form Technologies LLC produces precision components. The Company offers zinc, aluminum, and magnesium die casting services to automotive telecommunications, and consumer electronics industry. Form Technologies LLC serves customers worldwide. FRANCISCAN FRIARS: Committee Hires Burns Bair as Special Counsel ---------------------------------------------------------------- The official committee of unsecured creditors of Franciscan Friars of California, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ Burns Bair LLP as special insurance counsel. The firm's services include: (a) analyzing, investigating, and assessing the availability of coverage under the Debtor's insurances policies; (b) engaging in potential mediation and/or other resolution of the claims, demands, and/or lawsuits related to the Debtor's insurance policies; (c) advising, negotiating, and advocating on behalf of the Committee with respect to the Debtor's insurance policies; and (d) providing related advice and assistance to the Committee as necessary. The firm will be paid at these rates: Timothy Burns, Partner $1,120 per hour Jesse Bair, Partner $900 per hour Nathan Kuenzi, Associate $550 per hour Brian Cawley, Associate $550 per hour Karin Jonch-Clausen, Associate $550 per hour Paraprofessionals $340 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Timothy Burns, Esq., a partner at Burns Bair 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: Timothy Burns, Esq. Burns Bair LLP 10 E. Doly Street, Suite 600 Madison, WI 53703-3392 Tel: (608) 286-2302 About Franciscan Friars of California, Inc. Franciscan Friars of California, Inc. is a tax-exempt religious organization in Oakland, Calif. The Debtor was formed to provide religious, charitable, and educational acts, ministry, and service to the poor. Franciscan Friars of California, Inc. filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-41723) on December 31, 2023, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. David Gaa, OFM, president of the Debtor, signed the petition. Judge William J. Lafferty oversees the case. The Debtor tapped Binder Malter Harris & Rome-Banks LLP as bankruptcy counsel; Hanson Bridgett LLP, Weintraub Tobin Chediak Coleman Grodin Law Corporation, and Bledsoe, Diestel, Treppa & Crane LLP as special counsel; and GlassRatner Advisory & Capital Group LLC, doing business as B. Riley Advisory Services, as financial advisor. Donlin, Recano & Company, Inc. is the Debtor's administrative advisor. The U.S. Trustee appointed an official committee of unsecured creditors. The committee selected Lowenstein Sandler LLP and Keller Benvenutti Kim LLP as counsel and Berkeley Research Group, LLC as its financial advisor. FREE SPEECH: Alex Jones Plans to Sell Ranch to Cover Ch. 11 Costs ----------------------------------------------------------------- Randi Love of Bloomberg Law reports that Alex Jones wants to sell his Staples, Texas, ranch for $2.8 million to help cover the legal costs of his bankruptcy as he works to resolve litigation with families of Sandy Hook Elementary School shooting victims. The families hold $1.5 billion in judgments against the right-wing conspiracy theorist, who was found financially liable after falsely claiming the 2012 shooting was a hoax. Jones asked the US Bankruptcy Court for the Southern District of Texas on Wednesday for permission to sell the 127-acre ranch to pay administrative expenses related to his Chapter 11 case. EMS Ranch LLC entered a contract with Jones in April to buy the ranch as-is, which includes "portable buildings, game feeders, hunting blinds, tanks and gates" on the property, according to the Wednesday, May 1, 2024, court filing. Jones said EMS isn't an insider or an affiliate. The contract lists Steven Minor as the manager of EMS. Jones said any remaining funds from the proposed sale could be used to make an initial payment to creditors if his bankruptcy plan is confirmed. Jones and Free Speech Systems LLC, the parent company of Jones' media platform Infowars, will find out in June if their respective bankruptcy cases will be converted to liquidation proceedings or if they will be able to push through their own bankruptcy exit plans. The net funds from the proposed sale would be placed in an escrow account, Jones said. The ranch was purchased less than four years ago for $1.3 million, according to his filing. Jones filed for Chapter 11 in December 2022 following state court judgments in Texas and Connecticut. The families voted in February to liquidate Jones' assets while preserving potential legal actions against Jones- and Infowars-affiliated entities. A status conference in Jones' bankruptcy is scheduled for May 21, 2024. Crowe & Dunlevy PC represents Jones. The case is In re: Alexander E. Jones, Bankr. S.D. Tex., No. 22-bk-33553, motion for property sale 5/1/24. About Free Speech Systems Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Alexander E. Jones filed for personal bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 4:22-bk-60043) on Dec. 2, 2022, listing $1 million to $10 million in assets against liabilities of $1 billion to $10 billion in liabilities. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is FSS's counsel. Raymond W. Battaglia and Crowe & Dunlevy, P.C., led by Vickie L. Driver, Christina W. Stephenson, Shelby A. Jordan, and Antonio Ortiz are representing Alex Jones. FTX GROUP: Former Boss Salame Gives Up $5.9 Million Bahamas House ----------------------------------------------------------------- Yun Park of Law360 reports that Ryan Salame, the former co-chief executive of FTX Digital Markets, an affiliate of bankrupt cryptocurrency exchange FTX Trading Ltd., has agreed to transfer a $5. 9 million house he owns in the Bahamas to FTX in lieu of paying the firm restitution over fraudulent political donations, according to a Wednesday motion. About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9, 2022, struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. Bankman-Fried agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 billion in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10, 2022, showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. GEM REALTY CAPITAL: Defaults on $47 Million Debt Load ----------------------------------------------------- The Real Deal reports that Gem Realty Capital has defaulted on $47 million in loans tied to a two-building office complex in San Francisco. An affiliate of the Chicago-based investor is behind $2.2 million in its mortgage payments and was served a notice of default for the loans linked to buildings at 222 Kearny Street and 180 Sutter Street, in Union Square, the San Francisco Business Times reported. The originator of the loans in 2019 was New York-based Goldman Sachs, which then repackaged them into commercial mortgage-backed securities loans sold to bondholders. The loans went into special servicing in August, according to The Real Deal. The buildings have two loans of $23.75 million associated with them, totaling $47 million. The move came after tenant WeWork admitted to "substantial doubt" about whether it could continue operations in light of a cash shortage. WeWork is the complex's second-largest tenant, occupying about 18,000 square feet at the 148,000-square-foot property. In March 2020, the building was 100 percent occupied, according to Morningstar, with a net cash flow of about $6.1 million over a three-month period. About Gem Realty Capital GEM Realty Capital, Inc. provides investment management services. The Company offers real estate investment, portfolio management, and consulting services. GEM Realty Capital serves clients throughout the United States. GENERAL ENTERPRISE: Incurs $3.52 Million Net Loss in First Quarter ------------------------------------------------------------------ General Enterprise Ventures, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.52 million on $433,018 of revenue for the three months ended March 31, 2024, compared to a net loss of $353,611 on $55,595 of revenue for the three months ended March 31, 2023. As of March 31, 2024, the Company had $5.25 million in total assets, $1.49 million in total liabilities, and $3.76 million in total stockholders' equity. General Enterprise said, "The Company has not generated significant income to date. The Company is subject to the risks and uncertainties associated with a business with no substantive revenue, as well as limitations on its operating capital resources. These matters, among others, raise substantial doubt about the ability of the Company to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. In light of these matters, the Company's ability to continue as a going concern is dependent upon the Company's ability to raise capital and generate revenue and profits in the future." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/894556/000164033424000811/gevi_10q.htm About General Enterprise Headquartered in Cheyenne, WY, General Enterprise Ventures, Inc. is an environmentally sustainable flame retardant and flame suppression company for the residential home industry throughout the United States and international markets. The Company acquired Mighty Fire Breaker, LLC on April 13, 2022, and formed Mighty Fire Breaker UK Ltd. on Nov. 14, 2022. MFB owns 39 patents and patents pending for environmentally sustainable flame retardant and flame suppression industry. MFB's products are currently being sold to fire departments in the State of California. San Mateo, California-based WWC, P.C., the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company incurred substantial losses during the year ended Dec. 31, 2023. As of Dec. 31, 2023, the Company had a working capital deficit. Accordingly, these factors give rise to substantial doubt that the Company will be able to continue as a going concern. Management closely monitors the Company's financial position and has prepared a plan that addresses this substantial doubt. GENIE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------- The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Genie Investments NV Inc. The committee members are: 1. North Haven Lodging Partners LLC Attn: Benjamin Morris, Esq. Foley & Lardner LLP 11988 El Camino Real, Suite 400 San Diego, CA 92130 Phone: (858) 847-6750 Email: bmorris@foley.com 2. Meetopolis LLC Attn: Lisa Butkiewicz 5434 E Kathleen Rd. Scottsdale, AZ 85254 Phone: (818) 209-1933 Email: Lisa@meetopolis.com 3. Autonomous Drone Solutions LLC DBA Calaway Solutions Attn: Garrett Calaway 7180 S Hudson Circle Centennial, CO 80122 Phone: (832) 578-2982 Email: gcalaway@autonomousdronesolutions.com 4. Belle Mason Realty, LLC Attn: Lea Muse 1133 E 83rd Street, Unit 171 Chicago, IL 60619 Phone: (818) 261-8583 Email: lea.bellerealty@gmail.com 5. Archer Capital Investments, LLC Attn: Michael Thompson 1448 W. Salmon Caddis Dr. Bluffdale, UT 84065 Phone: (847) 830-4072 Email: MFThompson@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Genie Investments NV Genie Investments NV Inc. filed a Chapter 11 bankruptcy petition (Bankr. M.D. Fla. Case No. 24-00496) on Feb. 21, 2024, with as much as $1 million in both assets and liabilities. Judge Jason A. Burgess oversees the case. The Debtor tapped the Law Offices of Mickler & Mickler, LLP as counsel. GLEANNLOCH CLA: Court OKs Interim Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Gleannloch CLA Partners, Ltd. to use cash collateral, on an interim basis, in accordance with the budget. On June 30, 2014, the Debtor and International Bank of Commerce entered into a (i) Construction Loan Agreement, (ii) Deed of Trust, Assignment of Rents, Security Agreement and Financing Statement from the Debtor to Jay Rogers, Trustee for the benefit of IBC, filed of record under Clerk's File No. 20140291900, Official Public Records of Harris County, Texas, and (iii) Real Estate Lien Note bearing IBC's Loan No. 1110606117, payable to the order of IBC, in the original principal amount of $11 million. As of the Petition Date, the Debtor was indebted to IBC in the aggregate amount of not less than $9.9 million, together with all other outstanding obligations under the Prepetition Loan Document. As adequate protection, IBC is granted valid, binding, enforceable and automatically perfected liens on all property that is currently subject to any prepetition liens in favor of IBC and an allowed superpriority administrative expense claim against the Debtor. The Debtor will make regularly scheduled interest payments to IBC pursuant to the Prepetition Loan Documents. Unless extended further with the written consent of IBC or by Court order, the authorization granted to the Debtor to use the Cash Collateral will terminate upon the earlier of: (i) the end of business on September 30, 2024, or any later date IBC agrees upon in writing; (ii) the date upon which a chapter 11 or chapter 7 trustee is appointed in the Chapter 11 Case; (iii) the occurrence of an uncured Event of Default by the Debtor under the Interim Order. The events that constitute an "Event of Default" includes: a. If the Debtor pays obligations not shown on the Budget without the prior written consent of IBC; b. If any representation made by the Debtor after the commencement of the Chapter 11 Case in any report or financial statement delivered to IBC proves to have been false or misleading in any material respect as of the time when made or given (including by omission of material information necessary to make such representation, warranty or statement not misleading); c. The Debtor fails to timely provide the information required under the Interim Order and such failure continues for more than two business days following written request by IBC. A final hearing on the matter is set for May 23 at 9:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=qYLXke from PacerMonitor.com. About Gleannloch CLA Partners, Ltd. Gleannloch CLA Partners, Ltd. 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. S.D. Tex. Case No. 24-32176) on May 8, 2024. In the petition signed by Sharon Haydon, president, Gleannloch CLA, GP, Inc., GP of Gleannloch CLA Partners Ltd., the Debtor disclosed up to $50 million in both assets and liabilities. Judge Jeffrey P. Norman oversees the case. Julie M. Koenig, Esq., at COOPER & SCULLY, P.C., represents the Debtor as legal counsel. GOLDIES ENTERPRISES: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The U.S. Trustee for Region 3 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Goldies Enterprises, LLC. About Goldies Enterprises Goldies Enterprises, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case No. 24-10863) on March 15, 2024, disclosing under $1 million in both assets and liabilities. Judge Patricia M. Mayer oversees the case. The Debtor is represented by Sayles & Associates. GOOD GAMING: Incurs $355K Net Loss in First Quarter --------------------------------------------------- Good Gaming, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $355,165 on $183 of revenues for the three months ended March 31, 2024, compared to a net loss of $371,150 on $3,261 of revenues for the three months ended March 31, 2023. As of March 31, 2024, the Company had $332,936 in total assets, $716,217 in total liabilities, and a total stockholders' deficit of $383,281. Good Gaming said, "These financial statements have been prepared on a going concern basis, implying that the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has generated minimal revenues to date, has never paid any dividends, and is unlikely to pay dividends or generate significant earnings in the immediate or foreseeable future. As of March 31,2024, the Company had a working capital deficit of $(492,996). "The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's future business. These factors raise substantial doubt regarding the Company's ability to continue as a going concern for a period of one year from the issuance of these financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1454742/000149315224020107/form10-q.htm About Good Gaming Incorporated in 2008 and headquartered in Kennett Square, PA, Good Gaming, Inc. -- http://www.good-gaming.com/-- aims to become a leading tournament gaming provider and an online destination for over 250 million esports players worldwide looking to compete at the high school or college level. Operating as a developmental stage business with limited revenues and a history of operating losses, Good Gaming established the Good Gaming platform in early 2014 to address the need for a structured organization for amateur gamers. Houston, Texas-based Victor Mokuolu, CPA PLLC, the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has suffered recurring operating losses, had a working capital deficit of $122,427, and accumulated deficit of $10,611,838 as of Dec. 31, 2023. These factors raise substantial doubt about the Company's ability to continue as a going concern. GOTO GROUP: Invesco Senior Marks $1.6MM Loan at 30% Off ------------------------------------------------------- Invesco Senior Loan Fund has marked its $1,633,000 loan extended to GoTo Group, Inc. (LogMeIn) to market at $1,147,119 or 70% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan to GoTo Group. The loan accrues interest at a rate of 10.17% (1 mo. Term SOFR + 4.75%) per annum. The loan matures on August 31, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 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. GRESHAM WORLDWIDE: Incurs $4.55 Million Net Loss in First Quarter ----------------------------------------------------------------- Gresham Worldwide, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $4.55 million on $9.57 million of revenues for the three months ended March 31, 2024, compared to a net loss of $2.45 million on $8.72 million of revenues for the three months ended March 31, 2023. As of March 31, 2024, the Company had $31.81 million in total assets, $39.51 million in total liabilities, and a total stockholders' deficit of $7.70 million. Grehsam Worlwide said, "The Company has incurred recurring net losses and operations have not provided cash flows. In view of these matters, there is substantial doubt about our ability to continue as a going concern. The Company intends to finance its future development activities and its working capital needs largely through the sale of equity securities with some additional funding from other sources, including term notes until such time as funds provided by operations are sufficient to fund working capital requirements. The unaudited condensed consolidated financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern. "Our primary sources of liquidity have historically been funded by our parent company, AAI. The extent of continued support from AAI is not assured as we seek additional financing from third parties. There is substantial doubt that we will have sufficient cash to meet our needs over the next 12 months. Our ability to obtain additional financing is subject to several factors, including market and economic conditions, our performance and investor and lender sentiment with respect to us and our industry. If we are unable to raise additional financing in the near term as needed, our operations and production plans may be scaled back or curtailed and our operations and growth would be impeded." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/719274/000095017024061848/giga-20240331.htm About Gresham Worldwide Headquartered in Scottsdale, AZ, Gresham Worldwide, Inc., formerly Giga-tronics, Incorporated designs, manufactures and distributes purpose-built electronics equipment, automated test solutions, power electronics, supply and distribution solutions, as well as radio, microwave and millimeter wave communication systems and components for a variety of applications with a focus on the global defense industry and the healthcare market. New York, New York-based Marcum LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GULFSIDE SUPPLY: S&P Assigns 'B' ICR, Outlook Stable ---------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to Florida-based roofing distributor Gulfside Supply Inc. At the same time, S&P assigned a 'B' issue-level rating and '3' recovery rating to the proposed $650 million term loan B due in 2031. S&P's stable outlook reflects its forecast for S&P Global Ratings-adjusted debt to EBITDA to be 4x-5x over the next 12 months. Gulfside's small scale and limited geographic footprint are partially offset by its nondiscretionary product exposure. S&P said, "We believe Gulfside's small scale ($1 billion revenue in 2023), concentrated geographic footprint, and narrow product focus on roofing and roofing accessories indicates some credit risks. We believe compared with larger, higher-rated peers, smaller and less diverse companies like Gulfside are more susceptible to volatility during periods of economic stress. However, the company's over 75% roofing product mix provides some insulation to earnings volatility because we view roofing demand as nondiscretionary in nature and thus less sensitive to construction cycles. Geographic footprint is a primary driver of sales volume in the industry given limited opportunities for differentiation, we believe the company's acquisition of Elite meaningfully expands its footprint." S&P said, "We expect Gulfside's performance to remain stable over the next 12 months.The company's significant exposure to repair and remodel activity reduces its exposure to earnings and cash flow volatility. Similarly, we believe the company's larger residential end-market share is strengthening for our expectations on its performance because we expect residential construction will remain relatively stronger and more stable than commercial construction. However, the company remains susceptible to market fluctuations and raw material volatility, specifically crude oil and asphalt prices. We anticipate each of these factors will support 5%-7% organic revenue growth in the. In addition, we expect Gulfside's acquisition of Elite Roofing to contribute 25%-35% to its 2024 consolidated revenue, resulting in sustained mid-single-digit percent revenue growth post-2024. "Our assessment of Gulfside's financial risk reflects our expectations for debt leverage of 4x-5x. The company historically maintains a capital-lite operating model and conservative financial policy. We anticipate this strategy will persist following the close of its acquisition of Elite Roofing. The proposed capital structure increases the company's debt balance by approximately $700 million. Additionally, the company maintains a large balance of operating leases for both its fleet of vehicles and branch locations. As such, we expect its S&P Global Ratings adjusted debt to EBITDA post-close will be on the higher end of the 4x-5x range, moderating to about 4.5x within 12 months as it executes synergy opportunities and generates a full year of earnings and cash flow. As a roofing distributor, the company's use of working capital fluctuates seasonally, resulting in large intra- and multiyear cash swings. As such, we view operating cash flow (OCF) to debt as an important indicator of performance. Given Gulfside's lean operating model with minimum maintenance capital expenditure requirements, we expect it will sustain OCF to debt at 5%-15% in the next 12-24 months. "It should also be noted that the Resch family maintains ownership and control over the company. We believe the board effectiveness could be suppressed if the family exerts a large amount of influence over the company's financial policy such as dividends or debt decisions. At this time, we recognize the family has built and maintained a healthy position financially and we expect that will continue. "Our stable outlook on Gulfside reflects our forecast for debt to EBITDA to be 4x-5x and OCF to debt to be 5-15% over the next 12-24 months. We believe the company's growing revenue base and normalized macroeconomic conditions will support these credit measures." S&P may lower its ratings over the next 12 months if Gulfside's debt to EBITDA rises above 7x. This could occur if: -- Business conditions materially weaken and the company's S&P Global Ratings-adjusted EBITDA declines more than 30% on a sustained basis. This could occur in the case of a severe downturn drastically reducing demand causing margins to compress more than 200 basis points; or -- The company undertakes an aggressive financial policy, for instance, raising debt to fund dividends or acquisitions resulting in deteriorating credit ratios. Although unlikely, S&P could raise the rating over the next 12 months if it believes Gulfside will sustain debt to EBITDA below 4x through most market conditions, demonstrated through, for example, successful integration of Elite Roofing as evidenced by stable margins while improving leverage. HEYCART INC: U.S. Trustee Appoints 4 New Committee Members ---------------------------------------------------------- The U.S. Trustee for Region 16 appointed Xiamen Youlike Houseware Co., Ltd., Yangjiang Homelife Industry & Trading Co., Ltd., Tongcheng Logistics Inc. and Xiamen V Plus Packaging Co., Ltd. to the official committee of unsecured creditors in the Chapter 11 case of Heycart Inc. The committee is now composed of: 1. USA Debt Recovery Solutions, Inc., as assignee of Yangjiang Kimberi Industry and Trade Co., Ltd c/o Arther Tretiakov 255 W. Foothill Blvd., Suite 205 Upland, CA 91786 Phone: (323) 741-6717 Email: Arthur.tretiakov@recoverthedebt.com 2. Xiamen Ruihe Xingyi Trading Co., Ltd. c/o Jeffrey M. Simon, Esq. c/o Yongyuan “Henry” Li, Esq. YK Law LLP 4 Park Plaza, #1040, Irvine, CA 92614 Phone: (213) 558-3418 Email: hli@yklaw.us Email: jsimon@yklaw.us 3. BlueX Trade, Inc. c/o Ajay Gupta, Esq. Gupta Evans & Ayres, PC 5353 Mission Center Road, Suite 215 San Diego, CA 92108 Phone: (619) 866-3444 Email: ag@socal.law 4. Xiamen Youlike Houseware Co., Ltd. c/o Chen Xiao Lin Rm 511, No. 1, No. 39, Xinchang Road Haicang District, Xiamen, Fujian, China Phone: +86 137 8887 3257 Email: kelly@xmyoulike.com 5. Yangjiang Homelife Industry & Trading Co., Ltd. c/o Betty Ho 3/F, No. 16, Building H, Green Lake Garden, XinJiang, North Road, Yangjiang, Guangdong, China Phone: +86 189 3387 8037 Email: betty.ho@yjhomelifecom 6. Tongcheng Logistics Inc. c/o Hongguang Ren 566 Vanguard Way, Unit A Brea, CA 92821 Phone: (657) 799-1999 Email: Rren@tclogusa.com 7. Xiamen V Plus Packaging Co., Ltd. c/o Amanda Gao No. 39 Xinchang Road, Xingyang Industrial Area, Haicang District Xiamen, Fujian, China (Zip Code 361026) Phone: +86 136 1600 8761 Email: sales01@hxcpc.cn sales@vpluspackaging.com About Heycart Inc. Heycart Inc. is primarily engaged in selling utensils, ceramic dishes, reusable labels and wine accessories. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Case No. 24-10483) on February 28, 2024. In the petition signed by Aiden Chien, chief operating officer, the Debtor disclosed $1,231,380 in assets and $23,500,047 in liabilities. Judge Theodor Albert oversees the case. Saul Ewing, LLP and Danning, Gill Israel & Krasnoff, LLP represent the Debtor as legal counsel. Armory Consulting Co. is the Debtor's financial advisor. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. HIGH PLAINS: Hires Media Specialty Group Inc. as Broker ------------------------------------------------------- High Plains Radio Network, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Media Specialty Group Inc. as broker. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. 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: Bill Whitley Media Specialty Group Inc. Tel: (972) 231-4500 Fax: (972) 231-4509 About High Plains Radio Network, LLC High Plains Radio Network, LLC is in the radio broadcasting business. High Plains Radio Network filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 24-70089) on March 26, 2024, with $1 million to $10 million in both assets and liabilities. Monte L. Spearman, manager, signed the petition. Honorable Bankruptcy Judge Scott W. Everett handles the case. The Debtor is represented by Jeff Carruth, Esq., at Weycer, Kaplan, Pulaski & Zuber, P.C. IBIO INC: Incurs $3.17 Million Net Loss in Third Quarter -------------------------------------------------------- iBio, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.17 million on $0 of revenues for the three months ended March 31, 2024, compared to a net loss of $7.29 million on $0 of revenues for the three months ended March 31, 2023. For the nine months ended March 31, 2024, the Company reported a net loss of $17.13 million on $50,000 of revenues, compared to a net loss of $58.98 million on $0 of revenues for the nine months ended March 31, 2023. As of March 31, 2024, the Company had $50.15 million in total assets, $25.29 million in total liabilities, and $24.86 million in total stockholders' equity. iBio said, "The history of significant losses, the negative cash flow from operations, the upcoming maturity of the Term Loan, the limited cash resources on hand and the dependence by us on obtaining additional financing to fund our operations after the current cash resources are exhausted raises substantial doubt about our ability to continue as a going concern. Our management concluded that the current financing and business plans have not mitigated such substantial doubt about the Company's ability to continue as a going concern for at least 12 months from the date of filing this Quarterly Report for the quarterly period ended March 31, 2024. Our auditors also included an explanatory paragraph in its report on our consolidated financial statements as of and for the year ended June 30, 2023 with respect to this uncertainty." Management Commentary "In our third fiscal quarter, we continued to advance toward our goal of becoming a leading antibody discovery company with a differentiated machine-learning platform," said Dr. Martin Brenner, CEO and chief scientific officer. "Along with our recent equity financing, we secured a transformative partnership with AstralBio to discover and develop novel antibodies to treat obesity and other cardiometabolic diseases, with a lead program focused on targeting the transforming growth factor beta (TGFb) superfamily for treating muscle wasting and obesity. Our enhanced financial position has permitted us to accelerate the AstralBio collaboration, and we've already begun recruiting for key positions to support the process of identifying new molecules that are expected to simultaneously expand and diversify our pipeline. We believe we are well-positioned to advance our internal pipeline priorities in immuno-oncology and cardiometabolics, and drive partnerships in new therapeutic areas." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1420720/000142072024000020/ibio-20240331x10q.htm About iBio, Inc. iBio -- www.ibioinc.com -- is an AI-driven innovator that develops next-generation biopharmaceuticals using computational biology and 3D-modeling of subdominant and conformational epitopes, prospectively enabling the discovery of new antibody treatments for hard to target cancers, and other diseases. iBio's mission is to decrease drug failures, shorten drug development timelines, and open up new frontiers against the most promising targets. Holmdel, New Jersey-based CohnReznick LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated Sept. 27, 2023, citing that the Company has suffered recurring losses from operations and negative cash flows from operating activities for the years ended June 30, 2023 and 2022 and has an accumulated deficit as of June 30, 2023. These matters, among others, raise substantial doubt about its ability to continue as a going concern. ICP GROUP: Invesco Senior Marks $463,000 Loan at 17% Off -------------------------------------------------------- Invesco Senior Loan Fund has marked its $463,000 loan extended to ICP Group Holdings LLC to market at $431,440 or 83% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in First Lien Term Loan to ICP Group. The loan accrues interest at a rate of 9.36% (1 mo. SOFR + 3.75%) per annum. The loan matures on December 29, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 ICP Group is a formulator and manufacturer of specialty coatings, adhesives, and sealants serving the construction markets. ICP Group is comprised of market leading brands known for innovation, quality, and performance. ICP Group is headquartered in Andover, Mass. and has manufacturing and distribution sites throughout the globe. INFINERA CORP: Incurs $25.2 Million Net Loss in 2023 ---------------------------------------------------- Infinera Corporation filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $25.21 million on $1.61 billion of total revenue for the year ended Dec. 30, 2023, compared to a net loss of $76.04 million on $1.57 billion of total revenue for the year ended Dec. 31, 2022. As of Dec. 30, 2023, the Company had $1.68 billion in total assets, $673.99 million in total current liabilities, $658.75 million in long-term debt, $15.93 million in long-term accrued warranty, $21.33 million in long-term deferred revenue, $1.81 million in long-term deferred tax liability, $47.46 million in long-term operating lease liabilities, $43.36 million in other long-term liabilities, and $216.59 million in total stockholders' equity. Infinera said, "We believe that our current cash, along with the Credit Facility... will be sufficient to meet our anticipated cash needs for working capital and capital expenditures, the repayment of our 2024 Notes and the interest payments on the 2027 Notes, the 2028 Notes and the Credit Facility for at least 12 months. If the impact to our business and financial position from weakness in the global economy, banking sector and financial markets is more extensive or prolonged than expected and our existing sources of cash are insufficient to satisfy our liquidity requirements, we may require additional capital from equity or debt financings to fund our operations, to respond to competitive pressures or strategic opportunities, or otherwise. In addition, we are continuously evaluating alternatives for efficiently funding our capital expenditures and ongoing operations. We may, subject to market conditions and other considerations, from time to time engage in a variety of financing transactions for such purposes, including the issuance of securities or the incurrence of additional debt and the refinancing of existing debt. We may not be able to secure timely additional financing, or restructure existing debt, on favorable terms or at all. The terms of any additional financings or restructurings may place limits on our financial and operating flexibility. If we raise additional funds through further issuances of equity or equity-linked securities, our existing stockholders could suffer dilution in their percentage ownership of us, and any new securities we issue could have rights, preferences and privileges senior to those of holders of our common stock." A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1138639/000113863924000122/infn-20231230.htm About Infinera Corp. Headquartered in Sunnyvale, Calif., Infinera Corp. -- www.infinera.com -- is a semiconductor manufacturer and global supplier of networking solutions comprised of networking equipment, optical semiconductors, software and services. The Company's portfolio of solutions includes optical transport platforms, converged packet-optical transport platforms, compact modular platforms, optical line systems, coherent optical engines and subsystems, a suite of automation software offerings, and support and professional services. Leveraging our U.S.-based compound semiconductor fabrication plant ("fab") and in-house test and packaging capabilities, the Company designs, develops and manufactures industry-leading indium phosphide-based photonic integrated circuits ("PICs") for use in its vertically integrated, high-capacity optical communications products. Infinera reported a net loss of $76.04 million in 2022, a net loss of $170.8 million for the year ended Dec. 25, 2021, a net loss of $206.72 million for the year ended Dec. 26, 2020, and a net loss of $386.62 million for the year ended Dec. 28, 2019, a net loss of $214.29 million for the year ended Dec. 29, 2018, and a net loss of $194.51 million for the year ended Dec. 30, 2017. INFINITE ELECTRONICS: Invesco Senior Marks $253,000 Loan at 15% Off ------------------------------------------------------------------- Invesco Senior Loan Fund has marked its $253,000 loan extended to Infinite Electronics to market at $214,017 or 85% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan to Infinite Electronics. The loan accrues interest at a rate of 12.57% (3 mo. Term SOFR + 7.00%) per annum. The loan matures on March 2, 2029. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Infinite Electronics is a global supplier of electronic components, serving engineers' urgent needs through a family of highly recognized and trusted brands. INTEGRATED VENTURES: Posts $297K Net Income in Third Quarter ------------------------------------------------------------ Integrated Ventures, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $297,283 on $1.98 million of total revenue for the three months ended March 31, 2024, compared to a net loss of $1.77 million on $1.47 million of total revenue for the three months ended March 31, 2023. For the nine months ended March 31, 2024, the Company reported a net loss of $9.14 million on $4.77 million of total revenue, compared to a net loss of $3.32 million on $2.40 million of total revenue for the nine months ended March 31, 2023. As of March 31, 2024, the Company had $5.95 million in total assets, $3.31 million in total current liabilities, $1.13 million in series C preferred stock, $3 million in series D preferred stock, and a total stockholders' deficit of $1.48 million. "Historically, the Company has reported recurring net losses from operations and used net cash in operating activities. As of March 31, 2024, the Company's current liabilities exceeded its current assets by $1,290,415 and the Company had an accumulated deficit of $82,684,536. These conditions raise substantial doubt about the Company's ability to continue as a going concern. "There can be no assurances that the Company will be successful in attaining a profitable level of operations or in generating additional cash from the equity/debt markets or other sources fund its operations. The financial statements do not include any adjustments relating to the recoverability of assets and classification of assets and liabilities that might be necessary. Should the Company not be successful in its business plan or in obtaining the necessary financing to fund its operations, the Company would need to curtail certain or all operational activities and/or contemplate the sale of its assets, if necessary." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1520118/000147793224003015/intv_10q.htm About Integrated Ventures Inc. Integrated Ventures Inc. -- http://www.integratedventuresinc.com/ -- is a diversified holdings company that seeks to develop, acquire and invests in businesses, primarily in the technology sector with focus on blockchain applications, information technology, cryptocurrency mining which includes mining, design + management + operation of the data centers and power plants. Houston, TX-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated Sept. 28, 2023, citing that the Company has suffered net losses from operations in current and prior periods and has accumulated deficiency, which raises substantial doubt about its ability to continue as a going concern. JEFFERSON LA BREA: Wins Cash Collateral Access Thru July 12 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Jefferson La Brea D&J Properties LLC to continue using cash collateral on a final basis in accordance with the budget, with a 20% variance, through July 12, 2024. As previously reported by the Troubled Company Reporter, the cash collateral consists of rents collected by the Debtor from leasing a commercial property located at 5112-5118 W. Jefferson Blvd., and 3409-3421 S. La Brea Avenue, in Los Angeles. The entities that have recorded deeds of trust on the Real Property and may assert a security interest in the rents are Mega Bank, JBM Family Trust, and Tony Lewis. The Debtor requires the use of cash collateral for the operating expenses of the Real Property and other administrative expenses of the Debtor. The Debtor is informed the Real Property is worth approximately $12 million. The Court said each secured creditor of record will receive, as adequate protection, a replacement lien on postpetition collateral for any diminution in the secured creditor's collateral as of the Petition Date arising from the Debtor's use of such collateral but only to the same extent, priority, applicability and validity as the prepetition lien held by the secured creditor. A copy of the order is available at https://urlcurt.com/u?l=sQDJUV from PacerMonitor.com. About Jefferson La Brea D&J Properties LLC Jefferson La Brea D&J Properties LLC leases a commercial property located at 5112-5118 W. Jefferson Blvd., and 3409-3421 S. La Brea Avenue, in Los Angeles. Jefferson La Brea D&J Properties LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14481) on August 17, 2022. The Debtor considers itself a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). In the petition filed by Jason E. Upchurch, as manager, the Debtor estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. Judge Vincent P. Zurzolo oversees the case. The Debtor is represented by David B. Shemano, Esq., at ShemanoLaw. JNE HOLDINGS: Hires Lettre Realty Inc. as Real Estate Broker ------------------------------------------------------------ JNE Holdings Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Lettre Realty Inc. as Real Estate Broker. The firm's services include: a. assisting the Debtor in determining an appropriate fair market sale price for the property located at 130-58 224th Street, Laurelton, New York 11413; b. marketing and offering the Property for sale; c. assisting in negotiating and closing a sale of the property; and d. preparing materials for potential purchasers' due diligence. The firm will be paid a commission of 3 percent of the gross sales price. 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: Michelle Littrean Lettre Realty Inc. 615 Jerusalem Ave. Uniondale, NY 11553 Tel: (888) 513-0840 About JNE Holdings Inc. JNE Holdings Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-42666) on October 26, 2022, disclosing under $1 million in both assets and liabilities. The Debtor is represented by FRANCIS E. HEMMINGS PLLC. JOE'S DRAIN: Seeks to Hire Auction Ohio as Auctioneer ----------------------------------------------------- Joe's Drain Cleaning, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Ohio to employ Auction Ohio as auctioneer. The firm will appraise the equipment of the Debtor in the Chapter 11 case. The firm will be paid $500 for the appraisal services. 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: Chris Davis Auction Ohio 7461 Worthington Galena Rd. Worthington, OH 43085 Tel: (614) 846-3300 About Joe's Drain Cleaning, LLC Joe's Drain Cleaning, LLC, a company in Lancaster, Ohio, offers drain unblocking, drain cleaning, drain repair, and drain maintenance services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ohio Case No. 24-51041) on March 22, 2024. In the petition signed by Joseph Conway, sole member, the Debtor disclosed $506,649 in assets and $1,031,345 in liabilities. Judge John E. Hoffman, Jr. oversees the case. John W. Kennedy, Esq., at Strip, Hoppers, Leithart, McGrath & Terlecky Co., LPA represents the Debtor as legal counsel. JUST FLOOR: Court OKs Access to Revenued's Cash Collateral ---------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada authorized Just Floor It! to use the cash collateral of Revenued, LLC, on a final basis, in amounts not to exceed 125% of each line item set forth in the budget. As previously reported by the Troubled Company Reporter, Revenued may assert a secured interest in the Debtor's cash, including deposit accounts, which Debtor needs to use to maintain and operate its business. Pre-petition, the Debtor obtained a loan from Revenued, which may be secured by essentially all of Debtor's assets, including cash. The Debtor owes Revenued approximately $19,000. At the time this case was filed, the Debtor's personal property was valued at approximately $386,000, which includes cash and cash equivalents of $12,000 and 90-days or less accounts receivable of $20,000. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=ocD2oT from PacerMonitor.com. The Debtor projects total expenses, on a weekly basis, as follows: $18,220 for the week beginning May 27, 2024; $20,165 for the week beginning June 3, 2024; $18,325 for the week beginning June 10, 2024; and $21,884 for the week beginning June 17, 2024. About Just Floor It! Just Floor It! sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-50288) on March 26, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Hilary L. Barnes presides over the case. Kevin A. Darby at Darby Law Practice, Ltd. represents the Debtor as legal counsel. KAYA HOLDINGS: Incurs $1.11 Million Net Loss in First Quarter ------------------------------------------------------------- Kaya Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.11 million on $28,009 of net sales for the three months ended March 31, 2024, compared to net income of $34,933 on $48,245 of net sales for the three months ended March 31, 2023. As of March 31, 2024, the Company had $227,614 in total assets, $17.07 million in total liabilities, and a total stockholders' deficit of $16.84 million. At March 31, 2024 the Company has a working capital deficiency of $8,154,313 and is totally dependent on its ability to raise capital. The Company has a plan of operations and acknowledges that its plan of operations may not result in generating positive working capital in the near future. "Even though management believes that it will be able to successfully execute its business plan, which includes third-party financing and capital issuance, and meet the Company's future liquidity needs, there can be no assurances in that regard. These matters raise substantial doubt about the Company's ability to continue as a going concern. The consolidated financial statements do not include any adjustments that might result from the outcome of this material uncertainty. Management recognizes that the Company must generate additional funds to successfully develop its operations and activities," said Kaya Holdings in the SEC filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1530746/000190359624000329/kays_10q.htm About Kaya Holdings Kaya Holdings, Inc. -- http://www.kayaholdings.com/-- is a holding company focusing on wellness and mental health through operations in medical and recreational cannabis, CBD products and psychedelic treatment clinics. The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has an accumulated deficit and a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. KENSINGTON REALTY: Gerard Luckman Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 2 appointed Gerard Luckman, Esq., at Forchelli Deegan Terrana, LLP as Subchapter V trustee for Kensington Realty Group Corp. Mr. Luckman will be paid an hourly fee of $695 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Luckman declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gerard R. Luckman, Esq. Forchelli Deegan Terrana, LLP 333 Earle Ovington Blvd., Suite 1010 Uniondale, NY 11553 Tel: (516) 812-6291 Email: gluckman@ForchelliLaw.com About Kensington Realty Group Kensington Realty Group Corp., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-41738) on April 24, 2024, with $0 to $50,000 in assets and liabilities. Judge Nancy Hershey Lord presides over the case. Karamvir Dahiya at Dahiya Law Offices LLC represents the Debtor as legal counsel. KERRI WILSON: Mark Schlant Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 2 appointed Mark Schlant, Esq., at Zdarsky, Sawicki & Agostinelli, LLP as Subchapter V trustee for The Kerri Wilson Foundation LLC. Mr. Schlant will be paid an hourly fee of $320 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Schlant declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Mark J. Schlant, Esq. Zdarsky, Sawicki & Agostinelli, LLP 1600 Main Place Tower 350 Main St. Buffalo, NY 14202 Phone: (716) 855-3200 Email: mschlant@zsalawfirm.com About The Kerri Wilson Foundation The Kerri Wilson Foundation LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.Y. Case No. 24-10395) on April 15, 2024, with $100,001 to $500,000 in assets and liabilities. Timothy R. Collins at Collins Law, PLLC represents the Debtor as legal counsel. LAKELAND TOURS: Invesco Senior Marks $370,000 Loan at 30% Off ------------------------------------------------------------- Invesco Senior Loan Fund has marked its $370,000 loan extended to Lakeland Tours LLC to market at $258,795 or 70% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan Lakeland Toursto Robertshaw US. The loan accrues at a rate of 13.25%. The loan matures on September 25, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Lakeland Tours LLC provides educational student travel programs. The Company offers history, science, discoveries, onstage, sports, and career-focused travel opportunities. LAXMI CAPITAL: Hires Daren M. Schlecter as Special Counsel ---------------------------------------------------------- Laxmi Capital, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Law Offices of Daren M. Schlecter as special litigation counsel. The Debtor needs the firm's legal assistance in connection with the prosecution of action against Margaret Marie Murphy and the MMM Trust pursuant to a confession of judgment which was filed after a default in connection with a February 7, 2022 promissory note and the balloon payment due to the Debtor on February 7, 2024. The firm will be paid at the rate of $475 per hour. Prior to the petition date, the firm represented the Debtor and was paid a retainer of $7,500. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Daren M. Schlecter, Esq., a partner at Law Offices of Daren M. Schlecter, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Daren M. Schlecter, Esq. Law Offices of Daren M. Schlecter 10866 Wilshire Blvd., Suite 1270 Los Angeles, CA 90024 Tel: (310) 553-5747 Fax: (310) 553-5487 Email: daren@schlecterlaw.com About Laxmi Capital, LLC Laxmi Capital, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10503) on March 28, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Dean Matthew as 100% Member and Manager of Laxmi Capital, LLC. Judge Martin R Barash presides over the case. Sandford L. Frey, Esq. at Leech Tishman Fuscaldo & Lampl, Inc. represents the Debtor as counsel. LBM ACQUISITION: S&P Rates New Term Loan B Due 2031 'B-' -------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level and '4' recovery ratings to Buffalo Grove, Ill. based, specialty and wood products distributor LBM Acquisition LLC's (B-/Stable/--) proposed term loan B due 2031. The '4' recovery rating indicates our expectation for average (30%-50%; rounded estimate: 30%) recovery in the event of a payment default. The company intends to use the proceeds from this issuance to pay down its existing borrowings under its asset-based lending (ABL) facility. S&P said, "Pro forma for the transaction and amid softer business and pricing conditions, we expect the company's S&P Global Ratings-adjusted debt to EBITDA will remain within our expected range of possibly under 6x or at the lower end of the 6x-7x range over the next 12-24 months. Nonetheless, we expect this transaction will bolster the company's liquidity. Further, our 'B-' issue-level and '4' recovery ratings on the company's existing first-lien term loan due 2027 remain unchanged." LCM INVESTMENTS: S&P Affirms 'BB-' ICR, Outlook Stable ------------------------------------------------------ S&P Global Ratings affirmed its 'BB-' issuer credit rating on LCM Investments Holdings II LLC (doing business as Morgan Automotive Group). S&P said, "We also raised our issue-level rating on Morgan Auto's senior unsecured notes to 'BB-' from 'B+' and revised the recovery rating to '4' from '5', representing our view of average (30%-50%, rounded estimate: 35%) recovery in a simulated default scenario. The company has grown considerably and we now expect a greater emergence value from our theoretical default scenario. The stable outlook reflects our expectation that Morgan Auto will continue to generate good cash flow, above average adjusted EBITDA margins, and debt to EBITDA comfortably below 5x. "We forecast leverage of low- to mid-4x in 2024 and 2025, even as margins normalize and the company continues to make acquisitions. Like other dealers, we forecast margins to contract further toward 7%-7.5% in 2024 and 2025 from 9.3% in 2023 due to lower new and used vehicle profitability. Still, we expect Morgan Auto's higher-margin parts and services (P&S) and finance and insurance (F&I) offerings will remain stable and offset some of these margin pressures. "Although leverage is increasing from very low levels of 2x-3x in 2022 and 2023, we had already forecast leverage would increase back above 4x due to margin normalization as the supply of new vehicles recovered. We expect the company and its owner Redwood will continue to pursue acquisitions and maintain leverage of 4x-5x. In addition, we have returned to netting cash in Morgan Auto's credit metrics as we are not assessing Redwood as a financial sponsor. "The increase in recovery prospects on the company's senior unsecured debt reflects Morgan Auto's stable performance and larger size. The company has grown considerably, and we now expect a greater emergence value from our theoretical default scenario. We also recognize that the company is better managing costs by owning its real-estate. "We forecast stable liquidity over the next 12 months as Morgan Auto maintains sufficient cash on hand and availability under its revolving credit facilities. We still expect Morgan Auto to continue its strategy of acquiring dealerships in Florida, likely funded with a mix of balance sheet cash, revolver proceeds, and mortgage debt. Further, the company also pays distributions to its owners for tax purposes that we expect it will come from cash flow from the business. "The stable outlook reflects our expectation that Morgan Auto will continue to generate good cash flow, above average adjusted EBITDA margins, and debt to EBITDA comfortably below 5x. "We could lower our rating if debt to EBITDA increases above 5x. This could occur if we foresee a decline in new and used vehicle demand, potentially due to weaker consumer confidence or due to higher inflation and a slowing economy." Though unlikely over the next 12 months, for a higher rating, S&P would expect debt to EBITDA to sustain below 3x. This could occur if: -- EBITDA grows from an increase in sales or by deploying excess cash flow to pay down debt; and -- The company and owner commit to maintaining lower leverage, potentially through a less aggressive acquisition strategy. LIFEBACK LAW FIRM: Begins Subchapter V Bankruptcy Proceeding ------------------------------------------------------------ LifeBack Law Firm P.A. filed for chapter 11 protection in the District of Minnesota without stating the reason. According to court filing, the Debtor reports $1,789,537 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for May 28, 2024, at 10:00 AM at UST-LA3, VIDEO/TELECONFERENCE ONLY. About LifeBack Law Firm P.A. LifeBack Law Firm P.A. -- https://www.lifebacklaw.com -- practices within Minnesota providing legal counsel for Chapter 7 & 13 bankruptcy. LifeBack Law Firm P.A. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-60191) on April 28, 2024. In the petition signed by The Debtor reports Assets of $1M-$10M and Liabilities of $1M-$10M. The Petition states funds will be available to Unsecured Creditors. Honorable Bankruptcy Judge Michael E. Ridgway oversees the case. The Debtor is represented by: John D. Lamey, III, Esq. Lamey Law Firm, P.A. 13 7th Avenue South Saint Cloud, MN 56301 Tel: 651-209-3550 Email: jlamey@lameylaw.com M&G TRANSPORTATION: Files Emergency Bid to Use Cash Collateral -------------------------------------------------------------- M&G Transportation, LLC asks the U.S. Bankruptcy Court for the Northern District of Texas, Amarillo Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to make payments necessary for continued operations like payroll, payments to independent drivers, fuel and operational costs. As of the Petition Date, Debtor had cash in its deposit accounts in the approximate amount of $10,000. As of the Petition Date, the Debtor had accounts receivable outstanding that have not been purchased by Triumph Financial Services, LLC f/k/a Advance Business Capital LLC d/b/a Triumph Business Capital, pursuant to the Factoring and Security Agreement dated October 12, 2020, totaling approximately $198,270. The Debtor asserts that approximately $170,000 of the Pre-Petition Accounts receivable will be purchased by Triumph pursuant to its contemporaneously filed DIP Motion, thus leaving $10,000 in cash and $28,270 in Pre-Petition Accounts Receivable for a total amount of cash collateral of $38,270. On August 1, 2020, the Debtor acquired a working capital loan from the United States Small Business Administration pursuant to its economic injury disaster loan program. The SBA perfected its security interest against Debtor's assets by filing a UCC-1 Financing Statement with the Texas Secretary of State's Office under Filing Number 20-0041794714 on August 10, 2020. As of May 1, 2024, the current balance of the EIDL Loan was $149,841. On October 12, 2020 entered into the 2020 Factoring Agreement. To secure "Obligations", if any, owed by Debtor pursuant to the 2020 Factoring Agreement, Triumph acquired a security interest in all assets of Debtor, including but not limited to all now existing and future accounts, and deposit accounts. As of May 1, 2024, the potential Obligations, if any, owed to Triumph total $699,039. Triumph perfected its first-priority security interest by filing a UCC-1 Financing Statement with the Texas Secretary of State’s Office under Filing Number 20-0052993252 on October 19, 2020. The SBA subsequently agreed to subordinate such security interest to the security interest of Triumph, pursuant to that certain Subordination Agreement In Favor of Creditor dated April 4, 2022. In addition to Triumph, the creditors that have filed UCC-1 Financing Statements and/or tax liens asserting a secured claim against Debtor's cash collateral in the State of Texas are the SBA, Samson MCA, LLC, Interstate Bank, (Global Merchant Case Advance, LLC) First Corporate Solutions, representative, and Internal Revenue Service. With respect to the IRS, on April 22, 2024, the IRS recorded an involuntary Notice of Federal Tax Lien against the Debtor for a portion of Debtor's outstanding balance for payroll tax obligations (Form 941) incurred between the fourth quarter of 2022 and the second quarter of 2023 (in the amount of $476,638). Internal Revenue Code Sec. 6323(c) grants creditors limited priority over the federal tax lien to the extent that the loan or purchase is made within 45 days of the filing of the NFTL or made before a lender or purchaser had actual knowledge of the filing, if earlier. As a result, the Debtor submits its potential senior secured interest holders in the limited cash collateral consist of Triumph, the SBA, and the IRS. The Debtor submits that adequate protection is not necessary as there is no diminution in value for the duration of the period of use set forth in the Interim Order. To the extent the SBA or IRS could argue that a diminution in value exists and such creditors are not already adequately protected in the $38,270 of cash collateral under the Budget, the Debtor notes that it is already making monthly installments under the Budget for the obligations it owes to the SBA and IRS. A copy of the motion is available at https://urlcurt.com/u?l=4Du9cf from PacerMonitor.com. About M&G Transportation, LLC M&G Transportation, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-20129-rlj11) on May 15, 2024. In the petition signed by Manuel Gutierrez, president, the Debtor disclosed up to $10 million in both assets and liabilities. Harrison Pavlasek, Esq., at Forshey Prostok LLP, represents the Debtor as legal counsel. MASHINDUSTRIES INC: Gregory Jones Named Subchapter V Trustee ------------------------------------------------------------ The U.S. Trustee for Region 16 appointed Gregory Jones, Esq., at Stradling Yocca Carlson & Rauth, PC as Subchapter V trustee for MASHindustries, Inc. Mr. Jones will be paid an hourly fee of $575 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Jones declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Gregory K. Jones, Esq. Stradling Yocca Carlson & Rauth, PC 10100 N. Santa Monica Boulevard, Suite 1400 Los Angeles, CA 90067 Telephone: (424) 214-7000 Facsimile: (424) 214-7010 Email: gjones@stradlinglaw.com About MASHindustries, Inc. MASHindustries, Inc. is a turnkey custom millwork and commercial casework manufacturer that offers state-of-the-art fabrication and professional installation. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11046) on April 24, 2024. In the petition signed by Bernard Brucha, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $10 million in liabilities. Judge Theodor Albert oversees the case. Susan K. Seflin, Esq., at BG LAW LLP, represents the Debtor as legal counsel. MAVENIR SYSTEMS: Invesco Senior Marks $1.4MM Loan at 31% Off ------------------------------------------------------------ Invesco Senior Loan Fund has marked its $1,389,000 loan extended to Mavenir Systems, Inc. to market at $952,416 or 69% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan B to Mavenir Systems, Inc. The loan accrues interest at a rate of 10.34% (3 mo. Term SOFR + 4.75%) per annum. The loan matures on August 13, 2028. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Mavenir Systems, Inc. provides software-based networking solutions. The Company offers internet protocol based voice, videos, communication, and messaging services, as well as multimedia subsystem, evolved packet core, and session border controller. MCDERMOTT INT'L: Invesco Senior Marks $2.1MM Loan at 35% Off ------------------------------------------------------------ Invesco Senior Loan Fund has marked its $2,136,000 loan extended to McDermott International Ltd. to market at $1,388,472 or 65% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Letter of Credit to McDermott International. The loan matures on June 28, 2024. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 About McDermott International Headquartered in Houston, Texas, McDermott (MDR) -- http://www.mcdermott.com/-- is a provider of engineering, procurement, construction and installation and technology solutions to the energy industry. Its common stock was listed on the New York Stock Exchange under the trading symbol MDR. As of Sept. 30, 2019, McDermott had $8.75 billion in total assets, $9.86 billion in total liabilities, $271 million in redeemable preferred stock, and a total stockholders' deficit of $1.38 billion. On Jan. 21, 2020, McDermott International announced that it has the support of more than two-thirds of all its funded debt creditors for a restructuring transaction that will equitize nearly all the Company's funded debt, eliminating over $4.6 billion of debt. McDermott solicited votes from its lenders and bondholders in support of a prepackaged Chapter 11 Plan of Reorganization and commenced the prepackaged Chapter 11 later in the day, on Jan. 21, 2020 in the U.S. Bankruptcy Court for the Southern District of Texas. McDermott International and 224 affiliates on Jan. 21 and 22, 2020, filed Chapter 11 bankruptcy petitions (Bankr. Lead Case No. 20-303360). The Hon. Marvin Isgur was the case judge. The Debtors tapped Kirkland & Ellis LLP (New York) as general bankruptcy counsel; Jackson Walker L.L.P. as local counsel; Alixpartners, LLP as restructuring advisor; AP Services, LLC as operational advisor; Arias, Fabrega & Fabrega as Panamanian counsel; and Baker Botts L.L.P. as corporate counsel. Prime Clerk is the claims agent, maintaining the page https://cases.primeclerk.com/mcdermott PJT Partners is serving as financial advisor for an ad hoc group of McDermott's lenders and equity holders and Davis Polk & Wardwell LP, Weil, Gotshal & Manges and Loyens & Loeff are serving as the ad hoc group's legal counsel. FTI Consulting is serving as financing advisor for the steering committee of McDermott's bank lenders, and Linklaters LLP and Bracewell LLP are serving as the steering committee's legal counsel. MCDERMOTT INT'L: Invesco Senior Marks $528,000 Loan at 58% Off -------------------------------------------------------------- Invesco Senior Loan Fund has marked its $528,000 loan extended to McDermott International Ltd. to market at $220,018 or 42% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a PIK Second Lien Term Loan to McDermott International. The loan accrues at a rate of 3% (3.00% PIK Rate, 6.44% Cash Rate). The loan matures on June 30, 2025. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 About McDermott International Headquartered in Houston, Texas, McDermott (MDR) -- http://www.mcdermott.com/-- is a provider of engineering, procurement, construction and installation and technology solutions to the energy industry. Its common stock was listed on the New York Stock Exchange under the trading symbol MDR. As of Sept. 30, 2019, McDermott had $8.75 billion in total assets, $9.86 billion in total liabilities, $271 million in redeemable preferred stock, and a total stockholders' deficit of $1.38 billion. On Jan. 21, 2020, McDermott International announced that it has the support of more than two-thirds of all its funded debt creditors for a restructuring transaction that will equitize nearly all the Company's funded debt, eliminating over $4.6 billion of debt. McDermott solicited votes from its lenders and bondholders in support of a prepackaged Chapter 11 Plan of Reorganization and commenced the prepackaged Chapter 11 later in the day, on Jan. 21, 2020 in the U.S. Bankruptcy Court for the Southern District of Texas. McDermott International and 224 affiliates on Jan. 21 and 22, 2020, filed Chapter 11 bankruptcy petitions (Bankr. Lead Case No. 20-303360). The Hon. Marvin Isgur was the case judge. The Debtors tapped Kirkland & Ellis LLP (New York) as general bankruptcy counsel; Jackson Walker L.L.P. as local counsel; Alixpartners, LLP as restructuring advisor; AP Services, LLC as operational advisor; Arias, Fabrega & Fabrega as Panamanian counsel; and Baker Botts L.L.P. as corporate counsel. Prime Clerk is the claims agent, maintaining the page https://cases.primeclerk.com/mcdermott PJT Partners is serving as financial advisor for an ad hoc group of McDermott's lenders and equity holders and Davis Polk & Wardwell LP, Weil, Gotshal & Manges and Loyens & Loeff are serving as the ad hoc group's legal counsel. FTI Consulting is serving as financing advisor for the steering committee of McDermott's bank lenders, and Linklaters LLP and Bracewell LLP are serving as the steering committee's legal counsel. MCDERMOTT INT'L: Invesco Senior Marks $817,000 Loan at 47% Off -------------------------------------------------------------- Invesco Senior Loan Fund has marked its $817,000 loan extended to McDermott International Ltd. to market at $429,007 or 53% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Letter of Credit to McDermott International. The loan accrues at a rate of 9.57%. The loan matures on June 30, 2024. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 About McDermott International Headquartered in Houston, Texas, McDermott (MDR) -- http://www.mcdermott.com/-- is a provider of engineering, procurement, construction and installation and technology solutions to the energy industry. Its common stock was listed on the New York Stock Exchange under the trading symbol MDR. As of Sept. 30, 2019, McDermott had $8.75 billion in total assets, $9.86 billion in total liabilities, $271 million in redeemable preferred stock, and a total stockholders' deficit of $1.38 billion. On Jan. 21, 2020, McDermott International announced that it has the support of more than two-thirds of all its funded debt creditors for a restructuring transaction that will equitize nearly all the Company's funded debt, eliminating over $4.6 billion of debt. McDermott solicited votes from its lenders and bondholders in support of a prepackaged Chapter 11 Plan of Reorganization and commenced the prepackaged Chapter 11 later in the day, on Jan. 21, 2020 in the U.S. Bankruptcy Court for the Southern District of Texas. McDermott International and 224 affiliates on Jan. 21 and 22, 2020, filed Chapter 11 bankruptcy petitions (Bankr. Lead Case No. 20-303360). The Hon. Marvin Isgur was the case judge. The Debtors tapped Kirkland & Ellis LLP (New York) as general bankruptcy counsel; Jackson Walker L.L.P. as local counsel; Alixpartners, LLP as restructuring advisor; AP Services, LLC as operational advisor; Arias, Fabrega & Fabrega as Panamanian counsel; and Baker Botts L.L.P. as corporate counsel. Prime Clerk is the claims agent, maintaining the page https://cases.primeclerk.com/mcdermott PJT Partners is serving as financial advisor for an ad hoc group of McDermott's lenders and equity holders and Davis Polk & Wardwell LP, Weil, Gotshal & Manges and Loyens & Loeff are serving as the ad hoc group's legal counsel. FTI Consulting is serving as financing advisor for the steering committee of McDermott's bank lenders, and Linklaters LLP and Bracewell LLP are serving as the steering committee's legal counsel. MEDASSETS SOFTWARE: Invesco Senior Marks $401,000 Loan at 38% Off ----------------------------------------------------------------- Invesco Senior Loan Fund has marked its $401,000 loan extended MedAssets Software Intermediate Holdings, Inc. (nThrive TSG) to market at $250,556 or 62% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan to MedAssets Software. The loan accrues interest at a rate of 12.19% (1 mo. Term SOFR + 6.75%) per annum. The loan matures on December 17, 2029. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Headquartered in Alpharetta, Ga., MedAssets Software Intermediate Holdings, Inc. (dba nThrive) provides healthcare revenue cycle management software-as-a-service (SaaS) solutions, including patient access, charge integrity, claims management, contract management, analytics and education. MEDASSETS SOFTWARE: Invesco Senior Marks $988,000 Loan at 16% Off ----------------------------------------------------------------- Invesco Senior Loan Fund has marked its $988,000 loan extended MedAssets Software Intermediate Holdings, Inc. (nThrive TSG) to market at $830,707 or 84% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a First Lien Term Loan to MedAssets Software. The loan accrues interest at a rate of 9.44% (1 mo. SOFR + 4.00%) per annum. The loan matures on December 18, 2028. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Headquartered in Alpharetta, Ga., MedAssets Software Intermediate Holdings, Inc. (dba nThrive) provides healthcare revenue cycle management software-as-a-service (SaaS) solutions, including patient access, charge integrity, claims management, contract management, analytics and education. MEDICAL PROPERTIES: Moody's Cuts CFR to B1, On Review for Downgrade ------------------------------------------------------------------- Moody's Ratings downgraded Medical Properties Trust, Inc.'s (MPT or the REIT) Corporate Family Rating to B1 from Ba2. Moody's also downgraded the backed senior unsecured debt rating of the REIT's operating subsidiary, MPT Operating Partnership, LP's, to B1 from Ba2. Moody's placed the ratings on review for further downgrade. The speculative grade liquidity (SGL) rating was downgraded to SGL-4 from SGL-3. Previously, the outlooks were negative. The rating actions reflect MPT's deteriorating credit profile and weakening financial metrics as a result of the reduced rent received from its largest tenant Steward Health Care (Steward), which recently filed for bankruptcy protection, over at least the first half of 2024. The downgrade also reflects MPT's weak liquidity as the REIT continues to rely on asset sales to meet its 2025 maturity, and recently reduced the size of its revolving credit facility. Governance is a key driver of the action, and reflects Moody's concerns over the lack of visibility and heightened uncertainty on the financial health of one of MPT's largest tenants. The review will focus on Steward's bankruptcy proceedings, the releasing of hospitals currently operated by Steward and the resulting impact it will have on MPT's long term credit profile. RATINGS RATIONALE MPT's B1 CFR reflects the REIT's high financial leverage, with net debt/EBITDA (Moody's adjusted) expected to remain above 8x in 2024, as a result of its exposure to Steward, which has been paying only a fraction of rent in Q1 2024 and filed for bankruptcy protection in May. MPT's liquidity is weak, and Moody's views the REIT's access to public capital markets as limited given the current leverage, market conditions and equity prices. MPT's B1 CFR also reflects its large scale and geographic diversification, with around 60% of revenues generated in the United States, 30% in the UK and 10% from various other countries. The REIT also maintains some property type diversification with investments in various types of hospitals and other healthcare facilities, including inpatient rehabilitation hospitals and behavioral health facilities, which each serve different patient populations and have different reimbursement mechanisms. MPT's liquidity profile is currently weak as reflected in its SGL-4 speculative grade liquidity rating. MPT recently reduced the size of its revolver to $1.4 billion from $1.8 billion, with more than $1 billion drawn under the facility. The REIT has large maturities looming, with $1.4 billion of debt maturing in Q1 2025. Assets sales have been successfully concluded in the past two quarters but more are needed to tackle upcoming maturities and the timing and success of those remains uncertain. The REIT recently agreed with its banks to waive the unsecured debt/unencumbered assets covenant for the June 2024 test, but long term compliance with this covenant will depend on asset sales to repay debt and Steward's bankruptcy proceedings as the covenant caps the amount of unencumbered assets exposed to tenants in bankruptcy at 10%. Moody's expects to conclude its review once it has visibility over the long term impact of Steward's bankruptcy on MPT's operations, revenue and financial metrics, and its liquidity. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade or downgrade of the ratings will be updated once the review is completed. The principal methodology used in these ratings was REITs and Other Commercial Real Estate Firms published in February 2024. MEDLINE BORROWER: Moody's Ups CFR to B1 & Alters Outlook to Pos. ---------------------------------------------------------------- Moody's Ratings upgraded Medline Borrower, LP (d/b/a "Medline") ratings, including the Corporate Family Rating to B1 from B2 and the Probability of Default Rating to B1-PD from B2-PD. Concurrently, Moody's upgraded the ratings on the existing senior secured bank credit facilities and senior secured notes to Ba3 from B1. Moody's also upgraded the ratings of the company's senior unsecured bonds to B3 from Caa1. The outlook was changed to positive from stable. The ratings upgrade reflects Medline's strong operational performance which has driven sustained earnings growth and a decline in leverage. Moody's calculates Medline's debt-to-EBITDA at approximately 5.7 times as of March 31, 2024. Moody's expects continued earnings growth to drive leverage to the low 5 times range over the next 12 to 18 months. The upgrade also reflects Moody's expectations of continued strong free cash flow generation. The revision in outlook reflects Moody's expectations that Medline will maintain strong earnings growth, solid credit metrics and very good liquidity. RATINGS RATIONALE Medline's B1 CFR reflects its moderately high financial leverage which Moody's expects it to be in the low 5 times range over the next 12 to 18 months driven by strong earnings growth. The company's debt-to-EBITDA was at 5.7 times as of March 31, 2024. Medline's ratings are supported by the company's position as a leading manufacturer and distributor of a broad range of medical products with a focus on single use products with low levels of technological obsolescence risk. The company services a sizable and stable end market, and has been increasing its number of prime vendor relationships over the past several years, where Medline serves as the exclusive supplier to a particular hospital or hospital system for a period of time. The rating is also supported by Medline's strong free cash flow generation, driven by top-line revenue growth and improving margins. The company's cash flow generation will fund the company's ability to make tuck-in acquisitions without increasing leverage. The positive outlook reflects Moody's expectations that Medline will maintain strong earnings growth and very good liquidity. Moody's expects adjusted debt/EBITDA to improve to the low 5x range over the next 12-18 months. Medline's CIS-4 (previously CIS-5) indicates that the rating is lower than it would have been if ESG risk exposures did not exist. Medline has exposure to environmental risks (E-4) as a distributor utilizing a fossil fuel dependent truck fleet. The company's social risk stems from its indirect exposure to reimbursement risks through its hospital customers. Governance risks (G-4, previously G-5) reflect the company's high financial leverage as well as private equity ownership, which creates the risk of aggressive financial policies. This risk is mitigated by management's good track record of earnings growth and deleveraging since the LBO. Moody's expects Medline will maintain very good liquidity. The company will operate with a strong cash balance as Moody's expects free cash flow will be at least $600 million in 2024. The company has access to a $1 billion revolving credit facility which Moody's expects will remain undrawn. The company's secured credit facilities (approx. $7.6 billion) and secured notes ($5.5 billion) are rated Ba3, one notch higher than the corporate family rating. The secured debt benefits from the loss absorption provided by $2.5 billion of senior unsecured notes. The B3 rating on the senior unsecured notes reflects the notes' junior position relative to the significant amount of senior secured debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Medline maintains moderate financial policies, very good liquidity and strong earnings growth. Quantitatively ratings could be upgraded if debt/EBITDA is expected to be below 4.5 times. The ratings could be downgraded if Medline were to suffer market share erosion, if financial policies become more aggressive or if liquidity deteriorates. Quantitatively ratings could be downgraded if debt/EBITDA is sustained above 6 times. Headquartered in Northfield, IL, Medline Borrower, LP is a leading manufacturer and distributor of healthcare supplies to hospitals, post-acute settings, physicians' offices and surgery centers. Following the 2021 leveraged buyout, The Blackstone Group, The Carlyle Group, Hellman & Friedman LLC (collectively the Sponsors), and other investors own a significant majority of Medline with the balance held by the Mills family. Revenue as of the LTM period ending March 31, 2024 was approximately $24 billion. The principal methodology used in these ratings was Medical Products and Devices published in October 2023. MELLO JOY: Kicks Off Chapter 11 Bankruptcy Proceeding ----------------------------------------------------- Mello Joy Distributing LLC filed for chapter 11 protection in the Western District of Louisiana. According to court filing, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for June 3, 2024, at 2:00 PM at UST-LA3, TELEPHONIC MEETING. CONFERENCE LINE:866-762-6425, PARTICIPANT CODE:8530051#. About Mello Joy Distributing Mello Joy Distributing LLC operates as a coffee manufacturing and distributing company. The Company's services include full service packaging, delivery, and marketing. Mello Joy's products include creamer and sugar, bottled water, coffee and tea. Mello Joy Distributing LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. La. Case No. 24-50338) on April 25, 2024. In the petition filed by Gregory E. Elmore, as general manager, the Debtor reported assets between $1 million and $10 million and liabilities between $500,000 and $1 million. The Honorable Bankruptcy Judge John W. Kolwe oversees the case. The Debtor is represented by: H. Kent Aguillard, Esq. 313 N. Chestnut St., Suite C Lafayette, LA 7050 META MATERIALS: Incurs $7.51 Million Net Loss in First Quarter -------------------------------------------------------------- Meta Materials Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $7.51 million on $3.27 million of total revenue for the three months ended March 31, 2024, compared to a net loss of $18.67 million on $1.41 million of total revenue for the three months ended March 31, 2023. As of March 31, 2024, the Company had $46.36 million in total assets, $28.03 million in total liabilities, and $18.33 million in total stockholders' equity. Meta Materials said, "Management has concluded the likelihood that our plan to successfully obtain sufficient funding, or adequately reduce expenditures, while possible, is less than probable because these plans are not entirely within our control. We continue to evaluate all available strategic alternatives including, but not limited to, the divestiture of assets, additional financing security and/or the sale of the Company. There can be no assurance regarding the outcome of this process. Without an influx of cash to support operations, the Company faces financial hardship that may result in bankruptcy proceedings. Accordingly, we have concluded that substantial doubt exists about our ability to continue as a going concern for a period of at least twelve months from the date of issuance of these condensed consolidated interim financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1431959/000095017024058713/mmat-20240331.htm About Meta Materials Headquartered in Nova Scotia, Canada, Meta Materials Inc. is an advanced materials and nanotechnology company. The Company is developing materials that it believes can improve the performance and efficiency of many current products as well as allow new products to be developed that cannot otherwise be developed without such materials. The Company develops new products and technologies using innovative sustainable science. The Company has product concepts currently in various stages of development with multiple potential customers in diverse market verticals. The Company's business model is to co-develop innovative products or applications with industry leaders that add value. Vaughan, Canada-based KPMG LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and requires additional financing to fund its operations that raise substantial doubt about its ability to continue as a going concern. MIDWEST DOUGH: Seeks Cash Collateral Access ------------------------------------------- Midwest Dough Guys, LLC asks the U.S. Bankruptcy Court for the District of Nebraska for authority to use cash collateral and provide adequate protection. The U.S. Internal Revenue Service is a first-priority secured creditor of the Debtor, having a valid first priority, perfected blanket lien upon all of the Debtor's assets by virtue of a notice of tax lien filed August, 2023 which has priority over other prior liens under the Internal Revenue Code. IRS has filed a claim in the case stating a secured claim of $76,855, a priority unsecured claim of $160,523 and a general unsecured portion of $25,719. The Debtor does not dispute the validity, priority or effect of IRS' secured claim, or its first-priority position, upon the Collateral. The Debtor has requested agreement by the IRS on use of cash collateral, however, it does not have a stipulation in place yet and Debtor needs to continue operating. The Debtor proposes: a. Debtor will maintain at least $20,000 in inventory/cash combined value at any given time during the pendency of the case until plan confirmation; b. Debtor will commence payments, as adequate protection to IRS in the amount of $2,000, until plan confirmation. First payment swill hall be made to IRS upon Bankruptcy Court approval of the Stipulation and on or before the 15th day of each month thereafter. c. Debtor will provide IRS with a post-petition replacement lien on all Collateral subject to IRS' pre-petition lien, including but not limited to all prepetition collateral, in the same amount and in the same priority as IRS had prepetition until IRS' claim is paid in full. d. Debtor will maintain adequate insurance on IRS' Collateral. The Debtor will provide IRS with proof of said insurance upon demand. A copy of the motion is available at https://urlcurt.com/u?l=97pKeB from PacerMonitor.com. About Midwest Dough Guys, LLC Midwest Dough Guys, LLC is an American chain of calzone restaurants. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Neb. Case No. 24-40406) on April 30, 2024. In the petition signed by Nickolas T. Rowan, authorized signer, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Thomas L Saladino oversees the case. John A. Lentz, Esq., at LENTZ LAW, PC, LLO, represents the Debtor as legal counsel. MLN US HOLDCO: Invesco Senior Marks $1.4MM Loan at 86% Off ---------------------------------------------------------- Invesco Senior Loan Fund has marked its 1,356,000 loan extended to MLN US HoldCo LLC (dba Mitel) to market at $187,646 or 14% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Third Lien Term Loan to MLN US HoldCo. The loan accrues interest at a rate of 14.66% per annum. The loan matures on October 18, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The Company's customer focus is on small and medium sized businesses. Mitel is majority-owned by private equity firm Searchlight Capital Partners. MLN US HOLDCO: Invesco Senior Marks $1.5MM Loan at 40% Off ---------------------------------------------------------- Invesco Senior Loan Fund has marked its $1,459,000 loan extended to MLN US HoldCo LLC (dba Mitel) to market at $875,433 or 60% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan to MLN US HoldCo. The loan accrues interest at a rate of 11.85% per annum. The loan matures on October 18, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The Company's customer focus is on small and medium sized businesses. Mitel is majority-owned by private equity firm Searchlight Capital Partners. MLN US HOLDCO: Invesco Senior Marks $3.5MM Loan at 80% Off ---------------------------------------------------------- Invesco Senior Loan Fund has marked its $3,536,000 loan extended to MLN US HoldCo LLC (dba Mitel) to market at $707,170 or 20% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan B-1 to MLN US HoldCo. The loan accrues interest at a rate of 12.11% per annum. The loan matures on October 18, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 MLN US Holdco LLC, dba Mitel, headquartered in Ottawa, Canada, provides phone systems, collaboration applications (voice, video calling, audio and web conferencing, instant messaging etc.) and contact center solutions through on-site and cloud offerings. The Company's customer focus is on small and medium sized businesses. Mitel is majority-owned by private equity firm Searchlight Capital Partners. MMA LAW FIRM: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Chapter 11 case of MMA Law Firm, PLLC. The committee members are: 1. PCG Claims, LLC 2000 Mallory Lane Suite 130 #239 Franklin, TN 37067 Scott Jamison (833) 724-2424 scott@consultpcg.gov 2. Louisiana Farm Bureau P.O. Box 95008 Baton Rouge, LA 70895 Jenna Crousillac (225) 922-6360 jcrousillac@sfbcic.com 3. Global Estimating Services, Inc. 27657 Commerce Oaks Drive Conroe, TX 77385 Scott Jacobi (936) 234-1404 sjacobi@arsgem.com 4. FCC 3799 Country Road 4235 DeKalb, TX 75559 Diane Evans (321) 480-9241 devansfcc@gmail.com 5. Disaster Solutions 192 Solheim Ln. Raleigh, NC 27603 Derek Ford (919) 725-1950 dford@mydisastersolutions.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About MMA Law Firm MMA Law Firm PLLC is a law firm specializing in insurance claim management, negotiation, and litigation. MMA Law Firm PLLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31596) on April 9, 2024. In the petition signed by Zach Moseley, as managing member, the Debtor estimated assets between $100 million and $500 million and estimated liabilities between $10 million and $50 million. The Honorable Bankruptcy Judge Eduardo V. Rodriguez oversees the case. The Debtor is represented by Johnie Patterson, Esq. at Walker & Patterson, P.C. MOLD-RITE PLASTIC: Invesco Senior Marks $1.1MM Loan at 18% Off -------------------------------------------------------------- Invesco Senior Loan Fund has marked its $1,106,000 loan extended to Mold-Rite Plastics LLC (Valcour Packaging LLC) to market at $909,213 or 82% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in First Lien Term Loan to Mold-Rite Plastics. The loan accrues interest at a rate of 9.19% (1 mo. USD LIBOR + 3.75%) per annum. The loan matures on October 4, 2028. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Mold-Rite Plastics, LLC produces and distributes plastic products. The Company offers hinged single flap dispensing, strap caps, plugs, disc tops, open spouts, cover caps, and jars. Mold-Rite Plastics markets its products to pharmaceutical, food, chemical, personal care, and automotive sectors. MOXY RESTAURANT: Wins Cash Collateral Access on Final Basis ----------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Moxy Restaurant Associates, Inc. to use cash collateral, on a final basis, in accordance with the budget, with a 10% variance. JPMorgan Chase Bank and U.S. Small Business Administration assert an interest in the Debtor's cash collateral. The Debtor entered into a Credit Agreement with JPMorgan Chase on February 10, 2020 for a line of credit in the principal amount of $50,000. The Debtor entered into a security agreement in connection with this credit agreement, which provided JPMorgan Chase with a security interest in, inter alia, accounts and proceeds thereof. JPMorgan Chase filed a UCC-1 with the NY Secretary of State with respect to this security agreement on February 13, 2020, File Number 202002135196560. The Debtor entered into a second Credit Agreement with JPMorgan Chase on December 27, 2023 for a line of credit in the principal amount of $200,000. The Debtor entered into a security agreement with this credit agreement, which provided JPMorgan Chase with a security interest in, inter alia, accounts and proceeds thereof. JPMorgan Chase filed a UCC-1 with the NY Secretary of State respect to this security agreement on January 9, 2024, File Number 202401095046762. The Debtor obtained two Paycheck Protection Program loans from the U.S. Small Business Administration. The U.S. SBA filed a UCC-1 with the NY Secretary of State on September 5, 2020, File Number 202009057527776, asserting a security interest in, inter alia, accounts and proceeds thereof. As of the Petition Date, JPMC is owed $ 142,200 and the SBA is owed $194,180. As adequate protection for the Debtor's use of cash collateral, the Lenders are granted replacement liens in all of its prepetition and post-petition assets and proceeds, to the extent that the Lenders have valid security interests in said pre-petition assets on the Petition Date and in the continuing order of priority that existed as of the Petition Date. The Replacement Liens will be subject and subordinate only to: (i) the claims of Chapter 11 professionals duly retained in the Chapter 11 cases and to the extent awarded pursuant to Sections 330 or 331 of the Code; (ii) United States Trustee fees pursuant to 28 U.S.C. Section 1930 and 31 U.S.C. Section 3717 and any Clerk's filing fees; (iii) fees and expenses incurred in connection with any investigation of the nature, extent and validity of Lenders' liens and security interests in an amount not to exceed $10,000; and (iv) the fees and commissions of a hypothetical Chapter 7 trustee in an amount not to exceed $10,000. The liens and security interests granted are deemed perfected without the necessity for filing or executing documents which might otherwise be required under non-bankruptcy law for perfection of said security interests. A copy of the order is available at https://urlcurt.com/u?l=l9SUgJ from PacerMonitor.com. About Moxy Restaurant Associates Inc. Moxy Restaurant Associates, Inc. operates as a full-service restaurant in New York. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. N.Y. Case No. 24-10449) on March 19, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Thomas McCarthy, director, signed the petition. Judge Michael E. Wiles oversees the case. Vincent Roldan, Esq., at Mandelbaum Barrett, PC represents the Debtor as legal counsel. MT DISTILLERY: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------- Kirk O’Neil of The Street reports that the trend of spirits companies filing bankruptcy continued as Montana Distillery, which produces a dozen varieties of vodka, gin and whiskey, on April 29 filed for Chapter 11 bankruptcy in the U.S. Bankruptcy Court for the District of Montana, four years after relocating to another city to hopefully cut expenses and survive. The Stevensville, Mont., distiller listed up to $50,000 in assets and $500,000 to $1 million in liabilities in its petition. Its largest unsecured creditors included the U.S. Small Business Administration, owed $523,421, and the Internal Revenue Service, owed $161,342. The debtor faced rising costs and property taxes and decreased revenues caused by the Covid-19 pandemic when it pulled up stakes at its Missoula, Mont., distillery business, relocated to Stevensville in August 2020 and opened its tasting room on Christmas Eve 2020, KYSS FM Radio reported. The distillery made it almost four years before negative economic factors apparently pushed the company to file bankruptcy. About MT Distillery MT Distillery LLC -- http://www.themtdistillery.com/-- doing business as The Montana Distillery, is located in beautiful downtown Stevensville, MT. It is Montana's oldest fully functioning distillery since prohibition. MT Distillery LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mont. Case No. 24-90081) on April 29, 2024. In the petition filed by Sharie L. McDonald, as managing member, the Debtor estimated assets up to $50,000 and liabilities between $500,000 and $1 million. The Debtor is represented by: Matthew F. Shimanek Shimanek Law PLLC 5566 EXPEDITION DRIVE LOLO, MT 59847 MT. CHARLESTON: Hires Nevada Bankruptcy as Legal Counsel -------------------------------------------------------- Mt. Charleston Village, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Nevada Bankruptcy Attorneys, LLC as counsel. The firm will provide these services: a. prepare, review, revise and file Schedules, Statement of Financial Affairs, amendments, financial disclosures, status reports, files, records and information necessary for the bankruptcy case; b. advise the Debtor in the performance of its powers, rights, obligations, and duties as a debtor in possession; c. advise the Debtor regarding the operation of the Debtor's business and management of its property and assets during the case; d. advise the Debtor concerning the laws, local rules, practices and procedures and providing substantive and strategic advice on how to accomplish the Debtor's goals in connection with the prosecution of the case; e. prepare, review and revise necessary applications, motions, answers, orders, reports and other legal papers to prosecute the bankruptcy case to completion; f. appear and provide legal counsel to the Debtor during the meeting of creditors, Debtor interviews, examinations, depositions, hearings, and other legal proceedings; g. assist the Debtor in formulating a feasible plan of reorganization and obtain confirmation thereof; and h. assist in all other matters necessary or advisable for the successful administration and completion of the bankruptcy matter. The firm will be paid at these rates: Senior Attorneys $495 per hour Associate Attorneys $350 per hour Paralegals $185 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm received from the Debtor an initial retainer of $10,000. Matthew I. Knepper, Esq., a partner at Nevada Bankruptcy Attorneys 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: Matthew I. Knepper, Esq. Shawn W. Miller, Esq. Nevada Bankruptcy Attorneys LLC 5940 S Rainbow Blvd., Suite 400 Las Vegas, NV 89118 Tel: (702) 660-4228 Email: mknepper@nvbankruptcyattorneys.com shawn@nvbankruptcyattorneys.com About Mt. Charleston Village, LLC Mt. Charleston Village, LLC is primarily engaged in servicing land and subdividing real property into lots, for subsequent sale to builders. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-10774) on February 21, 2024, with $1 million to $10 million in assets and $500,000 to $1 million in liabilities. Richard Priest, manager, signed the petition. Matthew Knepper, Esq., at Nevada Bankruptcy Attorneys, LLC represents the Debtor as legal counsel. MYRTLE HOMOSASSA: Hires Titan Tax & Accounting as Accountant ------------------------------------------------------------ Myrtle Homosassa LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Titan Tax & Accounting Services Inc. as accountant. The firm will prepare accounting and federal and state tax returns for the year 2023 on behalf of the Debtor. The firm will be paid a flat fee of $2,850 for the preparation of tax returns for the year 2023. Christopher Gonzalez, a partner at Titan Tax & Accounting Services 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: Christopher Gonzalez Titan Tax & Accounting Services Inc. 2200 Camp Avenue Merrick, NY 11566 About Myrtle Homosassa LLC Myrtle Homosassa is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is a 1/3 owner of a commercial property located at 3959 S Suncoast Blvd. having an assessed value of $1 million. Myrtle Homosassa LLC in Franklin Square, NY, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 24-41187) on March 20, 2024, listing $1,047,522 in assets and $2,550,000 in liabilities. Paul Amato as managing member, signed the petition. Judge Jil Mazer-Marino oversees the case. BRONSON LAW OFFICES PC serve as the Debtor's legal counsel. NEW TENT: Seeks to Hire Jacobs P.C. as Legal Counsel ---------------------------------------------------- New Tent LLC and its affiliate seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Jacobs P.C. as counsel. The firm's services include: a. advising the Debtors with respect to their powers and duties as debtors in possession in the continued management and operation of their businesses and properties; b. advising and consulting on the conduct of these Chapter 11 cases; c. taking all necessary actions to protect and preserve the Debtors' estates; d. preparing pleadings in connection with these Chapter 11 cases; e. advising the Debtors in connection with any potential sale of assets; f. appearing before the Court and any appellate courts to represent the interests of the Debtors' estates; g. advising the Debtors regarding tax matters; h. taking any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a chapter 11 plan and all documents related thereto; and i. performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. The firm will be paid at these rates: Partners $1,000 per hour Associates $575 to $715 per hour Paralegals $210 to $300 per hour The Retainer for such services was paid by one of those affiliated parties, the Chen Foundation ("Chen"). An initial retainer was paid by Chen of $50,000 on November 14, 2023, and a second payment of $100,000 was paid by Chen on December 13, 2023. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Leo Jacobs, Esq., a partner at Jacobs 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: Leo Jacobs, Esq. Jacobs P.C. 595 Madison Avenue, 39th Floor New York, NY 10022 Tel: (212) 229-0476 Email: leo@jacobspc.com About New Tent LLC New Tent, LLC in New York, NY, filed its voluntary petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 24-10015) on January 5, 2024, listing as much as $50 million to $100 million in both assets and liabilities. Ted Chen as managing member, signed the petition. JACOBS PC serve as the Debtor's legal counsel. NORTH CAROLINA THEATRE: Court OKs Interim Cash Collateral Access ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, authorized The North Carolina Theatre to continue using cash collateral, on an interim basis, in accordance with the budget, with a 10% variance. The Debtor will require necessary funds for operating its business and other expenses. The Debtor and the U.S. Small Business Administration are parties to a Loan Authorization and Agreement, Note, and Security Agreement dated May 31, 2020, whereby the SBA loaned $150,000 to the Debtor. As of the Petition Date there was approximately $156,305 owing to the SBA. As security for the indebtedness under the SBA Documents, it appears the Debtor may have granted to the SBA a security interest in all of the Debtor's tangible and intangible personal property. The Debtor and Truist are parties to a Note and Security Agreement, dated on or about November 2022 whereby Truist loaned certain funds to the Debtor. As of the Petition Date there was approximately $300,000 owing to Truist pursuant to the Truist Documents. The court ruled that the SBA's and Truist's liens on the collateral securing its indebtedness will extend to the Debtor's post-petition assets to the extent they are secured as of the petition date. The post-petition lien and security interest provided for will survive the term of the Order to the extent the pre-petition lien was valid, perfected, enforceable, and non-avoidable as of the petition date. The replacement lien granted to the SBA and Truist will be subject to and subordinate to a carve-out for the payment of allowed professional fees and disbursements incurred by Court approved professionals. These events constitute an "Event of Default": a. the Debtor will fail to comply with any of the terms or conditions of the Order; b. the Debtor will fail to maintain insurance on the Property; or c. failure to file a Plan in accordance with Orders of the Court. A further hearing on the matter is set for June 11, 2024 at 10:30 a.m. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=IdomAN from PacerMonitor.com. The Debtor projects $50,000 in total income and $49,718 in total expenses for the period from May 26 to June 25, 2024. About The North Carolina Theatre The North Carolina Theatre is a professional theatre company producing live musical theatre. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. N.C. Case No. 24-00596) on February 23, 2024. In the petition signed by John A. Zaloom, chairman of the Board of Directors, the Debtor disclosed $204,912 in assets and $2,123,225 in liabilities. Judge David M. Warren oversees the case. Rebecca F. Redwine, Esq., at HENDREN, REDWINE & MALONE, PLLC, represents the Debtor as legal counsel. NORTH GEORGIA NURSING: Wins Cash Collateral Access Thru June 9 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia, Gainesville Division, authorized North Georgia Nursing Academy, LLC to use cash collateral, on an interim basis, in accordance with the budget, through June 9, 2024. The court ruled, as adequate protection, all pre-petition liens of the U.S. Small Business Administration will continue until further order of the Court. The Debtor is directed to continue to operate and maintain his business and properties in accordance with the Budget and the order. No adequate protection cash payments will by made by the Debtor to the SBA. A final hearing on the matter is set for May 30, 2024 at 10:30 a.m. A copy of the order is available at https://urlcurt.com/u?l=aPHg7K from PacerMonitor.com. About North Georgia Nursing Academy, LLC North Georgia Nursing Academy, LLC is a nursing school that provides students with the knowledge and technical training required for a career in the medical field. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20527) on May 6, 2024. In the petition signed by April Kidd, director and sole member, the Debtor disclosed $4,853,000 in assets and $2,646,720 in liabilities. Judge James R. Sacca oversees the case. Douglas Jacobson, Esq., at Law Offices of Douglas Jacobson, LLC, represents the Debtor as legal counsel. OI EUROPEAN: Moody's Rates New Senior Unsecured Notes 'Ba3' ----------------------------------------------------------- Moody's Ratings assigned a Ba3 rating to the proposed senior unsecured notes issued by OI European Group B.V., a subsidiary of O-I Glass, Inc. ("O-I"). O-I's Ba3 corporate family rating, Ba3-PD probability of default rating, the Speculative Grade Liquidity rating (SGL) of SGL-1, and the instrument ratings of O-I's subsidiaries all remain unchanged. The outlook is stable. The note proceeds will be used for general corporate purposes, including the repayment, repurchase or redemption of the existing senior unsecured notes at OI European Group B.V. that will mature in 2025. Moody's expects the proposed notes to be pari passu with OI European Group B.V.'s existing unsecured notes. "Moody's view this as a leverage neutral, refinancing transaction although the proceeds will temporarily increase the group's total debt on a gross basis until the existing notes mature in 2025," said Motoki Yanase, VP - Senior Credit Officer at Moody's. RATINGS RATIONALE The Ba3 rating on the senior unsecured notes at OI European Group B.V. reflects their position at the European holding company and guarantees from certain US domestic subsidiaries, including Owens-Brockway Glass Container, Inc. and from Owens-Illinois Group, Inc., an intermediate holding company in the group. The notes do not benefit from upstream guarantees from the European operating companies. OI European Group B.V.'s senior unsecured notes are contractually subordinated to the group's senior secured credit facilities, including the revolver and the term loans, which are not rated by Moody's. O-I's Ba3 CFR reflects the company's (i) leading market position as the largest glass packaging company in the world (measured by revenue and volume), (ii) broad manufacturing presence with 69 manufacturing facilities across 19 countries, (iii) high exposure to defensive end markets (beer, soft drinks, spirits, and food), and (iv) strategic relationships with blue chip customers. In addition, the rating is supported by O-I's revenue, EBITDA and operating free cash flow visibility with about 55% of sales being under long-term contracts, and which include provisions for raw material and energy costs pass-through. At the same time, Moody's rating takes into consideration the company's debt leverage, European exposure, product concentration risk, and low growth. The stable outlook reflects Moody's expectation that O-I will grow revenue organically, improve profitability and generate free cash flow that can be used to control total debt. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded if adjusted debt-to-EBITDA is below 4.0x, EBITDA-to-interest coverage is above 5.5x, and free cash-to-debt is above 7.5%. The ratings could be downgraded if adjusted debt-to-EBITDA is above 4.75x, EBITDA-to-interest coverage is below 4.5x, and free cash-to-debt is below 5.0%. The principal methodology used in this rating was Packaging Manufacturers: Metal, Glass and Plastic Containers published in December 2021. Headquartered in Perrysburg, Ohio, Owens-Illinois Group, Inc. is a global glass packaging company. For the twelve months that ended in March 2024, O-I generated about $6.9 billion in revenues. ORBIT MARKETING LLC: Dives in Chapter 11 Bankruptcy --------------------------------------------------- Orbit Marketing LLC protection in the Western District of Michigan without stating the reason. Two of Orbit Marketing's subsidiaries also filed petitions: Millers Wholesale, Inc. and Venem, LLC. Orbit Marketing operates a business selling solar energy systems to individuals and small businesses throughout Michigan. Orbit Marketing, LLC operates its clean energy sales business under the assumed name "Climax Solar." Climax Solar’s business territory includes the entire state of Michigan, and much of its business is centered around the Kalamazoo / Battle Creek, and Southwest Michigan region According to court filing, the Debtor reports $9,699,929 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Orbit Marketing Orbit Marketing LLC is a solar power solutions provider in Southwest Michigan. Orbit Marketing sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-01123) on April 27, 2024. In the petition signed by Joshua L. Thompson, as sole member, the Debtor reports total assets of $5,117,054 and total liabilities of $9,699,929. The Debtor is represented by: James R. Oppenhuizen, Esq. Oppenhuizen Law Firm, PLC 7017 S. Westnedge Ave. Portage, MI 49002 Tel: 616-730-1861 Fax: 616-930-4201 Email: joppenhuizen@oppenhuizenlaw.com ORBIT MARKETING: Court OKs Interim Cash Collateral Access --------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Michigan authorized Orbit Marketing, LLC to use cash collateral, on an interim basis, in accordance with the budget, with a 15% variance, through May 21, 2024. LAFCU 106 N. Marketplace Blvd. Lansing, MI 48917 asserts a first priority security interest in certain cash collateral. The Loan Documents provide that LAFCU asserts that it is secured by a mortgage on 265 Lake Shore Dr. Battle Creek, MI, as well as a first priority perfected security interest in the Debtor's deposit account(s) at LAFCU. Wells Fargo Commercial Distribution Finance, LLC, 5595 Trillium Blvd. Hoffman Estates, IL 60192 holds a security interest in all personal property of the Debtor. LAFCU was owed approximately $1.2 million; and Wells was owed approximately $88,000, as of April 27, 2024. As adequate protection, Wells Fargo Commercial Distribution Finance, LLC will receive replacement liens in the Debtor's post-petition assets of the same nature, validity and extent as Wells had pre-petition, in order to protect against the diminution in value of any of Wells' collateral. The Post-Petition Lien will be subject and junior in priority to: (i) any non-avoidable, perfected pre-petition liens in the Collateral of any other party that are superior in priority to Wells' pre-petition liens in such Collateral, and (ii) any pre-petition lien(s) of Wells against the Collateral that are subsequently avoided and preserved for the benefit of the Debtor's estate pursuant to 11 U.S.C. section 551. The Debtor's authority to use the cash collateral will immediately and automatically terminate upon the earlier of (a) the dismissal or conversion of the bankruptcy case to a Chapter 7; (b) the appointment of a trustee or examiner in the bankruptcy case; (c) the entry of an order granting Wells relief from the automatic stay provisions of 11 U.S.C. Section 362; (d) the written agreement of Wells and the Debtor; or (e) the conclusion of the Interim Hearing on the Debtor's Emergency Motion for an Order Authorizing Use of Cash Collateral. A copy of the order is available at https://urlcurt.com/u?l=Zk4AjM from PacerMonitor.com. About Orbit Marketing, LLC Orbit Marketing, LLC is a solar power solutions provider in Southwest Michigan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-01123) on April 27, 2024. In the petition signed by Joshua L. Thompson, sole member, the Debtor disclosed $5,117,054 in assets and $9,699,929 in liabilities. Judge Scott W. Dales oversees the case. James R. Oppenhuizen, Esq., at OPPENHUIZEN LAW FIRM, PLC, represents the Debtor as legal counsel. ORIGINCLEAR INC: Incurs $15.9 Million Net Loss in First Quarter --------------------------------------------------------------- OriginClear, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $15.90 million on $6,573 of sales for the three months ended March 31, 2024, compared to a net loss of $491,534 on $6,573 of sales for the three months ended March 31, 2023. As of March 31, 2024, the Company had $2.45 million in total assets, $49.70 million in total liabilities, $7.34 million in commitments and contingencies, and a total stockholders' deficit of $54.58 million. OriginClear said, "The Company has not generated significant revenue, and has negative cash flows from operations, which raise substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to continue as a going concern and appropriateness of using the going concern basis is dependent upon, among other things, raising additional capital and increasing sales. We obtained funds from investors during the three months ending March 31, 2024. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain restrictions on our operations, in the case of debt financing, or cause substantial dilution for our stockholders, in case of equity financing." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1419793/000121390024043834/ea0206172-10q_originclear.htm About OriginClear Headquartered in Clearwater, FL, OriginClear was founded as OriginOil in 2007 and began trading on the OTC in 2008. In 2015, it was renamed as OriginClear to reflect its new mission to develop breakthrough businesses in the industrial water sector. Today, OriginClear structures itself as the Clean Water Innovation Hub and intends to use its well-developed retail investor development capabilities to help bring potentially disruptive companies to market. For the foreseeable future, however, OriginClear intends to devote its entire capabilities to the success of its subsidiary, Water On Demand, Inc. The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 18, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. OUTLOOK THERAPEUTICS: Incurs $114M Net Loss in Second Quarter ------------------------------------------------------------- Outlook Therapeutics, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $114.29 million for the three months ended March 31, 2024, compared to a net loss of $6.65 million for the three months ended March 31, 2023. For the six months ended March 31, 2024, the Company reported a net loss of $125.47 million, compared to a net loss of $25.32 million for the six months ended March 31, 2023. As of March 31, 2024, the Company had $59.03 million in total assets, $193.26 million in total liabilities, and a total stockholders' deficit of $134.24 million. Outlook Therapeutics said, "The Company has incurred recurring losses and negative cash flows from operations since its inception and has an accumulated deficit of $593,385,368 as of March 31, 2024, which raises substantial doubt about the Company's ability to continue as a going concern. "Management does not believe that the existing cash and cash equivalents as of March 31, 2024, combined with the proceeds from the Syntone private placement in April 2024, are sufficient to fund the Company's operations through one year from the date of this Quarterly Report on Form 10-Q. As a result, there is substantial doubt about the Company's ability to continue as a going concern and additional financing will be needed by the Company to fund its operations in the future and to commercially develop ONS-5010 and to develop any other product candidates. Management is currently evaluating different strategies to obtain the required funding for future operations, including but not limited to, continuing to access capital through at-the-market offering agreements (refer to Note 9 for further details), proceeds from potential licensing and/or marketing arrangements or collaborations with pharmaceutical or other companies, the issuance of equity securities, the issuance of additional debt, and revenues from potential future product sales, if any. There can be no assurance that these future funding efforts will be successful." Management Comments "We are extremely pleased with our corporate, clinical, and regulatory progress. On the regulatory front, we continue to drive toward anticipated marketing authorization of ONS-5010 in the EU and have also submitted our marketing application for authorization in the UK. In the US, we are executing on our NORSE EIGHT clinical trial and advancing toward a topline data readout expected in the fourth quarter of calendar year 2024. On the financial front, assuming full exercise of the warrants issued in our recent private placement transactions, we believe we now have access to sufficient capital to take ONS-5010 through potential FDA approval and funding of the commercial launch," commented Russell Trenary, president and chief executive officer of Outlook Therapeutics. "We remain steadfast in our mission to enhance the standard of care in the retinal anti-VEGF space. On behalf of the entire team, I would like to thank all our partners and stakeholders for their continued support and look forward to what we believe will be an exciting remainder of the year for Outlook Therapeutics." Lawrence Kenyon, chief financial officer of Outlook Therapeutics, added, "Our adjusted financial results for the quarter met our expectations as we initiated the NORSE EIGHT clinical trial and began enrolling patients. We believe we are well positioned financially to continue executing on NORSE EIGHT enrollment, resubmission of the ONS-5010 BLA by the end of calendar 2024, and launch of ONS 5010 in 2025, if approved." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1649989/000155837024008318/otlk-20240331x10q.htm About Outlook Therapeutics Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc. -- http://www.outlooktherapeutics.com-- is a biopharmaceutical company working to launch the first ophthalmic formulation of bevacizumab approved by the U.S. Food and Drug Administration for use in retinal indications. The Company's goal is to launch directly in the United States as the first and only approved ophthalmic bevacizumab for the treatment of wet age-related macular degeneration, or wet AMD, diabetic macular edema, or DME, and branch retinal vein occlusion, or BRVO. The Company's plans also include seeking approval and launching the product in the United Kingdom, Europe, Japan and other markets, either directly or through a strategic partner. If approved, the Company expects to receive 12 years of regulatory exclusivity in the United States and up to 10 years of market exclusivity in the European Union. Philadelphia, Pennsylvania-based KPMG LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Dec. 22, 2023, citing that the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. OVAINNOVATIONS LLC: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Region 11 appointed an official committee to represent unsecured creditors in the Chapter 11 case of OvaInnovations, LLC. The committee members are: 1. JB Hunt Transport, Inc. 615 JB Hunt Corporate Drive Lowell, AR 72745 Representative: Erica Hayes (479) 419-3500 erica.hayes@jbhunt.com 2. Membrane Process and Controls 922 North Third Avenue Edgar, WI 54426 Representative: Joel Stencil (715) 352-3206 jstencil@membranepc.com 3. Versova 241 St. Andrews Way Sioux Center, IA 51250 Representative: Matthew Dean (312) 450-8904 mjdean@versova.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About OvaInnovations LLC OvaInnovations, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wisc. Case No. 24-10663) on April 8, 2024. In the petition signed by David Rettig, president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Catherine J. Furay oversees the case. Kristin J. Sederholm, Esq., at Krekeler Law, SC, represents the Debtor as legal counsel. PADMAJAI INC: Daniel Etlinger Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Region 21 appointed Daniel Etlinger of Underwood Murray, P.A. as Subchapter V trustee for Padmajai, Inc. Mr. Etlinger will be paid an hourly fee of $350 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Etlinger declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Daniel E. Etlinger Underwood Murray, P.A. 100 N. Tampa Street, Suite 2325 Tampa Florida 33602 Telephone: (813) 540-8401 Email: detlinger@underwoodmurray.com About Padmajai Inc. Padmajai, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Fla. Case No. 24-40169) on April 24, 2024, with $0 to $50,000 in assets and $100,001 to $500,000 in liabilities. Byron Wright, III at Bruner Wright, P.A. represents the Debtor as legal counsel. PENN ENTERTAINMENT: S&P Downgrades ICR to 'B', Outlook Stable ------------------------------------------------------------- S&P Global Ratings lowered our issuer credit rating on U.S. gaming operator PENN Entertainment Inc. to 'B' from 'B+' and its issue-level ratings on its secured and unsecured debt by one notch. S&P said, "The stable outlook reflects our expectation the interactive losses from ESPN BET will moderate significantly by the end of 2024 and that PENN has sufficient liquidity to fund these losses, as well as investments in its brick-and-mortar casinos, despite our forecast for elevated leverage in the low-8x area this year. "The downgrade reflects our view that the heightened interactive losses from ESPN BET will cause PENN to sustain leverage exceeding our 6.5x downgrade threshold through 2025.In the first quarter of 2024, the company experienced interactive EBITDA losses of about $196 million stemming from an underperformance at ESPN BET. These losses were greater than PENN's previous guidance, which indicated that it expected its first-quarter 2024 losses would be roughly half its fourth-quarter 2023 losses (or about $166 million). The higher-than-anticipated losses largely stemmed from lower hold percentages due to customer-friendly sports results. Additionally, although PENN continues to add new users to the platform, its users are spending less than expected. The company attributes the lower spend per customer to an elevated proportion of more-casual bettors using the platform and lower-than-anticipated wallet share with experienced and VIP bettors because certain ESPN BET features (like parlay offerings) are not as robust as those of competing platforms. "We expect the company will continue to experience elevated interactive losses in 2024 because its wallet share will likely remain low until it rolls out new product enhancements later this year and launches ESPN BET in New York prior to the start of the NFL season. We expect PENN's losses will moderate to the $115 million-$135 million range in the second quarter due to improving hold rates and a lack of new state launches. For full year 2024, management now expects total interactive losses, including planned new state launches, of $475 million-$525 million, which is about $100 million higher than its previous guidance of $380 million-$420 million. Therefore, we expect PENN's S&P Global Ratings-adjusted leverage will peak in the third quarter before moderating slightly to the low-8x area as of the end of 2024, which is well above our 6.5x downgrade threshold for the 'B+' rating. "Despite weather-related challenges in the first quarter and upward pressure on labor costs, we expect the company's regional casino portfolio will continue to generate significant free cash flow to support its growth investments, including new development projects, through 2025. As long as PENN's interactive losses begin to moderate and approach break-even levels, in line with its guidance, we believe it can improve its leverage below our 7.5x downgrade threshold for the 'B' rating. "PENN's financial policy decisions, including its development spending and potential leveraging acquisitions, pose some downside risks, though we expect management will be prudent.The company will continue investing in its business, particularly on the digital side as it continues to ramp-up ESPN BET over the next several years. Additionally, PENN has commenced four new growth projects at its casinos for a total of $850 million. These include the relocation of its Aurora, Ill., and Joliet, Ill., casino licenses to land-based facilities and adding hotel towers at its M Resort in Henderson, Nev., and its Hollywood Casino in Columbus, Ohio. PENN also entered into an agreement with Gaming & Leisure Properties Inc. (GLPI) to fund up to $575 million of the anticipated project costs and has secured $50 million in financing from the City of Aurora. The company has already broken ground on all four projects and we expect it will spend most of the anticipated amount in 2024 and 2025. "Additionally, PENN previously signaled that it could acquire additional brick-and-mortar casinos, including one on the Las Vegas Strip. While we believe assets in Las Vegas may become available over the coming years, the number of current opportunities are limited and large asset sales may prove difficult amid volatile capital-market conditions. Therefore, we expect PENN will primarily focus on expanding its digital segment through ESPN BET and investing in its portfolio of brick-and-mortar casinos. Our base-case forecast assumes the company does not undertake any leveraging acquisitions in 2024. "The stable outlook reflects our expectation that, despite its high anticipated leverage in the low-8x area this year, PENN will have sufficient liquidity to fund its brick-and-mortar and interactive investments. We also expect the company's interactive losses from ESPN BET will moderate significantly by the end of 2024." S&P could lower its rating on PENN if we believe it will sustain S&P Global Ratings-adjusted leverage of more than 7.5x and EBITDA interest coverage of less than 1.5x. This could occur if: -- Its interactive losses don't moderate sufficiently to improve its leverage below 7.5x in 2025, which could stem from additional state launches beyond S&P's forecast, greater investments in customer acquisition or retention, continued lower spend per user, additional investments in the platform that exceed management's current plans, or greater-than-anticipated volatility in hold rates; -- The economic and competitive pressures facing PENN's brick-and-mortar casinos exceed the assumptions in S&P's base case; or -- It unexpectedly takes a more aggressive posture toward developing its portfolio or pursues material leveraging acquisitions or shareholder returns. S&P said, "An upgrade is unlikely given our forecast for elevated S&P Global Ratings-adjusted leverage of more than 6.5x into 2025. Nevertheless, we could raise our rating on PENN if we believe its S&P Global Ratings-adjusted debt to EBITDA will improve below 6.5x, even after incorporating its operating volatility, interactive investments, and development spending." PLUS STUDIOS: Starts Subchapter V Bankruptcy Case in Nevada ----------------------------------------------------------- Plus Studios LLC filed for chapter 11 protection in the District of Nevada. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Plus Studios Plus Studios LLC is a curator of tradeshow experiences, unique events and modernistic interiors. Plus Studios LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-12035) on April 26, 2024. In the petition signed by Matthew S. Naert, as manager, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The Subchapter V trustee appointed in the case: Brian Shapiro 510 S. 8th Street Las Vegas, NV 89101 Phone: (702) 386-8600 E-mail: brian@trusteeshapiro.com The Debtor is represented by: Timothy P. Thomas, Esq. LAW OFFICES OF TIMOTHY P. THOMAS, LLC 3271 E WARM SPRINGS RD. LAS VEGAS, NV 89120 Tel: (702) 227-0011 Fax: (702) 227-0334 E-mail: tthomas@tthomaslaw.com PLV ELECTRIC: Court OKs Cash Collateral Access on Final Basis ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized PLV Electric LLC to use cash collateral, on a final basis, in accordance with the budget, with a 15% variance. The Debtor requires the use of cash collateral to fund day-to-day operations. Debtor PLV Electric LLC and Wells Fargo Commercial Distribution Finance are party to the Inventory Financing Agreement, dated as of July 19, 2017. Pursuant to the Guaranty dated as of July 19, 2017, Paul Louis Vehling, as Guarantor, unconditionally guaranteed the full and punctual payment and performance when due and at all times thereafter, of all indebtedness and other obligations of any nature whatsoever of the Dealer to the Secured Lender arising out of financing extended by the Secured Lender to or on behalf of the Dealer. As of the Petition Date, the following amounts were outstanding under the Prepetition Loan Documents: (a) an aggregate outstanding principal amount of not less than approximately $467,289 and (b) other outstanding obligations under the Prepetition Loan Documents, including, without limitation, all accrued, accruing, and unpaid interest with respect thereto and any additional fees (including, without limitation, attorneys’ fees and related expenses and disbursements), Charges (as defined in the Financing Agreement), expenses, indemnification obligations, and other charges, and whether such indebtedness or other obligations are existing, future, direct, indirect, acquired, contractual, noncontractual, joint and/or several, fixed, contingent, or otherwise. The Prepetition Secured Obligations are secured by a first-priority interest in and lien on the Collateral. As adequate protection, the Secured Lender is granted valid, binding, enforceable nonavoidable, and automatically perfected post-petition security interests in and liens on all property of the Debtor. If any Diminution in Value, the Secured Lender will have a superpriority administrative expense claim, pursuant to 11 U.S.C. Section 507(b), senior to any and all claims against the Debtor under 11 U.S.C. Section 507(a), whether in this proceeding or in any superseding proceeding. The replacement lien and security interest granted are automatically deemed perfected upon entry of this Order without the necessity of the Secured Lender taking possession, filing financing statements, mortgages, or other documents. The Debtor's authorization, and Secured Lender's consent to use cash collateral, will terminate without further notice or action by the Court on the earliest to occur of any of the following: i. the failure of the Debtor to comply with any provision, covenant or agreement in the Order (including, without limitation, any failure to comply with the Budget, subject to any permitted variance); ii. an order dismissing the Chapter 11 Case or converting the Chapter 11 Case to a case under chapter 7 of the Bankruptcy Code; iii. an order in the Chapter 11 Case modifying, staying, reversing or vacating the Order, without the prior consent of Secured Lender. The Debtor will make adequate protection payments to Wells Fargo (principal and interest) in the amount of $5,000 per month on the first day of each month. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=vaTIOF from PacerMonitor.com. The Debtor projects total expenses of $37,950 for the week ending May 26, 2024. About PLV Electric LLC PLV Electric LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-13414) on April 2, 2024. In the petition signed by Paul Vehling, owner, the Debtor disclosed up to $10 million in assets and up top $1 million in liabilities. Judge Christine M. Gravelle oversees the case. Anthony Sodono, III, Esq., at MCMANIMON, SCOTLAND & BAUMANN, LLC, represents the Debtor as legal counsel. PROJECT LEOPARD: S&P Alters Outlook to Negative, Affirms 'B-' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on Project Leopard Holdings Inc.'s (Tungsten Automation) to negative from stable and affirmed its 'B-' issuer credit rating. The negative outlook reflects our view that execution risk associated with Tungsten's shift to a recurring revenue model and high interest expense near $180 million could further weaken its credit profile and liquidity position in 2024. S&P said, "We expect a sizable cash burn from Tungsten this year as revenue growth remains flat and interest payments elevated. Considering the company's ongoing transition toward a recurring revenue model, we forecast flat to modestly negative top-line growth over the next 12 months. While we view the shift more favorably from a credit perspective, we anticipate that the delay in revenue recognition from recurring revenue contracts will result in topline headwinds in the near-term. Furthermore, high interest payment requirements continue to be a substantial burden. Interest rates rose sharply in fiscal 2023, and our base case assumes they will likely persist into at least fiscal 2025. Given Tungsten's large fully funded and variable-rate debt balances of about $1.7 billion, for fiscal 2024 we project interest expense of about $180 million. Accordingly, we expect about a $30 million free operating cash flow (FOCF) deficit for the current year. "We expect negative FOCF in fiscal 2024 to deteriorate Tungsten's liquidity and prompt further revolver draws. Following a cash burn of about $50 million in the previous fiscal year, Tungsten finished 2023 with $113 million of availability under its $150 million revolver maturing in 2027 and about $20 million of cash on hand. With our forecast for a nearly $30 million FOCF deficit again in 2024, coupled with sizable amortization requirements of about $14 million annually, we expect Tungsten to further tap into its revolver to fund cash shortfalls. By year-end, we forecast the company will have between $75 million and $85 million drawn on its revolving credit facility, putting it well past its 35% springing covenant trigger, activating a 9.25x net leverage requirement. Headroom under compliance calculated leverage is adequate, however, near 6.2x for the most recent period. "We anticipate longer-term improvement as headwinds from the company's recurring revenue transition subside and operating performance normalizes. We also recognize Tungsten's strong positioning in Print Management and Intelligent Automation markets, the latter of which is expected to benefit from recent and planned GenAI integrations. Nevertheless, considering the outsized cash burn and expected revolver draw over the near term, we revised our outlook on Tungsten to negative from stable. "The negative outlook reflects our view that execution risk associated with Tungsten's shift to a recurring revenue model and high interest expense near $180 million could further weaken its credit profile and liquidity position in 2024." S&P could downgrade Tungsten to 'CCC+' if: -- S&P believes the company's capital structure is unsustainable. This could be due to ongoing operating weakness and revenue transition headwinds leading to accelerating negative free cash flow during fiscal 2024; or -- It continues drawing on its revolver beyond current projections or issues debt to fund an acquisition. S&P could revise its outlook on Tungsten to stable if it: -- Executes on its cloud transition initiative, generating sustained revenue growth and positive FOCF, enhancing its liquidity position; or -- Reduces its operating expenses such that EBITDA margins improve and consistently generates positive FOCF without sacrificing revenue growth. PUBLIC CRAFT: Court OKs Interim Cash Collateral Access ------------------------------------------------------ The U.S. Bankruptcy Court for the Eastern District of Wisconsin authorized Public Craft Brewing Company to use cash collateral on an interim basis, in accordance with the budget, with a 10% variance. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to purchase materials and supplies and pay its employees. It also needs to honor customer obligations to return deposits and accept gift cards. The Debtor's chapter 11 filing was due to the pandemic, business disruptions beginning in 2020 from the riots and court proceedings in Kenosha, and misappropriation of funds by an ex-member and manager. The Debtor's attorneys, Kerkman & Dunn, searched the UCC financings statements filed in Wisconsin under the Debtor's name, and legal filings in Wisconsin Circuit Courts. Based upon the searches, one entity had a prima facie interest in cash collateral of the Debtor, McHenry Savings Bank, however on April 23, 2024 McHenry Savings Bank transferred its interest in cash collateral to the Trust. The value of the Trust's lien via assignment by McHenry Savings Bank exceeds the amount of the claim by approximately $411,500. The court ruled Michael W. Wimmer and Susan E. Wimmer Revocable Trusts granted replacement liens of the same priority to the same extent in the cash collateral as existed immediately before the Debtor filed its voluntary petition on April 26, 2024. The Replacement Lien is deemed automatically perfected upon entry of this order without the necessity of a creditor taking possession, filing financing statements, mortgages or other documents; provided, however, that the Debtor will execute any necessary perfection documents upon the request of the Trust. The Trust may not improve its respective secured position on the Petition Date as a result of the Replacement Liens. The Debtor will continue to maintain general property and liability coverage consistent with its coverage before the Petition Date and requirements under the loan documents with the Trust that existed as of the Petition Date with respect to its collateral. The Order will terminate upon a trustee being appointed, the chapter 11 case being dismissed, an order permitting the permanent use of cash collateral and adequate protection being entered, or further order of the Court. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=jG5wQK from PacerMonitor.com. The Debtor projects total cash outflow, on a weekly basis, as follows: $14,240 for the week ending May 25, 2024; and $33,715 for the week ending June 1, 2024. About Public Craft Brewing Company Public Craft Brewing Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wisc. Case No. 24-22169-beh) on April 26, 2024. In the petition signed by Michael W. Wimmer, authorized representative, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Beth E. Hanan oversees the case. Jerome R. Kerkman, Esq., at Kerkman & Dunn, represents the Debtor as legal counsel. QUEST SOFTWARE: Invesco Senior Marks $2.9MM Loan at 20% Off ----------------------------------------------------------- Invesco Senior Loan Fund has marked its $2,913,000 loan extended to Quest Software US Holdings, Inc. to market at $2,319,787 or 80% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a First Lien Term Loan to Quest Software US. The loan accrues interest at a rate of 9.71% (3 mo. SOFR + 4.25%) per annum. The loan matures on February 1, 2029. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Riverbed Technology, Inc. provides application performance monitoring, cloud migration, network performance monitoring, and security solutions. Riverbed Technology serves customers globally. RA CUSTOM: Amends Several Secured Claims Pay Details ---------------------------------------------------- RA Custom Design, Inc., submitted a First Amended Plan of Reorganization dated May 2, 2024. This Plan deals with all property of Debtor and provides for treatment of all Claims against Debtor and its property. Class 4 shall consist of the Secured Claim of FRC VTX Assets, LLC dba Flatiron Realty Capital (such amount owed to FRC VTX and as allowed by the Court plus interest accruing pursuant to this Class 4 shall be referred to herein as the "Class 4 Secured Claim"). Debtor scheduled FRC VTX as holding a claim in the amount of $1,857,700.00. FRC VTX filed Proof of Claim 5, asserting a secured claim of $1,841,994.69, comprised of (i) $1,857,700.00 in principle, (ii) $76,285.93 in accrued interest, (iii) $48,412.22 in accrued default interest, (iv) $13,065.54 in fees, (v) a credit of $154,004.00 for undrawn rehab escrow, and (vi) $575.00 in post petition attorney's fees. The Debtor asserts the fair market value of the Lavista Road Property is $3,300,000.00. The Debtor is currently a party to a purchase and sale contract regarding the sale of 1410 Lavista Road to Mary Seats (the "Seats Contract"). The Seats Contract provides for a purchase price of the Lavista Road Property of $2,900,000.00. Debtor intends to reject the Seats Contract and to relist the Lavista Road Property for sale. The Debtor shall market and sell the Lavista Road Property and pay the then outstanding balance of the Class 4 Secured Claim at the closing in full satisfaction of FRC VTX's liens on the Lavista Road Property within 36 months of the Effective Date (the "Lavista Maturity Date"). Upon request by Debtor, FRC VTX shall provide a payoff letter within 5 business days of request by Debtor confirming the amount due under the terms of this Class 4 of the Plan and allowing for the release of the liens on the Lavista Road Property upon receipt of payments in full by FRC VTX of the Class 4 Secured Claim on the terms set forth herein. After payment in full of the Class 4 Secured Claim, the proceeds of the sale of the Lavista Road Property (the "Lavista Proceeds") will be used to pay Mary Seats pursuant to Section 365(j) of the Bankruptcy Code in the amount of $300,000.00. All remaining net proceeds from the sale of the Lavista Road Property shall be used to make additional payments under Class 10 General Unsecured Claims of the Plan. Except as to payment of the Class 4 Secured Claim at closing and any other specific terms of the Plan, all pre-petition terms of FRC VTX's pre-petition loan documents shall remain in full force and effect, provided however that the filing of this Bankruptcy shall not be a default thereunder. FRC VTX shall only by entitled to recover and Debtor shall only pay interest, late fees, attorney fees, and other default charges as expressly allowed by the Bankruptcy Court. The Class 4 liens of FRC VTX on the Lavista Road Property shall continue and attach on the Effective Date of the Plan to the same validity and priority as the pre-petition claims, and to the extent of the Class 4 Secured Claim (as may have been reduced by post-petition payments, if any), until such time as the Class 4 Secured Claim is paid off in full. Class 5 shall consist of the Secured Claim of SSA NE Assets dba Flatiron Realty Capital (such amount owed to SSA and as allowed by the Court plus interest accruing pursuant to this Class 5 shall be referred to herein as the "Class 5 Secured Claim"). Beginning on July 31, 2024 and continuing on the last day of each month through and including November 15, 2026, Debtor shall make monthly interest only payments on the Class 5 Secured Claim at $10,000.00 per month. Debtor shall pay all outstanding principal and interest on December 31, 2026. SSA shall retain its lien on the Cooper Lake Property and pursuant to the Security Deed, said lien shall be valid and fully enforceable to the same validity and priority as existed on the Filing Date and to the extent of the Class 5 Secured Claim. Upon receipt of payment in full of the Class 5 Secured Claim, SSA shall release its lien on the Cooper Lake Property and shall mark any lien as satisfied. Any payments paid to SSA after the Filing Date but before the Effective Date shall be applied first to the principal balance of the Class 5 Secured Claim and then to interest accruing on the Class 5 Secured Claim. Class 6 shall consist of the Secured Claim of Homegrown Capital (such amount owed to Homegrown and as allowed by the Court plus interest accruing pursuant to this Class 6 shall be referred to herein as the "Class 6 Secured Claim"). * On the 0 Union Road (Stonewall Manor Estates) loan, Homegrown's Proof of Claim 12 asserted as secured claim comprised of (i) $175,000 in unpaid principal, (ii) $19,599.97 in accrued interest, (iii) $1,677.81 in unpaid interest, (iv) $875 in late fees, (v) $5,556.25 in pro-rated extension fee, and (vii) $100 for a payoff fee (the "Class 6A Secured Claim"). Beginning on July 31, 2024 and continuing on the last day of each month through and including December 15, 2024, Debtor shall make monthly interest only payments on the Class 6A Secured Claim at the contractual interest rate of 12%, calculated at $2,028.09 per month. Debtor shall pay all outstanding principal and interest on December 31, 2024. Homewood shall retain its lien on the Stonewall Manor property and pursuant to the Security Deed, said lien shall be valid and fully enforceable to the same validity and priority as existed on the Filing Date and to the extent of the Class 6A Secured Claim. Upon receipt of payment in full of the Class 6A Secured Claim, Homewood shall release its lien on the Stonewall Manor property and shall mark any lien as satisfied. Any payments paid to Homewood after the Filing Date but before the Effective Date shall be applied first to the principal balance of the Class 6A Secured Claim and then to interest accruing on the Class 6A Secured Claim. * Class 6B: On the 4269 Manor Street loan, Homegrown's Proof of Claim 12 asserted as secured claim comprised of (i) $775,000 in unpaid principal, (ii) $72,225.70 in accrued interest, (iii) $4,110.14 in unpaid interest, (iv) $3,196.89 in late fees, (v) $13,562.50 in pro-rated extension fee, (vi) a credit of $500,000 for remaining LIP and (vii) $100 for a payoff fee. Beginning on July 31, 2024 and continuing on the last day of each month through and including November 15, 2024, Debtor shall make monthly interest only payments on the Class 6B Secured Claim at the contractual interest rate of 11%, calculated at $3,375.12 per month. Debtor shall pay all outstanding principal and interest on December 31, 2024. Interest shall accrue on the principal balance of the Class 6B Secured Claim at the annual rate of 11%. Homegrown shall retain its lien on the 4269 Manor Property and pursuant to the Security Deed, said lien shall be valid and fully enforceable to the same validity and priority as existed on the Filing Date and to the extent of the Class 6B Secured Claim. Upon receipt of payment in full of the Class 6B Secured Claim, Homegrown shall release its lien on the 4269 Manor Property and shall mark any lien as satisfied. Any payments paid to Homegrown after the Filing Date but before the Effective Date shall be applied first to the principal balance of the Class 6B Secured Claim and then to interest accruing on the Class 6B Secured Claim. * Class 6C: On the 5622 Livesage Drive loan, Homegrown's Proof of Claim 12 asserted as secured claim comprised of (i) $501,899.49 in unpaid principal, (ii) $32,669.37 in accrued interest, (iii) $1,384.94 in late fees, (iv) $8,154.17 in prorated extension fee, (v) a credit of $16,100 for remaining LIP, (vi) $100 for a payoff fee. On February 5, 2024, Debtor filed a Motion for Authorization to Sell Real Property Located at 5622 Livesage Drive, Atlanta, Georgia 30349 (the "Sale Motion"), which sought authority to sell 5622 Livesage (the "Livesage Sale") for a purchase price of $690,000.00 (the "Livesage Proceeds"). On February 15, 2024, the Court entered an Order on Motion for Authority to Sell Property Free and Clear of Liens or Interests (the "Sale Order") that granted the Sale Motion and authorized the Livesage Sale. The Livesage Sale closed on March 15, 2024 (the "Livesage Closing"). In accordance with the Sale Order, the Class 6C Secured Claim was paid in full at the Livesage Closing . Brianna Hunter has also been paid pursuant to Section 365(j) of the Bankruptcy Code in the amount of $56,136.00 from the Livesage Proceeds. The remainder of the Livesage Proceeds has been paid to Homegrown. Like in the prior iteration of the Plan, the Debtor will pay the Holders of Class 10 General Unsecured Claims in full over five years. Debtor shall pay such Unsecured Total Distribution in semi annually payments of $115,345.86 commencing on the 15th day of the sixth month following the Effective Date and continuing semi-annually thereafter for a total of 10 payments. The Total Unsecured Distributions shall be $1,153,458.66. The source of funds for the payments pursuant to the Plan is Debtor's sale of the houses listed in this Plan as well as the continued operations of Debtor and future projects. A full-text copy of the First Amended Plan dated May 2, 2024 is available at https://urlcurt.com/u?l=bnD7Gx from PacerMonitor.com at no charge. Attorney for the Debtor: Cameron M. McCord, Esq. JONES & WALDEN LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Tel: (404) 564-9300 Email: cmccord@joneswalden.com About RA Custom Design RA Custom Design, Inc. is a custom residential home builder located at 2451 Cumberland Parkway, #3946, Atlanta, Ga. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-58494) on Sept. 1, 2023, with as much as $50,000 in assets and $1 million to $10 million in liabilities. Raymond Curry, authorized representative, signed the petition. Judge Sage M. Sigler oversees the case. Cameron M. McCord, Esq., at Jones & Walden, LLC, is the Debtor's legal counsel. RAINIER VIEW: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The U.S. Trustee for Region 18 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Rainier View Court III, LLC. About Rainier View Court III Rainier View Court III, LLC owns three properties located in the state of Washington having a total current value of $14.05 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-40549) on March 14, 2024. In the petition signed by Vance Ostrander, managing member, the Debtor disclosed $14,114,687 in total assets and $9,550,128 in total liabilities. Judge Brian D Lynch oversees the case. Thomas A Buford, Esq., at Bush Kornfield, LLP, represents the Debtor as legal counsel. RECEPTION PURCHASER: Invesco Senior Marks $855,000 Loan at 53% Off ------------------------------------------------------------------ Invesco Senior Loan Fund has marked its $855,000 loan extended to Reception Purchaser LLC (STG—XPOI Opportunity) to market at $401,821 or 47% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan (Acquired April 28, 2022; Cost $845,475) to Reception Purchaser LLC. The loan accrues at a rate of 11.5% 1 mo. SOFR + 6.00%). The loan matures on March 24, 2028. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Reception Purchaser LLC (the borrower and parent company of operating entity STG Logistics Inc.) STG Logistics, Inc., also known as St. George Logistics, is a logistics company with a corporate office in North Bergen, New Jersey. RED LOBSTER: Case Summary & 30 Largest Unsecured Creditors ---------------------------------------------------------- Lead Debtor: Red Lobster Management LLC d/b/a Red Lobster 450 S. Orange Avenue Suite 800 Orlando, FL 32801 Business Description: Red Lobster is an international, iconic seafood restaurant chain with a rich history that spans over seven decades. Founded in 1968 and headquartered in Orlando, the Company has steadily grown over time from its modest roots as a single, family-owned restaurant in Lakeland, Florida into one of the world's largest and most well-known seafood restaurants, with approximately 551 U.S. restaurant locations currently in operation across forty-four states as well as 27 restaurant locations in Canada. Red Lobster also has 27 franchised locations outside the United States that operate under the Red Lobster brand, including locations in Mexico, Ecuador, Japan, and Thailand. Chapter 11 Petition Date: May 19, 2024 Court: United States Bankruptcy Court Middle District of Florida Fifteen affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Red Lobster Management LLC (Lead Debtor) 24-02486 Red Lobster Restaurants LLC 24-02487 RLSV, Inc. 24-02488 Red Lobster Canada, Inc. 24-02489 Red Lobster Hospitality LLC 24-02490 RL Kansas LLC 24-02491 Red Lobster Sourcing LLC 24-02492 Red Lobster Supply LLC 24-02493 RL Columbia LLC 24-02494 RL of Frederick, Inc. 24-02495 Red Lobster of Texas, Inc. 24-02496 RL Maryland, Inc. 24-02497 Red Lobster of Bel Air, Inc. 24-02498 RL Salisbury, LLC 24-02499 Red Lobster International Holdings LLC 24-02500 Judge: Hon. Grace E. Robson Debtors' Counsel: W. Austin Jowers, Esq. Jeffrey R. Dutson, Esq. Sarah L. Primrose, Esq. Christopher K. Coleman, Esq. Brooke L. Bean, Esq. Taeyeong Kim, Esq. KING & SPALDING LLP 1180 Peachtree Street, NE, Suite 1600 Atlanta, GA 30309 Tel: (404) 572-4600 Email: ajowers@kslaw.com jdutson@kslaw.com sprimrose@kslaw.com christopher.coleman@kslaw.com bbean@kslaw.com tkim@kslaw.com - and - Michael Fishel, Esq. KING & SPALDING LLP 1100 Louisiana, Suite 4100 Houston, TX 77002 Tel: (713) 751-3200 Email: mfishel@kslaw.com Debtors' Florida Co-Counsel: Paul Steven Singerman, Esq. BERGER SINGERMAN LLP 1450 Brickell Avenue, Suite 1900 Miami, FL 33131 Tel: (305) 755-9500 Email: singerman@bergersingerman.com - and - Nicolette C. Vilmos, Esq. BERGER SINGERMAN LLP 300 S. Orange Avenue, Suite 1000 Orlando, FL 32801 Tel: (407) 749-7900 Email: nvilmos@bergersingerman.com Debtors' Canadian Counsel: BLAKE, CASSELS & GRAYDON LLP 119 Bay Street, Suite 4000 Commerce Court West, Toronto, Ontario, M5L 1A9, Canada Debtors' Provider of CEO, CRO and Restructuring Personnel: ALVAREZ & MARSAL NORTH AMERICA, LLC Monarch Tower, 3424 Peachtree Road NE, Suite 1500 Atlanta, GA 30326 Debtors' Lead Investment Banker: HILCO CORPORATE FINANCE, LLC 401 N. Michigan Avenue, Suite 1630 Chicago, Illinois 60611 Debtors' Claims & Noticing Agent: EPIQ CORPORATE RESTRUCTURING, LLC 777 Third Avenue, 12th Floor New York New York 10017 Debtors' Real Estate Advisor: KEEN-SUMMIT CAPITAL PARTNERS LLC 1 Huntington Quadrangle, Suite 2004 Melville, New York 11747 Estimated Assets: $1 billion to $10 billion Estimated Liabilities: $1 billion to $10 billion The petitions were signed by Jonathan Tibus as chief executive officer. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GNQUN6I/Red_Lobster_Management_LLC__flmbke-24-02486__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Kenneth O Lester Company Inc. Trade Payable $24,403,926 (Performance Food Group) 12500 West Creek Parkway Richmond, VA 23238 United States Attn: Brent King Title: General Counsel Phone: 804-484-7700 Email: BKING@PFGC.COM 2. Rubin Postaer and Associates Trade Payable $13,375,603 2525 Colorado Ave Santa Monica, CA 90404 United States Attn: Bill Hagelstein Title: President Phone: 310-633-6189 Email: BILLHAGELSTEIN@RPA.COM 3. The Wasserstrom Company Trade Payable $1,598,250 4500 E. Broad St. Columbus, OH 43213 United States Attn: Brad Wasserstrom Title: President Phone: 614-235-4571 Email: BRADWASSERSTROM@WASSERSTROM.COM 4. Gordon Food Service Canada Ltd. Trade Payable $1,200,311 199 Bay Street Suite 5300 Commerce Court West Toronto, ON M5L 1B9 Canada Attn: Dean Noble Title: Chief Operating Officer Phone: 616-530-7000 Email: DEAN.NOBLE@GFS.COM 5. IPSOS Insight LLC Trade Payable $1,051,719 200 Park Avenue 11th FLoor New York, NY 10016 United States Attn: Michael Link Title: President Phone: 212-265-3200 Email: MICHAEL.LINK@IPSOS.COM 6. Merkle Inc. Trade Payable $837,255 7001 Columbia Gateway Dr Columbia, MD 21046 United States Attn: Susan Zoch Title: Global Chief Counsel Phone: 443-542-4000 Email: SUSAN.ZOCH@DENTSU.CO.JP 7. Doordash Inc. Trade Payable $732,984 303 2nd Street South Tower 8th Floor San Francisco, CA 94107 United States Attn: Prabir Adarkar Title: President Phone: 650-487-3970 Email: PRABIR.ADARKAR@DOORDASH.COM 8. Paint Folks Trade Payable $453,390 105 Main St 3rd Floor Hackensack, NJ 07601 United States Attn: Mike Rose Title: Chief Executive Officer Tel: 888-888-7870 Fax: 201-336-9180 Email: MROSE@ACADEMYSG.COM 9. Dinova Inc. Trade Payable $450,059 6455 E Johns Crossing #220 Johns Creek, GA 30097 United States Attn: Vic Macchio Title: Founder and Chief Strategy Officer Phone: 470-275-4125 Email: VICMACCHIO@DINOVA.COM 10. Presto Automation Inc. Trade Payable $368,181 985 Industrial Road San Carlos, CA 94070 United States Attn: Ryan Zuccolo Title: President Phone: 650-817-9012 Email: RYAN@PRESTOAUTOMATION.COM 11. Enviro Master Services LLC Trade Payable $348,403 5200 77 Center Drive Suite 500 Charlotte, NC 28217 United States Attn: Todd Bierling Title: President Phone: 704-302-1016 Email: TBIERLING@ENVIRO-MASTER.COM 12. Baker & Hostetler LLP Trade Payable $331,340 200 South Orange Avenue Suite 2300 Orlando, FL 32801 United States Attn: Kevin W. Shaughnessy Title: Partner Phone: 407-649-4014 Email: KSHAUGHNESSY@BAKERLAW.COM 13. Oracle America Inc. Trade Payable $303,114 2300 Oracle Way Austin TX 78741 United States Attn: Safra Ada Catz Title: Chief Executive Officer Phone: 737-867-1000 Email: SAFRA.CATZ@ORACLE.COM 14. Credera Enterprises Company LLC Trade Payable $300,440 15303 Dallas Parkway Suite 3000 Addison, TX 75001 United States Attn: Justin Bell Title: Chief Executive Officer Phone: 972-692-0010 Email: JBELL@CREDERA.COM 15. Pepsi Co. Inc. Contract Claim Undetermined PO Box 10 Winston Salem, NC 27102 United States Attn: Matthew Neibart Title: Finance Manager Email: MATTHEW.NEIBART@PEPSICO.COM 16. Proctor & Gamble Distributing LLC Contract Claim Undetermined One Proctor & Gamble Plaza Cincinnati, OH 45202 United States Attn: Susan Street Whaley Title: Chief Legal Officer and Secretary Phone: 513-983-1100 Email: WHALEY.SS@PG.COM 17. A O Smith Water Products Trade Payable Undetermined 12024 Collections Center Drive Chicago, IL 60693 United States Attn: Stephen Shafer Title: President Phone: 651-733-2204 Email: STEPHENSHAFER@AOSMITH.COM 18. BDG Sufka LLC Litigation Undetermined 300 Robbins Lane Syosett, NY 11791 United States Attn: Edward Blumenfeld Title: President Phone: 516-624-1900 Email: EBLUMENFELD@BDG.NET 19. Marshall, Dezzie Ray Litigation Undetermined c/o Law Office of Matthew Strugar 3435 Wlshire Blvd Ste 2910 Los Angeles, CA 90010 United States Attn: Matthew Strugar Title: Law Office of Matthew Strugar Phone: 323-696-2299 Email: MATTHEW@MATTHEWSTRUGAR.COM 20. Rainbow Investment Company Litigation Undetermined c/o Seltzer Caplan McMahon Vitek 750 B Street Ste 2100 San Diego, CA 92101-8177 United States Attn: Seltzer Caplan McMahon Vitek Title: Plaintiff Counsel Phone: 619-685-3100 Email: WILLIAMS@SCMV.COM; HICKINGBOTTOM@SCMV.COM 21. Hessler, Kathryn Litigation Undetermined c/o Kingsley & Kingsley, APC 16133 Ventura Blvd Ste 1200 Encino, CA 91436 United States Attn: Darren Cohen Title: Kingsley & Kingsley, APC Tel: 818-990-8300 Fax: 818-990-2903 Email: DCOHEN@KINGSLEYKINGSLEY.COM 22. Name on File Deferred Undetermined Address on File Compensation & Severance Payable 23. Name on File Deferred Undetermined Address on File Compensation Payable 24. Name on File Deferred Undetermined Address on File Compensation Payable 25. Name on File Deferred Undetermined Address on File Compensation Payable 26. Name on File Deferred Undetermined Address on File Compensation Payable 27. Name on File Deferred Undetermined Address on File Compensation Payable 28. Name on File Deferred Undetermined Address on File Compensation Payable 29. Name on File Deferred Undetermined Address on File Compensation Payable 30. Name on File Deferred Undetermined Address on File Compensation Payable RED LOBSTER: Files for Chapter 11 to Sell to Lenders ---------------------------------------------------- Red Lobster Management LLC, along with its direct and indirect operating subsidiaries, the owner and operator of the Red Lobster(R) restaurant chain, announced that it has voluntarily filed for relief under Chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the Middle District of Florida. The Company intends to use the proceedings to drive operational improvements, simplify the business through a reduction in locations, and pursue a sale of substantially all of its assets as a going concern. As part of these filings, Red Lobster has entered into a stalking horse purchase agreement pursuant to which Red Lobster will sell its business to an entity formed and controlled by its existing term lenders. Red Lobster's restaurants will remain open and operating as usual during the Chapter 11 process, continuing to be the world's largest and most-loved seafood restaurant company. The Company has been working with vendors to ensure that operations are unaffected and has received a $100 million debtor-in-possession ("DIP") financing commitment from its existing lenders. Jonathan Tibus, the Company's CEO, said "This restructuring is the best path forward for Red Lobster. It allows us to address several financial and operational challenges and emerge stronger and re-focused on our growth. The support we've received from our lenders and vendors will help ensure that we can complete the sale process quickly and efficiently while remaining focused on our employees and guests." Court filings and information about the claims process can be found at a separate website maintained by Red Lobster's claims agent, https://dm.epiq11.com/RedLobster, or by calling Toll Free (U.S.& Canada): (888) 754-0507. King & Spalding LLP, Berger Singerman LLP and Blake, Cassel & Graydon, LLC are serving as legal advisors. Alvarez & Marsal is serving as financial advisor and providing corporate leadership as Chief Executive and Chief Restructuring Officers. Hilco Corporate Finance is serving as M&A advisor to Red Lobster. Keen-Summit is serving as real estate advisor. About Red Lobster Seafood Co.  Red Lobster -- http://www.redlobster.com/-- is where the world goes for seafood, now and for generations. With a proud heritage, Red Lobster is focused on serving the highest quality, freshly prepared seafood that is traceable, sustainable, and responsibly sourced. The Company was founded in 1968 and is headquartered in Orlando, FL. RED VENTURES: S&P Alters Outlook to Negative, Affirms 'BB-' ICR --------------------------------------------------------------- S&P Global Ratings revised its outlook to negative from stable given uncertainty about Red Ventures Holdco L.P.'s ability to reduce and sustain leverage below 4x. At the same time, S&P affirmed its 'BB-' issuer credit rating on the company. S&P also affirmed its 'BB-' issue-level rating on the company's senior secured debt. S&P's recovery rating on this debt remains a '3'. The negative outlook reflects the potential for leverage to be sustained above S&P's 4x downside threshold over the next 12 months given uncertain macroeconomic conditions, industry disruption from new technologies, and a limited view into a future recovery. S&P said, "We expect Red Ventures will maintain leverage near our 4x downside threshold over the next 12 months. Red Ventures ended 2023 with S&P Global Ratings-adjusted net leverage of 4.3x. Although we expect the company to decrease leverage to 3.9x in 2024, this remains well below our previous expectations for leverage of about 3x in 2024 and remains close to our 4x downside threshold for the current 'BB-' rating. The company underperformed our previous expectations due to adverse macroeconomic conditions leading to reduced advertising spending on its portfolio of owned and operated (o&o) websites. It also led to lower spending in the company's partnership business (Red Digital) in which Red Ventures advertises directly on behalf of its clients and runs their marketing campaigns. Our base case assumes the company is able to increase its EBITDA by about 2%-4% in 2024 given its recent cost reductions and restructuring initiatives. We expect leverage to decline back toward the low-3x area by the end of 2025 but our view of the company's future performance remains highly limited given the short lead times of digital advertising. "We expect the company to generate about $130 million of S&P reported free operating cash flow (FOCF) over the next 12 months. We expect FOCF generation to remain healthy in 2024, despite earnings pressure, because the company has historically been able to convert 45%-50% of its EBITDA to free cash flow. We expect Red Ventures will continue to maintain a balanced capital allocation strategy between a mix of debt reduction, shareholder returns, and acquisitions. The company has already reduced the outstanding borrowings under its revolving credit facility by $60 million through the first quarter of 2024, and we expect the company could use excess cash for further debt reduction. The company expects to receive an additional cash benefit from the monetization of its Puerto Rico tax credits, which it believes could lead to around $215 million of cash proceeds over the next five years. We expect the company could use a portion of these proceeds for debt reduction. However, we also note Red Ventures maintains an acquisitive strategy and could use excess cash and revolver capacity to fund acquisitions. We also expect the company will continue to engage in shareholder returns via either cash distributions or share repurchases. Red Ventures ended its first quarter with about $98 million of cash on the balance sheet, and we believe it is unlikely to take its cash balance below this level because the company typically maintains a minimum cash balance of $100 million. "Red Ventures is exposed to economic cyclicality. Red Ventures' performance remains strongest during periods of favorable economic conditions and expansion because its revenue depends on consumer discretionary spending. S&P Global economists expect a continued low-growth environment for the remainder of 2024 and into 2025, which may limit the company's ongoing recovery. If economic conditions deteriorate or stagnate beyond our current expectations, Red Ventures' revenue and EBITDA generation will likely be much weaker than we currently forecast. We also note the company is ramping up investment spending in 2024 to build out an enhanced user experience and develop new AI capabilities that are likely to further pressure margins in 2024 but could lead to margin accretion in the future. We believe further uncertainty is created by ongoing technology changes such as Google's AI Overviews, the impact of which is not known at this time but could be a market disruptor and lead to traffic reduction to Red Ventures' o&o websites. "The negative outlook reflects the potential for leverage to be sustained above our 4x downside threshold over the next 12 months given uncertain macroeconomic conditions, industry disruption from new technologies, and a limited view into a future recovery." S&P could lower its ratings on Red Ventures if it expected it to sustain leverage above 4x over the next 12 months. This could occur if: -- The company's advertising and transaction revenue became pressured due to worsening macroeconomic conditions, resulting in less advertiser and partner spending on the company's platforms; -- Industry disruption from new and developing technologies limited traffic to Red Ventures' owned and operated websites, as well as to its client services partners; or -- The company engaged in large debt-funded acquisitions. S&P could revise its outlook on Red Ventures to stable if: -- S&P expected leverage to decline and remain below 4x, and -- The company sees a recovery in its business and demonstrates sustained revenue and EBITDA growth. ESG factors have no material influence on S&P's credit rating analysis of Red Ventures. REMSLEEP HOLDINGS: Incurs $253K Net Loss in First Quarter --------------------------------------------------------- RemSleep Holdings, Inc., filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $252,580 on $57,881 of revenue for the three months ended March 31, 2024, compared to a net loss of $226,259 on $85,655 of revenue for the three months ended March 31, 2023. As of March 31, 2024, the Company had $1.16 million in total assets, $481,428 in total liabilities, and $678,120 in total stockholders' equity. RemSleep said, "As of March 31, 2024, there is substantial doubt regarding our ability to continue as a going concern as we have not generated sufficient cash flow from revenue to fund our proposed business. "We have suffered recurring losses from operations since our inception. In addition, we have yet to generate an internal cash flow from our business operations or successfully raised the financing required to develop our proposed business. As a result of these and other factors, our independent auditor has expressed substantial doubt about our ability to continue as a going concern. Our future success and viability, therefore, are dependent upon our ability to generate capital financing. The failure to generate sufficient revenues or raise additional capital may have a material and adverse effect upon us and our shareholders. "Management's plans with regard to these matters encompass the following actions: (i) obtaining funding from new investors to alleviate our working capital deficiency, and (ii) implementing a plan to generate sales. Our continued existence is dependent upon our ability to resolve our liquidity problems and increase profitability in our current business operations. However, the outcome of management's plans cannot be ascertained with any degree of certainty. Our financial statements do not include any adjustments that might result from the outcome of these risks and uncertainties." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1412126/000121390024044806/ea0205637-10q_remsleep.htm About RemSleep Holdings RemSleep Holdings, Inc. -- https://remsleep.com -- is a medical device manufacturer dedicated to forever changing the level of treatment provided to obstructive Sleep Apnea patients. The Company's focus is primarily designing and manufacturing devices and products for the treatment of Sleep Apnea and other respiratory conditions. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has an accumulated deficit, net losses, and negative cash flows from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. ROBERTSHAW US: Invesco Senior Marks $3.1MM Loan at 42% Off ---------------------------------------------------------- Invesco Senior Loan Fund has marked its $3,107,000 loan extended to Robertshaw US Holding Corp. to market at $1,817,432 or 58% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan (Acquired May 9, 2023 - July 14, 2023; Cost 1,884,326) to Robertshaw US. The loan matures on May 10, 2025. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 About Robertshaw US Holding Corp. Robertshaw US Holding Corp., along with its affiliates, is a global leader in designing and manufacturing innovative control systems and components for the appliance and HVAC industries. Robertshaw US Holding and its affiliates filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90052) on February 15, 2024, with $500 million to $1 billion in assets and liabilities. John Hewitt, chief executive officer, signed the petitions. The Debtors tapped Hunton Andrews Kurth LLP & Latham & Watkins, LLP as bankruptcy counsel; Guggenheim Securities, LLC as investment banker and financial advisor; and KPMG, LLP as accountant, tax advisor and auditor. Kroll Restructuring Administration, LLC is the claims, noticing, solicitation and balloting agent. ROBERTSHAW US: Invesco Senior Marks $773,000 Loan at 42% Off ------------------------------------------------------------ Invesco Senior Loan Fund has marked its $773,000 loan extended to Robertshaw US Holding Corp. to market at $452,113 or 58% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Third Lien Term Loan (Acquired May 9, 2023; Cost $213,711) to Robertshaw US. The loan matures on May 10, 2025. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 About Robertshaw US Holding Corp. Robertshaw US Holding Corp., along with its affiliates, is a global leader in designing and manufacturing innovative control systems and components for the appliance and HVAC industries. Robertshaw US Holding and its affiliates filed Chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90052) on February 15, 2024, with $500 million to $1 billion in assets and liabilities. John Hewitt, chief executive officer, signed the petitions. The Debtors tapped Hunton Andrews Kurth LLP & Latham & Watkins, LLP as bankruptcy counsel; Guggenheim Securities, LLC as investment banker and financial advisor; and KPMG, LLP as accountant, tax advisor and auditor. Kroll Restructuring Administration, LLC is the claims, noticing, solicitation and balloting agent. ROCKIN A ELECTRIC: Nathan Smith Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Region 17 appointed Nathan Smith, Esq., as Subchapter V trustee for Rockin A Electric LLC. Mr. Smith, a partner at Malcolm & Cisneros, will be paid an hourly fee of $550 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Smith declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Nathan F. Smith, Esq. Malcolm & Cisneros 2112 Business Center Drive Irvine, CA 92612 Phone: (949) 252-9400 Email: nathan@mclaw.org 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. RUE21 INC: Seeks Chapter 11 Bankruptcy Protection for 3rd Time -------------------------------------------------------------- Jonathan Randles of Bloomberg News reports that teen clothing retailer rue21 has filed bankruptcy to close its stores and sell its brand, marking the third time the business has sought court protection and the latest sign of trouble for mall-based outlets. The retailer, which is majority owned by Blue Torch Capital, filed Chapter 11 Thursday in Delaware listing assets and liabilities each of between $100 million and $500 million. The company said it will conduct going-out-of business sales over the next 4 to 6 weeks while it runs a sale process for the retailer’s intellectual property. About rue21 Inc. rue21 -- http://www.rue21.com/-- is a teen specialty apparel retailer. For over 37 years, rue21 has been famous for offering the latest trends at an affordable price point. It has core brands in girls' apparel (rue21), intimate apparel (true), girls' accessories (etc!), girls' cosmetics (ruebeaute!), guys' apparel and accessories (Carbon), girls' plus-size apparel (rue+), and girls' swimwear (ruebleu). The company is headquartered in Warrendale, Pennsylvania and have one distribution center located in Weirton, West Virginia. rue21 sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-10939) on May 2, 2024. In its petition, the Debtor reported assets and liabilities between $100 million and $500 million. The Debtor is represented by: Edmon L. Morton Young Conaway Stargatt & Taylor, LLP Shane M. Reil Young Conaway SAM ASH: Court OKs $20MM DIP Loan from Tiger Finance ---------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized Sam Ash Music Corporation and affiliates to use cash collateral and obtain postpetition financing, on an interim basis. The Debtors obtained $20 million in post-petition financing pursuant to the Senior Secured Super-Priority Debtor-In-Possession Loan and Security Agreement agented by Tiger Finance LLC. The Debtors are immediately authorized under the DIP Facility to borrow $18.425 million in accordance with the terms and conditions of the DIP Credit Agreement, on an interim basis. All DIP Obligations will be due and payable on the date that is the earliest to occur of any of the following: (a) the date that is six months following the Effective Date; or (b) the occurrence of a DIP Termination Event. The events that consist of a "DIP Termination Event" include: (i) the failure of the Court to enter an order granting the relief requested in the DIP Motion on a final basis, in form satisfactory to the DIP Lender, on or before 5 p.m. on the date that is 30 days after the Petition Date; (ii) the entry of an order of the Court terminating the right of the Debtors to use cash collateral; (iii) the dismissal of the Chapter 11 Cases, or the conversion of the Chapter 11 Cases to a case under chapter 7 of the Bankruptcy Code; (iv) the appointment in the Chapter 11 Cases of a trustee or an examiner with expanded powers; and (v) the Interim Order will cease, for any reason, to be in full force and effect, or the Debtors will so assert in any motion filed with the Bankruptcy Court, or any liens or claims created in favor of the DIP Lender under the Interim Order will cease to be enforceable and of the same effect and priority purported to be created , or the Debtors will so assert in any motion filed with the Bankruptcy Court. The Debtors are required to comply with these milestones: (a) By Thursday of each week, the Borrowers must deliver to Lender a report of the Borrowers' budget-to-actual performance for the previous week with respect to the applicable Budget. Borrowers must achieve the following financial performance thresholds with respect to the Budget, subject to the variances as set forth below: (i) Minimum Sales – Borrowers' actual sales, calculated on a trailing 3-week basis, will not be less than 90% of the amount set forth in the Budget; (ii) Minimum Collections – Borrowers' actual cash collected from accounts receivable, calculated on a trailing 3-week basis, will not be less than 90% of the amount set forth in the Budget; (iii) Maximum Disbursements – Borrowers' actual disbursements, calculated on a trailing 3-week basis, will not exceed by more than 10% the disbursements projected in the Budget; (iv) Excess Availability – Borrowers' Excess Availability, tested on a weekly basis, will not be less than 15% of the amount projected in the Budget; (v) Samson Inventory – Receipts of Inventory by Samson, must be within 10% the payments made by Samson for all Inventory; and (vi) Payroll/Self-Funded Medical Insurance – Borrowers' disbursements with respect to payroll and self-funded medical insurance, calculated on a trailing 3-week basis, will not be less than 110% of the amount projected in the Budget. (b) The foregoing must be reported on Thursday of each week on a cumulative basis commencing with the first Thursday to occur after the first full calendar week following the Effective Date, and thereafter on a weekly and a cumulative basis pursuant to the Variance Report delivered by the Borrowers to Lender. (c) Lender and Borrowers agree that line item disbursement amounts budgeted under the Budget (x) are limited to the dollar amounts reflected in each line item within the Budget, (y) may not be applied to satisfy obligations under other line items, and (z) may be carried over into subsequent weekly periods to account for timing differences, but such budgeted line item amounts may not be pre-funded or accelerated without Lender's prior written consent, which consent may be withheld and/or delayed in Lender's exclusive discretion (and no such consent must be implied from any other authorization or acquiescence by Lender); provided further, that the Lender must consider in good faith weekly variances resulting from changes in the timing of particular receipts or disbursements and, in such cases, approval of such variances must not be unreasonably withheld (solely to the extent the Budget is not exceeded on a cumulative basis). (d) Borrowers agree that receipts of Inventory by Borrowers must be within 10% the payments made by Borrowers for all Inventory; provided that, the Lender must consider in good faith weekly variances resulting from changes in the timing of particular receipts of Inventory or events outside of the Borrowers' control and, in such cases, approval of such variances must not be unreasonably withheld; provided further that, Borrowers must provide to Lender on a weekly basis an Inventory report setting forth on a per-vendor basis the expected amount of Inventory to be purchased from each such vendor, together with the expected date of receipt by Borrowers of each such item of Inventory, with such report being subject to the prior written consent of Lender and such consent must not be unreasonably withheld. Prior to the commencement of the Chapter 11 Cases, the Debtors were party to the (A) Loan and Security Agreement dated February 21, 2024, between and among the Debtors, and Tiger Finance, LLC, as Lender, and (B) all other agreements, documents, notes, certificates, and instruments executed and/or delivered with, to, or in favor of the Prepetition Lender. As of the Petition Date, the Debtors were indebted to the Prepetition Lender in the approximate aggregate principal amount of $18.5 million. To secure the Prepetition Debt, the Debtors granted continuing security interests and Liens to the Prepetition Lender, upon all of the Debtors' assets and property. The events that constitute an "Event of Default" include: (a) Borrowers fail to pay when due any of the Obligations, or Borrowers or Obligors fail to perform any of the terms, covenants, conditions or provisions contained in the Agreement or any of the other Financing Agreements; (b) any representation, warranty or statement of fact made by Borrowers or Obligors to Lender in this Agreement, the other Financing Agreements or any other agreement, schedule, confirmatory assignment or otherwise will when made or deemed made be false or misleading in any material respect; and (c) any Obligor revokes, terminates or fails to perform any of the material terms, covenants, conditions or provisions of any guarantee, endorsement or other agreement of such party in favor of Lender. A final hearing on the matter is set for June 3, 2024 at 10 a.m. A copy of the order is available at https://urlcurt.com/u?l=SXJpt5 from PacerMonitor.com. About Sam Ash Sam Ash and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J., Case No. 24-14727) on May 8, 2024, with $100 million to $500 million in assets and $100 million to $500 million liabilities. Jordan Meyers as chief financial officer signed the petition. Hon. Stacey L. Meisel presides over the cases. The Debtors tapped Cole Schotz P.C. as counsel; SierraConstellation Partners LLC as financial advisor; and Capstone Capital Markets, LLC as investment banker. SANDVINE CORP: Invesco Senior Marks $190,000 Loan at 53% Off ------------------------------------------------------------ Invesco Senior Loan Fund has marked its $190,000 loan extended to Sandvine Corp. to market at $90,101 or 47% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Second Lien Term Loan to Sandvine. The loan accrues interest at a rate of 13.43% (1 mo. Term SOFR + 8.00%) per annum. The loan matures on November 2, 2026. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Sandvine Corporation, headquartered in Waterloo, Ontario, Canada, and owned by funds affiliated with Francisco Partners, provides network and application intelligence solutions to mobile, fixed, cable, satellite and Wi-Fi service providers, and governments globally. SANO RACING: Wins Cash Collateral Access on Final Basis ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, Fort Lauderdale Division, authorized Sano Racing Stables, LLC to use the cash collateral of the U.S. Small Business Administration, on an interim basis, in accordance with the budget, with a 10% variance, through September 30, 2024. As previously reported by the Troubled Company Reporter, prior to the Petition Date, the Debtor became indebted to several merchant credit advance companies and other parties. The Debtor's pre-COVID perfected secured claims total in excess of $600,000. The Debtor believes that the aggregate value of its assets is less than $600,000. Accordingly, taking into account the dates of perfection, value of the Debtor's assets, and outstanding loan amounts, the Debtor believes that any claims that were incurred/perfected after the 2020 is wholly unsecured pursuant to 11 U.S.C. Section 506(a). Accordingly, the Debtor believes that the claims of J.P. Morgan Chase Bank, N.A., and TD Bank, N.A. are wholly secured and the claim of the U.S. Small Business Administration is secured up to the value of the Debtor's assets. On April 4, 2014, the Debtor obtained a loan from Chase Bank, which loan is insured by the U.S. Small Business Administration. In connection with the SBA Loan, Chase Bank filed a form UCC-1 Financing Statement with the Florida Secured Transaction Registry under File No. 201401163627, which indicates that Chase Bank has a perfected interest on all of the Debtor's assets. The Debtor is not aware of the exact current balance on the SBA Loan as of the Petition Date but believes it to be approximately $100,000. On October 22, 2019, the Debtor obtained a loan from TD Bank. In connection with the TD Bank Loan, TD Bank filed a form UCC-1 Financing Statement with the Florida Secured Transaction Registry under File No. 201909957958, which indicates that Chase Bank has perfected interest on all of the Debtor's assets. The Debtor is not aware of the exact current balance on the TD Bank Loan as of the Petition Date but believes it to be approximately $20,500. On June 28, 2020, the Debtor obtained a COVID-19 Economic Injury Disaster Loan from the SBA in the principal amount of $500,000. In connection with the EIDL Loan, the SBA filed a form UCC-1 Financing Statement with the Florida Secured Transaction Registry under File No. 202002701022, which indicates that the SBA has a perfected interest on all of the Debtor's assets. The Debtor is not aware of the exact current balance on the EIDL Loan as of the Petition Date but believes it to be approximately $500,000. The following creditors may assert liens against the Debtor's assets by virtue of their respective prepetition security interest (as evidenced by the filings of UCC-1 financing statements), but for which the Debtor believes the claims to be wholly unsecured pursuant to 11 U.S.C. Section 506(a): 1. V Cap Group; 2. Botte de Zovi Maria Christina; and 3. Corporation Service Company. As adequate protection for the Debtor's use of cash collateral, the Secured Creditors will have effective as of the Petition Date: (i) a replacement lien pursuant to 11 U.S.C. Section 361(2) on and in all property acquired or generated post-petition by the Debtor to the same extent and priority and of the same kind and nature as the secured the Secured Creditors' respective pre-petition liens and security interests in the cash collateral. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=nnwLxy from PacerMonitor.com. The Debtor projects total expenses, on a monthly basis, as follows: $233,090 for May 2024; $233,090 for June 2024; and $233,090 for July 2024. About Sano Racing Stables, LLC Sano Racing Stables, LLC is a Florida limited liability company based out of Gulfstream Park, located at 901 S. Federal Highway, Hallandale, Florida 33099. The business of the Debtor is the raising and training of race horses, through the company's owner, Salvador A. Sano. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr,. S.D. Fla. Case No. 24-12298-SMG) on March 11, 2024. In the petition signed by Salvador A. Sano Formica, manager, the Debtor disclosed up to $50,000 in both assets and liabilities. Judge Scott M. Grossman oversees the case. Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor as legal counsel. SC HEALTHCARE: Committee Hires Greenberg Traurig as Counsel ----------------------------------------------------------- The official committee of unsecured creditors of SC Healthcare Holding, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Greenberg Traurig, LLP as counsel. The firm will provide these services: (a) advise the Committee with respect to its rights, duties, and powers in these Cases; (b) assist and advise the Committee in its consultations with the Debtors in connection with the administration of these Cases; (c) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors, operation of the Debtors' businesses and the desirability of continuing or selling such businesses and/or assets under Bankruptcy Code section 363, the formulation of a Chapter 11 plan, and other matters relevant to these Cases; (d) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests, including analysis of possible objections to the nature, extent, validity, priority, amount, subordination, or avoidance of claims and/or transfers of property in consideration of such claims; (e) advise and represent the Committee in connection with matters generally arising in these Cases, including the obtaining of credit, the sale of assets, and the rejection or assumption of executory contracts and unexpired leases; (f) appear before this Court, and any other federal, state, or appellate court; (g) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, objections, and responses to any of the foregoing; and (h) perform such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. The firm will be paid at these rates: Shareholders $650 to $1,995 per hour Of Counsel $500 to $1,880 per hour Associates $325 to $1,155 per hour Legal Assistants/Paralegals $150 to $605 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Nancy A. Peterman, Esq., a partner at Greenberg Traurig, 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. Pursuant to Part D.1 of the Revised UST Guidelines, Greenberg Traurig hereby provides the responses set forth below: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: Yes, Greenberg Traurig agreed to 15 percent discount for work performed by Greenberg Traurig on the bankruptcy cases. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and reasons for the difference? Response: No. Question: Has your client approved your respective budget and staffing plan, and, if so, for what budget period? Response: The Committee and Greenberg Traurig expect to develop a prospective budget and staffing plan, recognizing that in the course of these Cases, there may be unforeseeable fees and expenses that will need to be addressed by the Committee and Greenberg Traurig. The firm can be reached at: Nancy A. Peterman, Esq. Danny Duerdoth, Esq. Greenberg Traurig, LLP 77 West Wacker Drive, Suite 3100 Chicago, IL 60601 Tel: (312) 456-8400 Fax: (312) 456-8435 Email: PetermanN@gtlaw.com DuerdothD@gtlaw.com About SC Healthcare Holding, LLC SC Healthcare Holding, LLC, et al. comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. SC Healthcare Holding, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M Horan oversees the case. Young Conaway Stargatt & Taylor, LLP and Winston & Strawn LLP represent the Debtors as legal counsel. SC HEALTHCARE: Committee Hires Province as Financial Advisor ------------------------------------------------------------ The official committee of unsecured creditors of SC Healthcare Holding, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Province, LLC as financial advisor. The firm's services include: a. becoming familiar with and analyzing the Debtors' DIP budget, assets and liabilities, and overall financial condition; b. reviewing financial and operational information furnished by the Debtors; c. monitoring the sale process, interfacing with the Debtors' professionals, and advising the Committee regarding the process; d. scrutinizing the economic terms of various agreements, including, but not limited to, various professional retentions; e. analyzing the Debtors' proposed business plans and developing alternative scenarios, if necessary; f. assessing the Debtors' various pleadings and proposed treatment of unsecured creditor claims therefrom; g. preparing, or reviewing as applicable, avoidance action and claim analyses; h. assisting the Committee in reviewing the Debtors' financial reports, including, but not limited to, statements of financial affairs, schedules of assets and liabilities, DIP budgets, and monthly operating reports; i. advising the Committee on the current state of these chapter 11 cases; j. advising the Committee in negotiations with the Debtors and third parties as necessary; k. if necessary, participating as a witness in hearings before the Court with respect to matters upon which Province has provided advice; and l. other activities as are approved by the Committee, the Committee's counsel, and as agreed to by Province. The firm will be paid at these rates: Managing Directors/Principals $870-$1,450 per hour Vice Presidents/Directors/Senior Directors $690-$950 per hour Analysts/Associates/Senior Associates $370-$700 per hour Other/Para-Professional $270-$410 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Paul Navid, a partner at Province, 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: Paul Navid Province, LLC 2360 Corporate Circle, Suite 340 Henderson, NV 89074 Tel: (702) 685-5555 Email: pnavid@provincefirm.com About SC Healthcare Holding, LLC SC Healthcare Holding, LLC, et al. comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. SC Healthcare Holding, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M Horan oversees the case. Young Conaway Stargatt & Taylor, LLP and Winston & Strawn LLP represent the Debtors as legal counsel. SC HEALTHCARE: Committee Hires Walker as Investment Sales Broker ---------------------------------------------------------------- The official committee of unsecured creditors of SC Healthcare Holding, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Walker & Dunlop Investment Sales, LLC as investment sales broker. The firm's services include: (a) assisting in the review and analysis of any potential sales transactions; (b) advising on the Debtors' preparation of information memoranda for potential sales transactions, if requested; (c) preparing marketing materials related to the Debtors' assets; (d) assessing and analyzing markets for the sale of the Debtors' assets; (e) analyzing and setting listing prices for the Debtors' assets; (f) assisting in contacting potential purchasers of the Debtors' assets and meeting with and providing them with the applicable information about the Debtors' assets, or business as applicable; (g) preparing, reviewing, and executing Non-Disclosure Agreements with third parties expressing interest in the Debtors' assets; (h) negotiating and securing offers to purchase the Debtors' assets; (i) soliciting the cooperation of licensed real estate brokers in the efforts to secure offers to purchase the Debtors' assets; (j) ensuring that any sales remain compliant with Illinois real estate law, as applicable; (k) preparing and delivering offering material on the Debtors' assets to prospective purchasers; (l) qualifying all purchases through the use of confidentiality agreements; (m) negotiating purchase and sale agreements; (n) negotiating letters of intent; (o) meeting with the Debtors to discuss any proposed transaction and their financial implications; and (p) providing such other investment banking services in connection with these Chapter 11 Cases as WD and the Debtors may mutually agree upon. The firm will be paid as follows: i. Commission Rate. The Commission on the sale of the property shall be calculated as follows: 2 percent of the gross sales price of each property sold. There is no monthly fee for WD's services. ii. Time of Payment. The Commission shall be earned, due, and payable in full at the time of the transfer of title or a partnership interest to (or direct or indirect ownership interest in) the property (a "Sale"), subject to the procedures described herein and in the Proposed Order. iii. Computation of Sales Price. The Commission shall be computed in accordance with the above Commission rate based upon the total sales price, which shall include any mortgages (without deduction for prepayment or defeasance fees paid by Owner), loans or other obligations of the Owner which may be assumed by the purchase or which the purchase takes title "subject to", any purchase money loans or mortgages taken back by the Owner, and the sales price of any fixtures or other personal property sold by separate agreement between the Owner and purchaser as part of the overall sale of the real property. Mark Myers, a managing director at Walker & Dunlop Investment Sales, 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: Mark Myers Walker & Dunlop Investment Sales, LLC 7272 Wisconsin Avenue, Suite 1300 Bethesda, MD 20814 Tel: (312) 428-2534 Email: mmyers@walkerdunlop.com About SC Healthcare Holding, LLC SC Healthcare Holding, LLC, et al. comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. SC Healthcare Holding, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M Horan oversees the case. Young Conaway Stargatt & Taylor, LLP and Winston & Strawn LLP represent the Debtors as legal counsel. SC HEALTHCARE: Sale of 8 Petersen Health Care Nursing Homes Delayed ------------------------------------------------------------------- Shelby Grebbin of Skilled Nursing News reports that Petersen Health's sale of 8 nursing homes delayed as bankruptcy filing questioned. Petersen Health Care's sale of a number of its nursing homes is facing delays as a creditor is calling into question the Illinois-based nursing home operator's ability to file for bankruptcy. According to an article in WCBU Peoria, the dispute centers around whether Petersen can file for bankruptcy on behalf of eight properties currently being managed by a court-appointed receiver, Michael Flanagan. Petersen Health Care operates numerous nursing homes across Illinois, Iowa, and Missouri. The creditor -- X-Caliber Funding – objected to Petersen's bankruptcy filing, arguing that the company cannot represent these properties in bankruptcy due to the receiver's management. They raised trust issues and concerns about Petersen's management record, citing instances of mismanagement and poor conditions at some facilities, WCBU reported. In response, Petersen defended its position, stating that a streamlined sale of all properties would benefit lenders and allow for some recovery for unsecured creditors. They denied allegations of mismanagement and improper fund usage, asserting that their cash management complies with regulations. Attorneys for Petersen told the court in March that Petersen intends to sell its properties to multiple buyers. The legal dispute has led to delays in the bankruptcy process, prompting the federal bankruptcy court to encourage both parties to resolve their differences outside of court – noting that the risk of prolonged legal battles could cause uncertainty for nursing home residents and their families. Further hearings are scheduled for May 2024, with the judge urging the involved parties to find a compromise. About Petersen Health Care Inc. SC Healthcare Holding, LLC, et al., comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. SC Healthcare Holding, LLC, and its affiliates, including Petersen Health Care, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M Horan oversees the case. Young Conaway Stargatt & Taylor, LLP, and Winston & Strawn LLP, serve as the Debtors' legal counsel. SINCLAIR TELEVISION: Invesco Senior Marks $106,000 Loan at 16% Off ------------------------------------------------------------------ Invesco Senior Loan Fund has marked its $106,000 loan extended to Sinclair Television Group, Inc. to market at $89,438 or 84% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan B-4 to Sinclair Television. The loan accrues at a rate of 9.18% (1 mo. SOFR + 3.75%). The loan matures on April 21, 2029. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Sinclair Television Group, Inc. provides media broadcasting services. The Company offers television broadcasting and programming services. SOCAL CLIMATE: Seeks to Hire Ure Law Firm as Legal Counsel ---------------------------------------------------------- Socal Climate Control & Mechanical, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Ure Law Firm as counsel. The firm will provide these services: a. advise the Debtor regarding matters of bankruptcy law and concerning the requirement of the Bankruptcy Code, and the Bankruptcy Rules relating to the administration of this case, and the operation of the Debtor's estate as a debtor in possession; b. represent the Debtor in proceedings and hearings in the court involving matters of bankruptcy law; c. assist in the compliance with the requirements of the Office of the United States trustee; d. provide the Debtor legal advices and assistance with respect to the Debtor's powers and duties in the continued operation of the Debtor's business and management of property of the estate; e. assist the Debtor in the administration of the estate's assets and liabilities; f. prepare necessary applications, answers, motions, orders, reports and/or other legal documents on behalf of the Debtor; g. assist in the collection of all accounts receivable and other claims that the Debtor may have and resolve claims against the Debtor's estate; h. provide advice, as counsel, concerning the claims of secure and unsecured creditors, prosecutions, and/or defense of all actions; and i. prepare, negotiate, prosecute and attain confirmation of a plan of reorganization. The firm will be paid at these rates: Thomas B. Ure $475 per hour Law clerks/paralegals $295 per hour The firm received an initial retainer of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Thomas B. Ure, Esq., a partner at Ure 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 at: Thomas B. Ure, Esq. Ure Law FIRM 8280 Florence Avenue, Suite 200 Downey, CA 90240 Tel: (213) 202-6070 Fax: (213) 202-6075 Email: tom@urelawfirm.com About Socal Climate Control & Mechanical, Inc. Socal Climate Control & Mechanical, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10371) on March 8, 2024. In the petition signed by Tammy Navarro, president, the Debtor disclosed $1,532,802 in total assets and $1,344,211 in total liabilities. Judge Martin R. Barash oversees the case. Thomas B. Ure, Esq., at Ure Law Firm, represents the Debtor as legal counsel. STAPLES INC: Moody's Affirms 'B3' CFR & Alters Outlook to Stable ---------------------------------------------------------------- Moody's Ratings changed the outlook for Staples, Inc. to stable from negative and affirmed its B3 corporate family rating and B3-PD probability of default rating. Moody's also affirmed the B3 ratings of its existing backed senior secured first lien term loans and backed senior secured notes and the Caa2 rating of its existing senior unsecured notes. In addition, Moody's assigned a B3 ratings to the company's new proposed backed senior secured first lien term loan and its new proposed backed senior secured notes and assigned a Caa2 rating to its new proposed backed senior secured junior lien notes. As part of the refinancing transaction the existing senior unsecured notes are being exchanged for new junior lien notes that will have a third lien on assets securing the ABL and second lien on assets securing the new backed senior secured first lien term loan and new backed senior secured notes. Ratings of the proposed credit facilities are subject to closing and satisfactory documentation. Ratings of the existing credit facilities will be withdrawn upon closing. "Governance is a ratings driver as the change in outlook to stable reflects the proposed refinancing of the company's capital structure which will alleviate the refinancing risk which was a major concern", Moody's Vice President Mickey Chadha stated. "Although Moody's expect Staples' profitability and credit metrics to improve from margin improvement driven by lower costs and significant expense reduction, modest top-line growth, and debt reduction using proceeds from the sale of DEX, interest coverage will remain weak", Chadha further stated. RATINGS RATIONALE Staples' B3 CFR reflects its adequate liquidity, the scale of its delivery-only B2B business, loyal commercial relationships with high retention rates and well established supply chain and distribution capabilities. Staples' revenue from office supplies segment has suffered from lower demand from its core corporate clients as most employees have not returned to the office on a full-time basis with many continuing to work either fully remote or in some hybrid arrangement, a trend which Moody's expect to continue. This weakness and resulting pressure on profitability has been offset by demand increases in the Pro Segment. Profitability has improved as the company has cut costs and streamlined operations. Moody's expects credit metrics to improve from current levels as profitability improves but still remain weak with debt/EBITDA around 6.0 times and EBITA/interest below 1.5 times in the next 12 months. Staples' rating also reflects financial strategy risks inherent in a sponsor-owned company, including the potential for leveraging extractions of equity. The stable outlook reflects Moody's Ratings' expectation that operating performance including operating margins and revenue will not deteriorate and EBITA/interest will remain above 1.0x post refinancing of the company's capital structure. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if operating performance improves, there are no meaningful near term debt maturities and liquidity is good. An upgrade would also require operating performance and financial strategies that support debt/EBITDA sustained below 6.5 times and EBITA/ interest expense sustained above 1.5 times. Ratings could be downgraded if liquidity weakens for any reason. Ratings could also be downgraded if the company is does not refinance its debt well in advance of its maturity. Quantitatively, ratings could be downgraded should debt/EBITDA be sustained above 7.5 times or EBITA/interest is sustained below 1.0 times including any potential refinancing transaction or should financial strategies become detrimental to creditors. Headquartered in Framingham, MA, Staples, Inc. is a business-to-business distributor of office supplies and ancillary products and services selling to corporate customers in North America and Canada. The company's business units include Staples, Quill.com and HiTouch Business Services. Staples serves businesses and organizations of all sizes in North America through its contract businesses and Staples.com. Quill.com uses a targeted high touch approach to serve the needs of small and mid-sized businesses in the US. HiTouch Business Services is a nationwide independent dealer of office-related supplies and services, selling to a mix of large and mid-sized customers throughout the US. For the fiscal year ended February 3, 2024 revenue was around $10.5 billion. The company is owned by affiliates of Sycamore Partners, a private equity company. The principal methodology used in these ratings was Distribution and Supply Chain Services published in February 2023. STICKY'S HOLDINGS: Natasha Songonuga Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Natasha Songonuga, Esq., at VTrustee, LLC as Subchapter V trustee for Sticky's Holdings LLC and its affiliates. Ms. Songonuga will be paid an hourly fee of $450 for her services as Subchapter V trustee and an hourly fee of $185 for paralegal services. In addition, the Subchapter V trustee will receive reimbursement for work-related expenses incurred. Ms. Songonuga declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Natasha Songonuga, Esq. VTrustee LLC PO Box 841 Wilmington, DE 19899 Email: Nsongonuga@VTrusteellc.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. SURGICARE SURGICAL: Creditors to Get Proceeds From Liquidation -------------------------------------------------------------- Surgicare Surgical Associates of Mahwah LLC filed with the U.S. Bankruptcy Court for the District of New Jersey a First Amended Plan of Liquidation dated May 2, 2024. The Debtor previously operated a free-standing multispecialty surgery center in premises located at 400 Franklin Turnpike in Mahwah (the "Premises"), New Jersey, under a certain Lease Agreement with the Landlord dated September 2008, as extended by that certain Lease Extension dated May 17, 2018 (the "Lease"). The Debtor ceased business operations prior to the Petition Date. No surgical or medical procedures have taken place since approximately early April of 2023. The Debtor commenced this care in order to facilitate an orderly wind down and liquidation of its assets, with the intent to, among other things, maximize the value of its license by the New Jersey Department of Health to operate a 3 operating room ambulatory care facility (facility license number 24206) (the "ASC License") through a sale of such license pursuant to section 363 of the Bankruptcy Code. As of May 1, 2024, the Debtor has approximately $200,000 on hand. The most valuable of the Debtor's assets is its ASC License. By Order dated November 30, 2023, the Court approved the Debtor's sale of the ASC License to Mahwah ASC LLC, for the gross purchase price of $1,500,000. The sale of the ASC License remains subject to regulatory approval by the New Jersey Department of Health ("DOH"). The Debtor has applied to DOH for approval of the transaction, and is optimistic that approval may be obtained by the end of the third quarter of 2024, whereupon the sale of the ASC License will close, and the Estate will realize the net purchase price proceeds. Based upon communications with DOH, it appears that there may be as much as $50,000 in fees owed to DOH in connection with approval of the sale of the license, which fees would be effectively paid by the purchase and reduce the gross proceeds to the Debtor accordingly. Class 2 consists of the holders of Allowed General Unsecured Claims. The Debtor estimates that it may owe approximately $950,000 to holders of claims in this Class, excluding any deficiency claims of allegedly secured creditors. Pro-rata distribution funds remaining following payment of Secured Claims, Administrative Expenses and Unsecured Priority Claims. This Class is impaired. Class 3 consists of Equity Interest Holders who are the members of the Debtor. Holders will receive no distribution and their Equity Interests will be cancelled. The Plan is a liquidating plan, as all Assets of the Debtor will be liquidated to pay Allowed Claims against the Debtor, in accordance with the priorities established by the Bankruptcy Code. The Debtor's Assets, including cash and any proceeds of accounts receivable, and proceeds of the sale of the ASC License, will be liquidated and distributed hereunder. A full-text copy of the First Amended Plan of Liquidation dated May 2, 2024 is available at https://urlcurt.com/u?l=P7KwGU from PacerMonitor.com at no charge. The Debtor's Counsel: Douglas J. McGill, Esq. WEBER MCGILL LLC 100 E. Hanover Avenue Suite 401 Cedar Knolls, NJ 07927 Tel: (973) 739-9559 Email: dmcgill@webbermcgill.com About Surgicare Surgical Surgicare Surgical Associates of Mahwah, LLC is a surgical center in Mahwah, N.J. Surgicare filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.N.J. Case No. 23-13624) on April 27, 2023, with as much as $50,000 in assets and $1 million to $10 million in liabilities. Sam Della Fera, Jr., Esq., at Chiesa, Shahinian & Giantomasi, PC, has been appointed as Subchapter V trustee. Judge John K. Sherwood oversees the case. Douglas J. McGill, Esq., at Weber McGill, LLC is the Debtor's counsel. SVB FINANCIAL: Reaches Deal w/ Pinegrove for SVB Capital -------------------------------------------------------- SVB Financial Group (Pink Sheets: SIVBQ) on May 2, 2024, announced that it has entered into a definitive agreement under which a newly created entity affiliated with Pinegrove Capital Partners and backed by permanent capital from Brookfield Asset Management and Sequoia Heritage, will acquire the Company's investment platform business, SVB Capital. Under the terms of the agreement, SVB Capital would be acquired for a combination of cash and other economic consideration. Pinegrove is a capital solutions partner for the venture capital ecosystem. Pinegrove provides customized and scalable secondary liquidity solutions for general partners and limited partners with a focus on investing in leading mid-to-late-stage private technology companies. As part of this differentiated partnership, Pinegrove and SVB Capital will operate independently, each led by their existing management teams, with the common long-term financial backing of Brookfield and Sequoia Heritage and an aligned focus on providing flexible and innovative capital solutions to their trusted clients. "The SVB Capital business has built an exceptional reputation as the premier investment partner to top venture capital firms and technology companies, and we are pleased to have reached an agreement that will position the business to thrive over the long-term and has the support of SVB Financial Group's major creditor groups," said Bill Kosturos, Chief Restructuring Officer of SVB Financial Group. "We believe the agreement maximizes the value for the benefit of SVB Financial Group's constituents, with a significant cash component as well as the ability to participate in the future upside potential of the business. In addition, the transaction is a strong outcome for the team at SVB Capital, its limited partners and other key stakeholders." "Over the last quarter-century, our firm has thrived on the deep trust we've cultivated with the most sought-after general partnerships in venture capital. In addition, we have consistently aligned our interests with those of our limited partners. Those foundational principles will guide us into the future. Leveraging SVB Capital's extensive history and track record, our partnership with Pinegrove will expand our multi-strategy platform to directly meet the unique needs of the venture capital and limited partner communities," said Aaron Gershenberg, Founding Partner and Member of the Operating Committee, SVB Capital. "Pinegrove is honored to partner with Aaron and the SVB Capital team. We are thrilled to work collaboratively on our collective mission of enhancing liquidity options in the venture capital ecosystem," said Brian Laibow, CEO and Founding Partner of Pinegrove. Transaction Details The agreement is subject to Bankruptcy Court and regulatory approval, as well as other customary closing conditions. On May 2, 2024, SVB Financial Group filed a motion seeking the Court's authorization to approve buyer protections for the Pinegrove affiliate and consummate a sale of the SVB Capital business. SVB Financial Group intends to seek approval of the buyer protections at a hearing on May 16, 2024, and has requested that the Bankruptcy Court schedule a hearing to approve the sale of SVB Capital on June 5, 2024. The transaction is supported by SVB Financial Group and key creditor groups, including the Official Committee of Unsecured Creditors, the Ad Hoc Group of Senior Noteholders and the Ad Hoc Cross-Holder Group. Court filings and other information related to the SVB Financial Group's Chapter 11 proceeding are available on a website administrated by the Company's claims agent, Kroll, at https://restructuring.ra.kroll.com/svbfg or by emailing SVBFGInfo@ra.kroll.com. Advisors Centerview Partners LLC is serving as financial advisor, Sullivan & Cromwell LLP is serving as legal counsel and Alvarez & Marsal is serving as the restructuring advisor to SVB Financial Group as debtor-in-possession. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal counsel to Pinegrove. About SVB Financial Group SVB Financial Group (Pink Sheets: SIVBQ) is the holding company for various financial services companies, including SVB Capital. About SVB Capital Founded in 1999 as a division of SVB Financial Group, SVB Capital is a multi-strategy investment platform targeting the Innovation Economy with approximately $10B of assets under management across venture capital fund of funds, direct funds, and private credit funds. Uniquely positioned to access highly sought-after opportunities in start-up companies and venture capital funds, SVB Capital invests in fund managers and private technology and life science companies throughout the innovation economy around the world.  About Pinegrove Pinegrove Capital Partners is a capital solutions partner that provides customized and scalable secondary liquidity solutions for the venture and growth ecosystem, focusing on investing into leading mid-to-late-stage private technology companies. Pinegrove is backed with $1 billion for its strategy inclusive of $500 million from its sponsors, Sequoia Heritage and Brookfield Asset Management. On the Web: http://www.pinegrovecp.com/ About Sequoia Heritage Sequoia Heritage is a private investment partnership dedicated to compounding long term capital. About Brookfield Brookfield Asset Management Ltd. (NYSE: BAM, TSX: BAM) is a leading global alternative asset manager with over $900 billion of assets under management across renewable power and transition, infrastructure, private equity, real estate, and credit. We invest client capital for the long-term with a focus on real assets and essential service businesses that form the backbone of the global economy. We offer a range of alternative investment products to investors around the world — including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors. We draw on Brookfield's heritage as an owner and operator to invest for value and generate strong returns for our clients, across economic cycles. About SVB Financial Group SVB Financial Group 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. SYNAPTICS INC: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable ---------------------------------------------------------------- Moody's Ratings affirmed Synaptics, Inc.'s Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating, Ba1 senior secured bank credit facility rating, and Ba3 senior unsecured notes rating. The outlook remains stable. RATINGS RATIONALE Synaptics' Ba2 CFR reflects the company's niche leadership position in certain segments and typically modest leverage, which has averaged in the mid- to high 2x range over the last several fiscal years. Due to the outsourced manufacturing model and typically high profit margins, Synaptics generates healthy free cash flow (FCF), including during cyclical downturns. Moreover, the reduced exposure to the volatile smartphone market and the rapid growth of the Internet of Things (IoT) segment have improved Synaptics' product diversity and long term profitability. The maintenance of low financial leverage is prudent, since Synaptics faces significant competition in the IoT and Mobile segments, which comprise most of the revenues. Several large, diverse firms possess stronger market positions and greater financial resources than Synaptics. Synaptics' relatively small scale exposes the company to customer and product concentration and results in revenue volatility within individual segments. Also, a large share of the products in the Mobile and IoT segments are consumer products with shorter product cycles, increasing revenue variability. In recent quarters, Synaptics has experienced sharp, cyclical declines in end market demand. As a result, the company's profitability has deteriorated sharply with the associated loss in operating leverage. Revenue declined 22% in fiscal 2023 (ended June) and Moody's expects revenue to decrease a further 30% in fiscal 2024. The resulting steep reduction in the company's EBITDA margin (Moody's expenses stock based compensation) results in a significant, if temporary increase in leverage. While Moody's expects Synaptics' leverage profile to improve steadily over fiscal 2025 and 2026 on recovering end market demand, there is some risk that Synaptics' leverage could remain elevated for some time to come. The stable outlook reflects Moody's expectation that despite Synaptics' elevated leverage, the company will continue to generate healthy cash flow, in line with its historical performance during cyclical downturns. FCF/debt is expected to remain in the upper single digit percentage range at its nadir, and approach high teens over the next 18 months. Additionally, Synaptics has healthy liquidity in the form of $828 million in cash and cash equivalents at March 30, 2024, or approximately 80% of debt, in addition to an undrawn $250 million revolver. Given Moody's expectation of still healthy free cash flow generation and limited shareholder return in the near term, cash/debt is expected to approach 90% over the next 12-18 months. The Speculative Grade Liquidity (SGL) rating of SGL-1 reflects Synaptics' very good liquidity, which is supported by $828 million of cash and cash equivalents at March 30, 2024, and an undrawn $250 million revolving credit facility terminating in March 2026. Liquidity is further supported by Moody's expectation that Synaptics will produce about $100 million in annual free cash flow over the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if Synaptics increases scale and product diversity with organic revenue growth sustained above the mid-single digit percent level, expands EBITDA margin above 25%, and maintains a conservative financial policy with debt to EBITDA sustained below 3x. The ratings could be downgraded if Synaptics sustains cyclical revenue declines beyond the end market recovery, fails to return its EBITDA margin to greater than 20%, maintains leverage above 3.5x due to more aggressive financial policies, or shows signs of deteriorating liquidity. Synaptics, Inc. is a developer and fabless supplier of mixed signal semiconductor solutions serving mobile, PC, automotive, and IoT end markets. Revenue was approximately $940 million for the LTM period ended March 30, 2024. The principal methodology used in these ratings was Semiconductors published in October 2023. TAMPA LIFE: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------ The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Tampa Life Plan Village, Inc. The committee members are: 1. Bush Ross, P.A. Adam Alpert, Esq. 1801 N. Highland Ave. Tampa, FL 33602 aalpert@bushross.com 2. Stephen Ross, Representative of Estate of Jack F. Ross 12410 Windmill Cove Dr. Riverview, FL 33569 spluscross@verizon.net 3. James Katchadurian CR3 Partners, LLC 13355 Noel Road, Suite 2005 Dallas, TX 75240 James.katchadurian@CR3partners.com 4. Sandra Dodds 108 Travis Dr. Georgetown, TX 78633 SJDODDS1951@gmail.com 5. Virginia LoBosco Trustee Mary Kathleen Revocable Trust 4 Stonewall Court South Salem, NY 10590 gmlobosco@gmail.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Tampa Life Plan Village Tampa Life Plan Village Inc., doing business as Unisen Senior Living, in Tampa, Florida is a not-for-profit lifecare retirement community. Tampa Life Plan Village Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No.: 24-01885) on April 5, 2024. In the petition signed by Ronald Shuck, as director, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $100 million and $500 million. Judge Roberta A. Colton oversees the case. The Debtor is represented by Steven R. Wirth, Esq., at Akerman, LLP. TELESAT LLC: Invesco Senior Marks $1.7MM Loan at 40% Off -------------------------------------------------------- Invesco Senior Loan Fund has marked its $1,730,000 loan extended Telesat LLC to market at $1,041,279 or 60% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in a Term Loan B-5 to Telesat. The loan accrues interest at a rate of 8.35% (1 mo. Term SOFR + 2.75%) per annum. The loan matures on December 7, 2026. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 Telesat LLC operates as a satellite operator. The Company offers satellite delivered communications solutions to broadcast, telecom, corporate, and government customers, as well as provides technical consultancy services. Telesat serves clients worldwide. TGP COMMUNICATIONS: Gateway Pundit Seeks Chapter 11 Bankruptcy -------------------------------------------------------------- AFP reports that US far-right conspiracy website Gateway Pundit is filing for bankruptcy, its founder said Wednesday, April 24, 2024, as it battles a string of lawsuits alleging it promoted misinformation related to the 2020 election. Parent company TGP Communications is seeking Chapter 11 bankruptcy protection in Florida, founder Jim Hoft said in a note to readers, blaming "progressive liberal" lawsuits. The Gateway Pundit, launched as a blog in 2004, rose to prominence as it trumpeted conspiracy theories about a range of subjects, from mass shootings to Donald Trump's false claim that the 2020 election was stolen from him. Two poll workers in the southern state of Georgia -- which Trump lost to Joe Biden in 2020 -- sued the website over false claims they had been involved in ballot fraud. In December 2023, the same two poll workers won a separate $148 million defamation case against Trump's former lawyer Rudy Giuliani for spreading similar falsehoods. The Gateway Pundit also faces a lawsuit in Colorado from a former employee of the election technology firm Dominion Voting Systems, over false vote rigging claims. Last year, Dominion Voting Systems secured a $787.5 million settlement from Fox News after suing over false claims that its machines altered votes. Defamation lawsuits are increasingly becoming a tool used by citizens and pro-democracy groups in the United States to hold misinformation spreaders accountable. Radio host Alex Jones, founder of far-right website InfoWars, filed for bankruptcy in 2022 after he was ordered to pay nearly $1.5 billion in damages for calling a 2012 mass shooting in an elementary school –- which left 20 first graders and six adults dead -- a "hoax." But striking a defiant note, Hoft vowed to continue publishing even as Gateway Pundit comes under financial pressure from "radical left" campaigns that had driven away advertisers. "We do not expect that to change," Hoft wrote in his note to readers. He added the bankruptcy protection was "not an admission of fault or culpability," but instead a way to reorganize and consolidate litigation "when attacks are coming from all sides." Chapter 11 is a US mechanism allowing a company to restructure its debts under court supervision while continuing to operate. According to the US misinformation watchdog NewsGuard, Gateway Pundit "regularly distorts information" and spreads unfounded conspiracies. It has consistently ranked among the 20 most popular right-wing websites, according to the Righting, a newsletter that compiles data from the analytics company Comscore. The site's account on X, formerly Twitter, has nearly 740,000 followers. But traffic to a host of pro-Trump conservative websites has plummeted in recent months in part because social media platforms such as Facebook are deprioritizing media articles. Unique visitors to the Gateway Pundit plunged about 62 percent in February compared to the same month last year, according to the Righting, apparently compounding its financial woes. About Gateway Pundit Gateway Pundit is a US far-right conspiracy website. TGP Communications sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13938) on April 24, 2024. In its petition, the Debtor reported assets between $500,000 and $1 million and liabilities between $100,000 and $500,000. TGP COMMUNICATIONS: Linda Leali Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Region 21 appointed Linda Leali, Esq., as Subchapter V trustee for TGP Communications, LLC. Ms. Leali will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Leali declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Linda M. Leali Linda M. Leali, P.A. 2525 Ponce De Leon Blvd., Suite 300 Coral Gables, FL 33134 Telephone: (305) 341-0671, ext. 1 Facsimile: (786) 294-6671 Email: leali@lealilaw.com About TGP Communications TGP Communications, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13938) on April 24, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Judge Mindy A. Mora presides over the case. Bart A. Houston, Esq., represents the Debtor as legal counsel. THERMOGENESIS HOLDINGS: Incurs $2 Million Net Loss in First Quarter ------------------------------------------------------------------- ThermoGenesis Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2 million on $2.74 million of net revenues for the three months ended March 31, 2024, compared to a net loss of $5.18 million on $2.57 million of net revenues for the three months ended March 31, 2023. As of March 31, 2024, the Company had $10.09 million in total assets, $11.17 million in total liabilities, and a total deficit of $1.09 million. ThermoGenesis said, "The Company has incurred historical losses from operations and expects to continue to incur operating losses in the near future. The Company will need to raise additional capital to grow its business, fund operating expenses and make interest payments. The Company's ability to fund its liquidity needs is subject to various risks, many of which are beyond its control. The Company will seek additional funding through debt borrowings, sales of debt or equity securities or strategic partnerships. The Company cannot guarantee that such funding will be available on a timely basis, in needed quantities or on terms favorable to the Company, if at all. These factors and other indicators raise substantial doubt about the Company's ability to continue as a going concern within one year from the filing date of this report." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/811212/000143774924017521/thmo20240331_10q.htm About ThermoGenesis ThermoGenesis Holdings, Inc. develops and commercializes a range of automated technologies for cell-banking, cell-processing, and cell-based therapeutics. Since the 1990's, ThermoGenesis Holdings has been a pioneer in, and a leading provider of, automated systems that isolate, purify and cryogenically store units of hematopoietic stem and progenitor cells for the cord blood banking industry. The Company was founded in 1986 and is incorporated in the State of Delaware and headquartered in Rancho Cordova, CA. New York, NY-based Marcum LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional capital to grow its business, fund operating expenses and make interest payments. These conditions raise substantial doubt about the Company's ability to continue as a going concern. THREE SISTERS: Court OKs Interim Cash Collateral Access ------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Tennessee, Nashville Division, authorized Three Sisters Transport, LLC to use cash collateral on an interim basis, in accordance with the budget, with a 10% variance. As previously reported by the Troubled Company Reporter, the Debtor owns trucks, trailers, and other property, including pre-petition factoring agreements with Love's Solutions and credit facilities with Love's Travel Stops & Country Stores. Love's has a security agreement but has not filed a UCC-1 against the Debtor, leaving liens unperfected. Before the Petition Date, the Debtor sought consent for post-petition extension of the Factoring Agreement and Credit Facility. However, Love's terminated the Debtor's ability to factor receivables without providing a release for future non-factored receivables, causing Love's to collect funds for accounts it has no perfected security interest. The court ruled that beginning on May 15, 2024, and continuing on the 15th of each month thereafter, the Debtor will make adequate protection payments to the Truck Creditors in accordance with the Schedule of Truck Creditor Adequate Protection Payments. With respect to Love's Solutions and Love's Travel Stops, the Debtor will treat the claims of Love's Solutions and Love's Travel as fully secured pending the outcome of the Debtor's objection to perfection at the Love's lien Hearing. To the extent necessary, the automatic stay is modified to allow Love's Solutions to immediately setoff, recoup, and/or apply any balance in the Debtor's "checkbook account" controlled by Love's Solutions against Love's Solutions' claim. On or before May 15, 2024, the Debtor will deposit an adequate protection payment of $20,000 in the trust account of Manier & Herod, P.C. to be held for the benefit of Love's Solutions pending the determination of rights at the Love's Lien Hearing. On or before the 15th day of each calendar month beginning May 15, 2024, the Debtor will deposit a monthly adequate protection payment of $5,000 in the M&H Trust Account to be held for the benefit of Love's Solutions. The automatic stay is modified to allow Love's Solutions to collect the prepetition receivables factored by it in the amount of $18,312. In the event that the Court, or such higher court, finally determines that the Love's Solutions' claim is unavoidable and perfected or that Love's Solutions otherwise has the unavoidable right to collect and/or retain funds in conjunction with the Love's Lien Hearing or otherwise: a. The Love's Initial Deposit and the Love's Monthly Deposits will be delivered from the M&H Trust Account to Love's Solutions and the Debtor will deliver future Love's Monthly Deposits directly to Love's Solutions until the earlier of (1) full satisfaction of Love's Solutions' Claim and (2) confirmation of the Debtor's plan; b. Green Oaks Transportation, LLC (i) will provide a personal guarantee to Love's Solutions using a Love's Solutions' standard form and (ii) will pledge a second priority lien on its 2019 Freightliner as collateral to further secure Love's Solutions' Claim and will cooperate with Love's Solutions with respect to lien notation on the 2019 Freightliner's certificate of title; provided, however, that any amounts paid by Green Oaks or recovered from the 2019 Freightliner that cause Love's Solutions to recover amounts in excess of the allowed amount of the Love's Solutions Claim will be deemed property of Green Oaks and will be paid to Green Oaks; c. Love's Solutions will be granted a second priority, automatically perfected lien, subordinate to the existing lien of Bluff City Factoring, LLC, on the Debtor's postpetition receivables up to the amount of the Love's Solution Claim; provided, however, that Love's Solutions will not levy upon such collateral unless the Debtor has an uncured default under this Order or the Bluff City Factoring Agreement and only with notice (as set forth below) to and in accordance with and deference to the first lien rights of Bluff City; d. The Debtor's plan will pay any unpaid balance on the Love's Solutions' Claim as of the effective date of such plan over a period not to exceed 12 months with an interest rate of 9% and will provide that the Debtor will not make any distributions to Mike Vasilev or to Green Oaks until the entire Love's Solutions' Claim is paid in full; e. In the event that the Debtor defaults under its obligations with respect to the Order or the Bluff City Factoring Agreement, (i) Love's Solutions will provide a written notice of default to the Debtor, (ii) the Debtor will have five business days after actual receipt of such notice to cure any default or to file an appropriate pleading to seek a court determination that no such default exists. In the event that the Debtor fails to timely cure or to file a pleading, (x) then Green Oaks will deliver the 2019 Freightliner to Love's Solutions within five business days of a written demand by Love's Solutions made to Green Oaks with notice to the first lienholder on such 2019 Freightliner and (y) Love's Solutions may, subject to prior notice to Bluff City and subject in any and all respects to the first priority lien of Bluff City, direct Tyson's to pay to it any outstanding receivables owed to the Debtor and may collect such receivables; provided, however, that, for the avoidance of doubt, even in the event of default, any amounts collected by Love's Solutions under the Order in excess of the claim amount will be turned over to the Debtor or returned to Green Oaks, as applicable, without any further action by the Debtor or Green Oaks or any further leave or order from the Court. A final hearing on the matter is set for May 22, 2024 at 11 a.m. A copy of the order is available at https://urlcurt.com/u?l=NMN100 from PacerMonitor.com. About Three Sisters Transport, LLC Three Sisters Transport, LLC has been operating in the truck business since 2010 hauling freight throughout the US and Canada. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-01133) on April 2, 2024. In the petition signed by Mihail "Mike" Vasilev, as authorized representative of the Debtor, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Charles M. Walker oversees the case. Marc Buchman, Esq., at MANIER & HEROD PC, represents the Debtor as legal counsel. TIMBER PHARM.: Receives Court Approval for Wind-Down Plan --------------------------------------------------------- Rick Archer of Law360 reports a Delaware bankruptcy judge on Thursday, May 1, 2024, said she would approve the unopposed and unanimously approved Chapter 11 wind-down plans of the company previously known as Timber Pharmaceuticals Inc. About Timber Pharmaceuticals Timber Pharmaceuticals, Inc. f/k/a BioPharmX Corporation -- http://www.timberpharma.com/-- is a biopharmaceutical company focused on the development and commercialization of treatments for orphan dermatologic diseases. The Company's investigational therapies have proven mechanisms-of-action backed by decades of clinical experience and well-established CMC (chemistry, manufacturing and control) and safety profiles. The Company is initially focused on developing non-systemic treatments for rare dermatologic diseases including congenital ichthyosis (CI), facial angiofibromas (FAs) in tuberous sclerosis complex (TSC), and localized scleroderma. Timber Pharmaceuticals, Inc., and affiliates Timber Pharmaceuticals LLC and BioPharmX Inc. sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 23-11878) on Nov. 17, 2023. Timber Pharmaceuticals, Inc., disclosed total assets of $3,326,213 against total debt of $5,947,297. The Debtors tapped Morris, Nichols, Arhst & Tunnell LLP as bankruptcy counsel; Lowenstein Sandler LLP as special counsel; and VRS Restructuring Services LLC to provide a chief restructuring officer. Counsels to the DIP Lender, LEO US Holding, Inc., are Covington & Burling LLP and Cole Shotz P.C. TRANSCENDIA HOLDINGS: Reaches Recapitalization Deal to Cut Debt --------------------------------------------------------------- Transcendia Holdings, Inc., a leader in manufacturing and converting custom engineered films, on May 2, 2024, announced it has entered into an agreement for a recapitalization transaction that will strengthen the Company's financial position and create a sustainable, long-term capital structure for the next phase of growth. The transaction will provide Transcendia with $114 million in new capital, eliminate more than $200 million of the Company’s debt and further strengthen Transcendia's competitive position in the market with additional operating resources. Under the terms of the agreement, an investment fund managed by Industrial Opportunity Partners ("IOP") and investment funds managed by Goldman Sachs Asset Management will lead the capital infusion and recapitalization, which has received unanimous support from the Company's existing second lien lenders and is further supported with a new first lien credit facility from General Atlantic Credit's Atlantic Park Fund. As a result of the transaction, IOP will assume majority ownership of Transcendia, while Goldman Sachs Asset Management, its existing equity sponsor, will maintain a significant minority stake. "This transaction provides us with additional capital and financial flexibility to continue building upon the significant progress we have made on several transformational initiatives to improve our cost structure, optimize our facility footprint and grow our business. Our 2021 $40 million expansion in our Hebron, Ohio facility increased our barrier film manufacturing capabilities for biopharmaceutical, food and beverage, and specialty industrial packaging, allowing us to expand into new markets and serve new customers," said John Bagnuolo, President and CEO of Transcendia. "This investment is a vote of confidence in our Invest to Grow strategy, our capabilities and our team. We look forward to having the support and operating resources of IOP, in addition to continuing our partnership with Goldman Sachs Asset Management." "Transcendia is a leading, global film manufacturer and converter with a strong, "esilient business, and the Company is well-positioned for continued profitable growth,” said Kyle Kirk, Director at IOP. “We are confident in the leadership team’s ability to continue executing the business transformation, delivering consistent, high-quality products and service to customers, and realizing various value-creation opportunities. In addition, we look forward to providing the Company with additional resources to accelerate its momentum and expansion into additional growth markets.” "We commend John and the entire Transcendia management team for all they have accomplished to reposition and strengthen the business," said Simon Kubbies, Managing Director at Goldman Sachs. "e are pleased to continue our partnership with Transcendia as the Company builds upon its existing infrastructure, capabilities and talent to provide customers with solutions for more demanding and challenging barrier packaging applications." Advisors Fried, Frank, Harris, Shriver & Jacobson LLP is serving as legal advisor to Transcendia. Winston & Strawn LLP is serving as legal advisor to IOP. Greenberg Traurig, LLP is serving as legal advisor to Goldman Sachs Asset Management. Guggenheim Securities, LLC is serving as financial advisor to the existing second lien lenders, and Simpson Thacher & Bartlett LLP and Proskauer Rose LLP are serving as legal advisors to the existing second lien lenders. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as legal advisor to General Atlantic Credit. About Transcendia Transcendia, Inc. is a leader in manufacturing and converting custom engineered materials designed to protect products and keep people safe and healthy. The company serves over 2,300 customers globally who rely on its broad material science expertise, extensive technology platform and best-in-class quality systems for their most complex application needs. Founded in 1931, Transcendia has decades of experience working collaboratively with customers to develop film solutions for the healthcare, food and beverage, specialty industrial, and print and publishing end markets. Headquartered in Franklin Park, IL, Transcendia operates 14 manufacturing facilities and three distribution centers globally. On the Web: http://www.transcendia.com/ TRUGREEN LP: Invesco Senior Marks $827,000 Loan at 21% Off ---------------------------------------------------------- Invesco Senior Loan Fund has marked its $827,000 loan extended to TruGreen L.P. to market at $652,114 or 79% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in Second Lien Term Loan to TruGreen. The loan accrues interest at a rate of 14.07% (3 mo. Term SOFR + 8.76%) per annum. The loan matures on November 20, 2028. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 TruGreen provides lawn care services. The Company offers healthy lawn analysis, fertilization, tree and shrub care, weed control, insect control, and other related services. TUFFSTUFF FITNESS: Court OKs Cash Collateral Access on Final Basis ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Central District of California, Santa Ana Division, authorized TuffStuff Fitness International, Inc. to use cash collateral, on a final basis, in accordance with the budget, with a 15% variance, through July 3, 2024. Amada, Trumpf, Mazuma, WebFund (Vernon Capital Group), Star Fundings, Inc., IOU Financial, and BizFund LLC assert an interest in the Debtor's cash collateral. Within the first 30 days of the Petition Date, the Debtor returned its manufacturing equipment to secured creditors and equipment lessors (Amada, Trumpf, and Mazuma), resulting in the elimination of secured debt for equipment, and the resulting remaining secured debt is less than $310,000 for prepetition merchant cash advance lenders (at most the figure may be approximately $515,000, if the sale of future accounts receivable to BizFund LLC. As adequate protection for the use of cash collateral, secured creditors will have a post-petition replacement lien to the same extent, validity, scope, and priority as such liens existed as of the date of the filing of the Debtor's bankruptcy petition. The Debtor is authorized to borrow funds pursuant to 11 U.S.C. section 364(b) as an administrative expense for strictly necessary expenses, such as rent, insurance, and payroll in the event of a budget shortfall. A copy of the order is available at https://urlcurt.com/u?l=29QYnv from PacerMonitor.com. About Tuffstuff Fitness International, Inc. Tuffstuff Fitness International, Inc. is a manufacturer of consumer and commercial strength products. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Court (Bankr. C.D. Cal. Case No. 23-11905) on September 18, 2023. In the petition signed by Richard M. Reyes, Jr., chairman and CEO, the Debtor disclosed up to $10 million in both assets and liabilities. Theodor Albert oversees the case. John Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo & Golubchick LLP represents the Debtor as legal counsel. UNITEDLEX CORP: Invesco Senior Marks $523,000 Loan at 18% Off ------------------------------------------------------------- Invesco Senior Loan Fund has marked its $523,000 loan extended to UnitedLex Corp. to market at $431,440 or 82% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in Term Loan to UnitedLex. The loan accrues interest at a rate of 11.22% (1 mo. USD LIBOR + 4.75%) per annum. The loan matures on March 20, 2027. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 UnitedLex Corporation is a Kansas-based company that provides data management and professional services to law firms and corporate legal departments in the areas of litigation and investigations, intellectual property, contracts, compliance, and legal operations. US TELEPACIFIC: Invesco Senior Marks $1.6MM Loan at 61% Off ----------------------------------------------------------- Invesco Senior Loan Fund has marked its $1,555,000 loan extended to U.S. TelePacific Corp. to market at $601,268 or 39% of the outstanding amount, as of February 29, 2024, according to a disclosure contained in Invesco Senior's Form N-CSR for the fiscal year ended February 29, 2024, filed with the U.S. Securities and Exchange Commission. Invesco Senior is a participant in First Lien Term Loan to U.S. TelePacific. The loan accrues interest at a rate of 6% per annum. The loan matures on May 2, 2026. Invesco Senior Loan Fund is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company that is operated as an interval fund and periodically offers its shares for repurchase. The Fund may also invest a portion of its assets indirectly through a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware limited liability series company, which formed a separate registered series. The Fund owns all beneficial and economic interests in the Subsidiary and the Subsidiary's registered series. Invesco Senior is led by Glenn Brightman, Principal Executive Officer; and Adrien Deberghes, Principal Financial Officer. The Fund can be reached through: Glenn Brightman Invesco Senior Loan Fund 1555 Peachtree Street, N.E., Suite 1800 Atlanta, GA 30309 Tel: (713) 626-1919 US TelePacific Corp., doing business as TPx Communications, provides communications and managed services. VAZQUEZ & RIVERA: Unsecureds Will Get 75% of Claims over 60 Months ------------------------------------------------------------------ Vazquez & Rivera, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas a Plan of Reorganization under Subchapter V dated May 2, 2024. The Debtor operates a Tex-Mex bar and grill known as Rivieras Tex Mex Bar & Grill. The Debtor filed this case in order to prevent a lockout from its leased premises. Prior to the filing of the instant case, the leased premises where Debtor operates its restaurant underwent extensive remodeling. This remodeling prevented Debtor from operating the restaurant on the anticipated timeline when it entered into its current lease with Mall at Irving, LLC ("Landlord"). The Debtor asserts that Debtor and Landlord had entered into an agreement to forbear rent while these renovations were completed and shortly thereafter. Despite this agreement, a suit was initiated against Debtor and Mr. Chauhan for past-due rents. In order to prevent a lock-out of the leased premises, Debtor initiated the instant case. The Debtor scheduled total non-priority Unsecured Claims of $267,918.02. Under this Plan, all Secured Creditors will receive payment of 100% of their Allowed Claims, and Unsecured Creditors will receive 75% of their Allowed Claims. Therefore, pursuant to the above liquidation analysis all Creditors will receive at least as much under this Plan as they would in a Chapter 7 liquidation. Class 6 consists of Allowed General Unsecured Claims. Class 6 Claimants shall be paid 75% of their Allowed Claims over 60 months from the Effective Date, without interest. These Claims will be paid in equal monthly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each month thereafter. These Claims are Impaired, and the holders of these Claims are entitled to vote to accept or reject the Plan. Class 7 Equity Interests shall be retained. The Debtor intends to make all payments required under the Plan from available cash and income from the business operations of the Debtor. A full-text copy of the Plan of Reorganization dated May 2, 2024 is available at https://urlcurt.com/u?l=MJ7JDW from PacerMonitor.com at no charge. Attorney for the Debtor: Joyce W. Lindauer, Esq. Kerry S. Alleyne, Esq. Guy H. Holman, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 Email: joyce@joycelindauer.com About Vazquez & Rivera, Inc. Vazquez & Rivera, Inc. operates a Tex-Mex bar and grill known as Rivieras Tex-Mex Bar & Grill. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-30327) on Feb. 2, 2024, listing $100,001 to $500,000 in both assets and liabilities. Judge Michelle V Larson presides over the case. Joyce W. Lindauer, Esq. at Joyce Lindauer, represents the Debtor as counsel. WILLIAM INSULATION: Asset Sale Proceeds to Fund Plan ---------------------------------------------------- William Insulation Company, Inc., filed with the U.S. Bankruptcy Court for the District of Wyoming a Subchapter V Self-Liquidating Plan dated May 2, 2024. The Debtor is a Wyoming corporation based in Casper, Wyoming, that incorporated on March 15, 1989, to deliver industrial-grade insulation solutions to its clients. The Debtor successfully operated its business for decades under the leadership of Mr. Kenneth Milne as its president. Approximately five years before the Petition Date, Kenneth Milne decided to step away from the day-to-day operations of the Debtor. Kenneth Milne nominated his son, Jacob Milne, to serve as his successor and manage the day-to-day business activities of the Debtor. Following the change in management, the Debtor's successful enterprise began to falter. In an effort to alleviate the ever-tightening cash flow, Debtor executed multiple merchant cash advance agreements, whereby Debtor monetized its accounts receivable by either pledging or selling them to certain entities for immediate cash advances conditioned on repayment terms. However, Debtor defaulted on certain of these agreements, and the counterparties started to intercept payments directly from account debtors and commenced litigation against the Debtor, which further aggravated Debtor's liquidity problems. Notably, only one of these entities, Kapitus, filed a claim in this Bankruptcy Case. Finally, the liquidity problem reached critical mass when certain other creditors commenced litigation, which led to the commencement of the above-captioned bankruptcy case. Mr. Kenneth Milne has resumed his role as Debtor's president and authorized the bankruptcy filing to address the Debtor's residual debts and navigate the enterprise towards liquidation and dissolution. On March 11, 2024, the Bankruptcy Court entered the Order Approving Debtor's Motion for Approval of Sale of Property Free and Clear of Liens and Claims Under 11 U.S.C. § 363 by Public Auction, authorizing the sale of substantially all of the Debtor's assets via public auction. The Debtor obtained authorization to employ Musser Bros. Inc. as auctioneer, and the public auction was held online through Musser's website. The auction concluded on April 24, 2024. Following payment of the Court-approved fees to Musser, the net sale proceeds to the Debtor is approximately $625,000 (the "Sale Proceeds"). The Sale Proceeds have not yet been remitted to the Debtor. The Plan provides that the assets of the Debtor will vest with the Reorganized Debtor and be used to pay the holders of Allowed Claims pursuant to and in accordance with the Plan. In summary, the Assets include: (a) Cash proceeds from the sale of Debtor's assets, which is comprised of approximately $625,000 in Cash; and (b) accounts receivable, the collection and proceeds of which will be distributed to holders of Allowed Claims pursuant to the Plan. The Plan will be implemented by the Debtor through a winddown manager, Mark Dennis, who shall serve in this capacity beginning on the Effective Date of the Plan, with delegated authority to distribute, and who shall be charged with the distribution of, the assets to holders of Allowed Claims. The bar date for filing Proofs of Claims against the Debtor was April 2, 2024. 28 creditors filed Proofs of Claims asserting general unsecured Claims totaling $16,040,645.47. Class 4 consists of General Unsecured Claims. Except to the extent that a Holder of an Allowed General Unsecured Claim agrees in writing to less favorable treatment, in full and final satisfaction, settlement, release, and discharge of, and in exchange for, each Allowed General Unsecured Claim, each Holder of an Allowed General Unsecured Claim shall receive its Pro Rata share of all Cash available for distribution by the Reorganized Debtor up to the full amount of the Allowed Class 4 Claim after satisfaction in full of all Allowed Administrative Expenses and all Allowed Secured Claims. Initial distributions on Allowed General Unsecured Claims shall begin on (or as soon as reasonably practicable after) 15 days after the Claims Resolution Date, but only after satisfaction in full of all Allowed Administrative Expenses and all Allowed Secured Claims. Distributions on Allowed General Unsecured Claims after the initial distribution shall be made if and only at such time as additional funds are available for distribution, on a Pro Rata basis, up to the full amount of the Allowed Class 4 Claim. Class 4 is impaired. Class 5 includes the Equity Interests of the Debtor, which interests are unimpaired by the Plan. Upon confirmation of the Plan, the interest holders in the Debtor shall continue to maintain their identical ownership interests in the Debtor. On the Effective Date, Mark Dennis shall be deemed to be the winddown manager and shall control and manage all assets of the Estate pursuant to Section 1142(b) of the Bankruptcy Code for the purpose of carrying out the terms of the Plan, and taking all actions deemed necessary or convenient to consummating the terms of the Plan, including, but not limited to, executing documents. After the Effective Date, any remaining assets of the Estate shall be liquidated by the Reorganized Debtor by the sale, collection or other disposition of such assets including the return or surrender of property securing an allowed secured claim to the holder thereof. All assets of the Estate shall vest in the Reorganized Debtor on the Effective Date and shall be under the sole and exclusive control and management of Mark Dennis and Mark Dennis or his designee shall have full power and authority to hold, sell, assign, or transfer any such assets on behalf of the Reorganized Debtor. A full-text copy of the Subchapter V Plan dated May 2, 2024 is available at https://urlcurt.com/u?l=Bsey9n from PacerMonitor.com at no charge. Attorneys for the Debtor: Bradley T. Hunsicker, Esq. MARKUS WILLIAMS YOUNG & HUNSICKER LLC 2120 Carey Avenue, Suite 101 Cheyenne, WY 82001 Telephone: (307) 778-8178 Facsimile: (303) 830-0809 Email: bhunsicker@MarkusWilliams.com About William Insulation Company William Insulation Company, Inc. is an industrial insulation contractor in Casper, Wyo., serving the industrial insulation and fire proofing market. The Debtor filed Chapter 11 petition (Bankr. D. Wyo. Case No. 24-20024) on Feb. 2, 2024, with $5,588,438 in assets and $10,402,598 in liabilities. Mark Dennis, a certified public accountant at SL Biggs, serves as Subchapter V trustee. Judge Cathleen D. Parker oversees the case. Bradley T. Hunsicker, Esq., at Markus Williams Young & Hunsicker, LLC represents the Debtor as legal counsel. WILLIAMS INDUSTRIAL: Augusta Steps Down as Committee Member ----------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 disclosed in a court filing the resignation of Augusta Industrial Services, Inc. from the official committee of unsecured creditors in the Chapter 11 cases of Williams Industrial Services Group, Inc. and its affiliates. The remaining members of the committee are: 1. Hudson Elevator Group Attn: Brian Farley 963 Van Duser Street Staten Island, NY 10304 Phone: (718) 720-6600 Email: bfarley@hudsonelevator.com 2. International Plant Services Attn: Thomas Schanze 1602 Old Underwood Road LaPorte, TX 77571 Phone: (904) 571-2819 Email: thomas.schanze@intlplantservice.com 3. Sunbelt Rentals, Inc. Attn: Ronald P. Matley 1275 West Mound Street Columbus, OH 43223 Phone: (803) 578-5074 Email: rmatley@sunbeltrentals.com 4. Thompson Building Wrecking Co., Inc. Attn: JP Goulet 631 11th Street Augusta, GA 30901 Phone: (706) 722-1432 Email: jp@thompsonwrecking.com About Williams Industrial Williams Industrial Services Group (NYSE American: WLMS) -- http://www.wisgrp.com/-- is a provider of infrastructure related services to blue-chip customers in energy and industrial end markets, including a broad range of construction maintenance, modification, and support services. William Industrial and 13 of its affiliates sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10961) on July 22, 2023. In the petition filed by its president and CEO, Tracy D. Pagliara, William Industrial reported total assets of $114,461,000 and total liabilities of $89,831,000 as of March 31, 2023. The Hon. Thomas Horan oversees the cases. The Debtors tapped Thompson Hine LLP as bankruptcy counsel; and Chipman Brown Cicero & Cole LLP as local bankruptcy counsel. G2 Capital Advisors LLC is the financial advisor to the Debtors, Greenville & Co. Inc is the investment banker, while Epiq Bankruptcy Solutions LLC is the notice and claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as lead bankruptcy counsel, Morris James, LLP as Delaware counsel, and Dundon Advisers, LLC as financial advisor. WILSON BUILDING: U.S. Trustee Unable to Appoint Committee --------------------------------------------------------- The U.S. Trustee for Region 20 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Wilson Building Maintenance Inc. 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. Judge Mitchell L. Herren oversees the case. The Debtor tapped Mark J. Lazzo, Esq., at Mark J. Lazzo PA as legal counsel and Koch Siedhoff Hand & Dunn, LLP as accountant. WOFFORD ENTERPRISES: Court OKs Cash Collateral Access Thru June 10 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, authorized Wofford Enterprises, LLC, to use cash collateral, on an interim basis, in accordance with the budget, through the date of the further hearing set for June 10, 2024 at 10 a.m. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral to fund all necessary operating expenses of the Debtor's business. The Debtor has 4 pre-petition merchant cash advances/lenders that have a lien on the Debtor's cash and receivables. Those lenders are U.S. Small Business Administration, JPMorgan Chase Bank, NA, Austin Business Finance, and National Funding, Inc. Apart from the Cash Collateral Lenders, the Debtor also has several service providers which it struggles to remain current with, and other unsecured debt which it unable to pay. As adequate protection, the Cash Collateral lenders will be granted a post-petition replacement lien against the collateral to the same extent, validity, and priority of any valid pre-petition lien. The Debtor will tender monthly adequate protection payments of $750 to Creditor commencing May 1, 2024, consistent with the terms of the Agreed Order Granting Motion to Use Cash Collateral dated April 23, 2024. A copy of the court's order and the Debtor's budget is available at https://urlcurt.com/u?l=UZpBCh from PacerMonitor.com. The Debtor projects $37,000 in net revenue and $23,661 in total expenses. About Wofford Enterprises, LLC Wofford Enterprises, LLC's primary business is a roofing company and contractor based out of Duval County, Florida. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:24-bk-00657-BAJ) on March 7, 2024. In the petition signed by Jerod Wofford, owner, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Jason A. Burgess oversees the case. Thomas Adam, Esq. represents the Debtor as legal counsel. WOM SA: Hires Riveron RTS as Restructuring Advisor -------------------------------------------------- WOM SA and its affiliate seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Riveron RTS, LLC, and Inversiones Moyano Luco Limitada as restructuring advisor. The firm will provide these services: a. evaluate the short-term Debtors-prepared cash flows and financing requirements of the Debtors as it relates to the Debtors' Chapter 11 proceedings; b. assist the Debtors in its Chapter 11 proceedings, including preparation and oversight of its financial statements and schedules related to the bankruptcy process, monthly operating reports, and other information required in the bankruptcy; c. assist the Debtors in obtaining court approval for the DIP financing budget, use of cash collateral or other financing including developing forecasts and information; d. assist the Debtors with respect to its bankruptcy-related claims management and reconciliation process; e. assist the Debtors in development and execution of an exit plan, including assisting counsel in preparation of plan and disclosure statement documents and supporting materials; f. provide testimony and other litigation support as the circumstances warrant; g. assist the Debtors, as needed, in the analysis of the impact of liquidity events including valuation, tax assessment, timing and cash assessments; h. assist management, where appropriate, in communications and negotiations with other constituents critical to the successful execution of the Debtors' bankruptcy proceedings; i. prepare 13-week cash flows that are integrated with the Debtors' business plan that identifies future liquidity/financing alternatives; j. assist with treasury functions, including disbursements of Debtors monies, assets, or other value; debt monitoring and compliance; cash management and banking relationships; k. assist with accounting functions, including payroll, tax, and the books and records of the Debtors; l. assist with financial management functions, preparation and review of monthly financial statements, and various financial reporting packages; and m. provide periodic cash forecast, variance analysis, monthly operating reports, and other relevant reports within the Chapter 11 proceedings. The firm will be paid at these rates: Senior Managing Director $865 - $1,450 per hour Managing Director $710 - $960 per hour Associate Director to Senior Director $580 - $850 per hour Associate to Manager $460 - $565 per hour Paraprofessional $275 per hour The firm received from the Debtors a retainer of $450,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert Wagstaff, a managing director at Riveron RTS, 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: Robert Wagstaff Riveron RTS, LLC 600 Brickell Avenue, Suite 2550 Miami, FL 33131 Telephone: (786) 882-1877 Email: Robert.Wagstaff@riveron.com About WOM SA WOM is a Chilean telecommunications provider, focused on offering mobile voice, data, and broadband services, along with a rapidly expanding "Fiber to the Home" broadband offering, to consumers and businesses in Chile. Since the acquisition of Nextel Chile in 2015 through Novator Partners LLP's investment vehicle NC Telecom AS, WOM has expanded from having virtually no market share to establishing itself as the second-largest mobile network operator in Chile. WOM sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10628) on April 1, 2024. In the petition filed by Timothy O'Connoer, as independent director, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Honorable Bankruptcy Judge Karen B. Owens oversees the case. The Debtors tapped White & Case, LLP as general bankruptcy counsel; Richards, Layton & Finger, P.A. as local bankruptcy counsel; Riveron Consulting, LLC as financial advisor; and Rothschild & Co US Inc. as investment banker. Kroll Restructuring Administration, LLC is the claims agent. WOM SA: Hires Rothschild & Co as Investment Banker -------------------------------------------------- WOM S.A., and its affiliate seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Rothschild & Co US Inc., and Asesorias Financieras RP Spa as financial advisors and investment bankers. The firm's services include: (a) identify and/or initiate potential Transactions; (b) review and analyze the Debtors' assets and the operating and financial strategies of the Debtors; (c) review and analyze the business plans and financial projections prepared by the Debtors including, but not limited to, testing assumptions and comparing those assumptions to historical Debtor and industry trends; (d) evaluate the Debtors' debt capacity in light of its projected cash flows and assist in the determination of an appropriate capital structure for the Debtors; (e) assist the Debtors and their other professionals in reviewing the terms of any proposed Transaction, in responding thereto and, if directed, in evaluating alternative proposals for a Transaction; (f) determine a range of values for the Debtors and any securities that the Debtors offer or propose to offer in connection with a Transaction; (g) advise the Debtors on the risks and benefits of considering a Transaction with respect to the Debtors' intermediate and long-term business prospects and strategic alternatives to maximize the business enterprise value of the Debtors; (h) review and analyze any proposals the Debtors receive from third parties in connection with a Transaction, including, without limitation, any proposals for debtor-in-possession financing, as appropriate; (i) assist or participate in negotiations with the parties in interest, including, without limitation, any current or prospective creditors of, holders of equity in, or claimants against the Debtors and/or their representatives in connection with a Transaction; (j) advise the Debtors with respect to, and attend, meetings of the Debtors' Board of Directors, creditor groups, official constituencies and other interested parties, as necessary; and (k) participate in hearings before the Court and provide relevant testimony with respect to the matters described in the Engagement Letter and issues arising in connection with any proposed Plan. The firm will be paid as follows: (a) An advisory fee (the "Monthly Fee") of $150,000 per month. The Monthly Fee shall be payable by the Debtors in advance on the first day of each month. (b) A new capital fee (the "New Capital Fee") equal to (i) 1.50% of the face amount of any senior secured debt raised including, without limitation, any debtor-in-possession financing raised; (ii) 2.5% of the face amount of any junior secured or senior or subordinated unsecured debt raised including, without limitation, any debtor-in-possession financing raised and (iii) 4.0% of any equity capital, capital convertible into equity or hybrid capital raised, including, without limitation, equity underlying any warrants, purchase rights or similar contingent equity securities (each, a "New Capital Raise"). The New Capital Fee shall be payable upon the closing of the transaction by which the new capital is committed. For the avoidance of doubt, the term "raised" shall include the amount committed or otherwise made available to the Debtors whether or not such amount is drawn down at closing or is ever drawn down and whether or not such amount (or any portion thereof) is used to refinance existing obligations of the Debtor. For the further avoidance of doubt, the New Capital Fee relating to any warrants, purchase rights or similar contingent equity securities shall be due and payable upon the closing of the transaction by which such instruments are issued and shall be calculated as if all such instruments are exercised in full (and the full cash exercise price is paid) on the date of such closing, whether or not all or any portion of such instruments are vested and whether or not such instruments are actually so exercised. (c) Immediately upon the consummation of a Restructuring M&A Transaction, a fee (the "Restructuring M&A Fee") equal to 0.85% of the Aggregate Consideration involved in the Restructuring M&A Transaction. (d) A fee (the "Completion Fee") of US$5,750,000, payable upon the earlier of (i) the confirmation and effectiveness of a Plan and (ii) the closing of a Restructuring Transaction. Marcelo Messer, managing director at Rothschild, 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: Marcelo Messer Rothschild & Co. US Inc. 1251 Avenue of the Americas New York, NY 10020 Tel: (212) 403-3500 About WOM SA WOM is a Chilean telecommunications provider, focused on offering mobile voice, data, and broadband services, along with a rapidly expanding "Fiber to the Home" broadband offering, to consumers and businesses in Chile. Since the acquisition of Nextel Chile in 2015 through Novator Partners LLP's investment vehicle NC Telecom AS, WOM has expanded from having virtually no market share to establishing itself as the second-largest mobile network operator in Chile. WOM sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10628) on April 1, 2024. In the petition filed by Timothy O'Connoer, as independent director, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Honorable Bankruptcy Judge Karen B. Owens oversees the case. The Debtors tapped White & Case, LLP as general bankruptcy counsel; Richards, Layton & Finger, P.A. as local bankruptcy counsel; Riveron Consulting, LLC as financial advisor; and Rothschild & Co US Inc. as investment banker. Kroll Restructuring Administration, LLC is the claims agent. WOM SA: Kroll Restructuring as Administrative Advisor ----------------------------------------------------- WOM S.A., and its affiliate seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Kroll Restructuring Administration LLC as administrative advisor. The firm will render these services: (a) assist with, among other things, solicitation, balloting and tabulation of votes, and prepare any related reports, as required in support of confirmation of a Chapter 11 plan, and in connection with such services, process requests for documents from parties in interest; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide a confidential data room, if requested; (e) manage and coordinate any distributions pursuant to a Chapter 11 plan; and (f) provide such other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156 Application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Bankruptcy Court. The hourly rates of the firm's professionals are as follows: Analyst $35 - $60 Technology Consultant $50 - $135 Consultant/Senior Consultant $75 - $205 Director $215 - $265 Solicitation Consultant $235 Director of Solicitation $275 Managing Director $300 Kroll received from the Debtors an advance fee in the amount of $50,000, which was received by Kroll on March 28, 2024. Benjamin Steele, a managing director at Kroll Restructuring Administration, 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: Benjamin J. Steele Kroll Restructuring Administration, LLC 55 East 52nd Street, 17th Floor New York, NY 10055 Telephone: (212) 593-1000 About WOM SA WOM is a Chilean telecommunications provider, focused on offering mobile voice, data, and broadband services, along with a rapidly expanding "Fiber to the Home" broadband offering, to consumers and businesses in Chile. Since the acquisition of Nextel Chile in 2015 through Novator Partners LLP's investment vehicle NC Telecom AS, WOM has expanded from having virtually no market share to establishing itself as the second-largest mobile network operator in Chile. WOM sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10628) on April 1, 2024. In the petition filed by Timothy O'Connoer, as independent director, the Debtor reports estimated assets and liabilities between $1 billion and $10 billion each. The Honorable Bankruptcy Judge Karen B. Owens oversees the case. The Debtors tapped White & Case, LLP as general bankruptcy counsel; Richards, Layton & Finger, P.A. as local bankruptcy counsel; Riveron Consulting, LLC as financial advisor; and Rothschild & Co US Inc. as investment banker. Kroll Restructuring Administration, LLC is the claims agent. ZAYO GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Neg. --------------------------------------------------------------- S&P Global Ratings affirmed all its ratings on U.S.-based fiber infrastructure provider Zayo Group Holdings Inc. (Zayo), including the 'B-' issuer-credit rating. The negative outlook reflects limited cushion for operational missteps over the next year. If Zayo is unable to materially reduce its FOCF deficits, its capital structure may be unsustainable long term. S&P said, "We expect Zayo's liquidity position will continue to narrow in 2024. As of March 31, 2024, Zayo had about $253 million of liquidity, consisting of $80 million of balance sheet cash and $173 million available under the revolving credit facility. We expect it will record a FOCF deficit of $150 million to $200 million in 2024, leaving it with only $120 million of revolver availability by year end. We do not believe this level of liquidity would provide it with sufficient headroom to cover its operating needs in 2025, which could lead to a lower rating." However, Zayo's proposed carve out of Zayo Europe could bolster its liquidity position in the near term. Zayo is currently pursuing a transaction that would separate its European assets and would enable it to raise new debt at that entity. The company could use proceeds to pay down revolver borrowings, which would materially improve the its liquidity position in the near term, albeit at potentially higher leverage. S&P said, "The ratings affirmation reflects our expectation that Zayo will continue to grow earnings and reduce leverage over the next couple of years. While Zayo's leverage is elevated, at 7.8x as of March 31, 2024, we believe it has good prospects to improve its credit metrics over the next couple of years from EBITDA growth. We forecast earnings to grow 8%-10% in 2024 due to 3%-4% revenue growth combined with margin improvement from recent cost-savings initiatives and lower transaction and restructuring costs. We expect leverage to decline to 7.5x in 2024 and 7.1x in 2025. Our base-case forecast includes the proposed separation of its European operations, which would be modestly leveraging, as the reduction in earnings from the assets will likely offset any potential proceeds that could go toward debt repayment." The negative outlook reflects limited cushion for operational missteps over the next year. If Zayo is unable to materially reduce its FOCF deficits, its capital structure may be unsustainable long term. S&P said, "We could lower the rating if we conclude that the capital structure is unsustainable long term. In addition, we could lower the rating if the company's liquidity position deteriorates to the point where the company would depend on favorable business, financial, and economic conditions to meet its financial commitments absent external funding. "We could revise the outlook to stable if Zayo materially reduces its FOCF deficits such that it is on a trajectory to reach breakeven FOCF. This would likely result from high-single-digit percent earnings growth on lower levels of capital spending." [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- 99 ACQUISITION G NNAGU US 77.8 (2.5) 0.1 AEMETIS INC AMTX US 242.2 (232.1) (85.0) AGENUS INC AGEN US 256.6 (190.3) (195.7) AIRSHIP AI HOLDI AISP US 7.0 (16.6) (6.2) ALCHEMY INVESTME ALCYU US 121.2 (5.4) (0.3) ALCHEMY INVESTME ALCY US 121.2 (5.4) (0.3) ALNYLAM PHARMACE ALNY US 3,824.4 (219.3) 2,046.9 ALTRIA GROUP INC MO US 36,475.0 (5,064.0) (5,737.0) AMC ENTERTAINMEN AMC US 8,538.7 (2,031.0) (590.0) AMC ENTERTAINMEN AMCE AV 8,538.7 (2,031.0) (590.0) AMERICAN AIRLINE AAL US 64,384.0 (5,500.0) (10,451.0) AMNEAL PHARM INC AMRX US 3,456.4 (16.6) 545.7 AON PLC-CLASS A AON US 40,767.0 (28.0) 6,786.0 APPIAN CORP-A APPN US 595.4 (9.7) 96.0 AQUESTIVE THERAP AQST US 129.5 (36.3) 95.3 AULT DISRUPTIVE ADRT/U U 2.4 (3.3) (2.0) AUTOZONE INC AZO US 16,717.7 (4,837.3) (1,615.6) AVIS BUDGET GROU CAR US 33,528.0 (508.0) (741.0) BATH & BODY WORK BBWI US 5,463.0 (1,626.0) 826.0 BAUSCH HEALTH CO BHC US 26,913.0 (174.0) 991.0 BAUSCH HEALTH CO BHC CN 26,913.0 (174.0) 991.0 BELLRING BRANDS BRBR US 765.0 (247.7) 340.2 BEYOND MEAT INC BYND US 735.0 (561.4) 257.7 BIOCRYST PHARM BCRX US 467.9 (476.9) 327.2 BIOTE CORP-A BTMD US 160.1 (44.9) 90.3 BOEING CO/THE BA US 134,484 (17,016.0) 13,274.0 BOMBARDIER INC-A BBD/A CN 12,822.0 (2,154.0) 184.0 BOMBARDIER INC-A BDRAF US 12,822.0 (2,154.0) 184.0 BOMBARDIER INC-B BBD/B CN 12,822.0 (2,154.0) 184.0 BOMBARDIER INC-B BDRBF US 12,822.0 (2,154.0) 184.0 BOOKING HOLDINGS BKNG US 27,728.0 (4,052.0) 3,644.0 BRIDGEBIO PHARMA BBIO US 849.3 (1,036.9) 641.9 BRIDGEMARQ REAL BRE CN 181.1 (62.3) (86.2) BRIGHTSPHERE INV BSIG US 544.9 (10.2) - BRINKER INTL EAT US 2,495.7 (46.7) (408.2) CALUMET SPECIALT CLMT US 2,731.6 (284.1) (12.7) CARDINAL HEALTH CAH US 45,880.0 (3,262.0) (572.0) CARTESIAN THERAP RNAC US 325.2 (116.8) 74.5 CARVANA CO CVNA US 6,983.0 (311.0) 1,958.0 CEDAR FAIR LP FUN US 2,264.3 (730.9) (234.1) CELLECTAR BIOSCI CLRB US 12.1 (1.4) (2.5) CHENIERE ENERGY CQP US 17,497.0 (822.0) (1,845.0) CHILDREN'S PLACE PLCE US 800.3 (9.0) (164.3) COMMUNITY HEALTH CYH US 14,417.0 (878.0) 1,039.0 COMPOSECURE IN-A CMPO US 213.6 (197.4) 108.4 CONSENSUS CLOUD CCSI US 620.8 (151.8) 24.5 CONX CORP CONXU US 22.0 (18.1) (4.0) CONX CORP-A SHRS CNXX US 22.0 (18.1) (4.0) COOPER-STANDARD CPS US 1,844.4 (123.8) 233.5 CORE SCIENTIFIC CORZ US 814.0 (318.5) 5.2 CORNER GROWTH AC COOLU US 4.7 (8.0) (4.3) CORNER GROWTH AC COOL US 4.7 (8.0) (4.3) CPI CARD GROUP I PMTS US 319.8 (48.5) 106.9 CROSSAMERICA PAR CAPL US 1,179.5 (1.8) (36.6) CYTOKINETICS INC CYTK US 808.1 (396.2) 549.8 DELEK LOGISTICS DKL US 1,654.4 (42.5) 48.3 DELL TECHN-C DELL US 82,089.0 (2,309.0) (12,547.0) DENNY'S CORP DENN US 460.4 (55.7) (55.0) DIGITALOCEAN HOL DOCN US 1,485.6 (286.1) 326.9 DINE BRANDS GLOB DIN US 1,695.2 (244.8) (92.8) DOMINO'S PIZZA DPZ US 1,744.7 (4,008.3) 384.9 DOMO INC- CL B DOMO US 225.7 (153.5) (84.1) DROPBOX INC-A DBX US 2,797.7 (277.2) 172.4 EMBECTA CORP EMBC US 1,199.6 (769.6) 399.6 ETSY INC ETSY US 2,497.7 (583.8) 839.3 FAIR ISAAC CORP FICO US 1,703.1 (735.7) 326.4 FENNEC PHARMACEU FRX CN 26.9 (11.6) 19.3 FENNEC PHARMACEU FENC US 26.9 (11.6) 19.3 FERRELLGAS PAR-B FGPRB US 1,621.0 (193.3) 215.7 FERRELLGAS-LP FGPR US 1,621.0 (193.3) 215.7 FOGHORN THERAPEU FHTX US 255.0 (97.5) 159.5 FORTINET INC FTNT US 7,662.1 (137.5) 759.3 GALECTIN THERAPE GALT US 28.2 (60.2) 12.0 GCM GROSVENOR-A GCMG US 497.3 (100.9) 84.5 GOAL ACQUISITION PUCKU US 3.3 (9.2) (12.1) GRINDR INC GRND US 437.7 (22.0) 5.4 H&R BLOCK INC HRB US 3,213.3 (129.8) 21.8 HAWAIIAN HOLDING HA US 3,790.9 (40.2) (141.3) HERBALIFE LTD HLF US 2,647.0 (1,036.6) 281.5 HERON THERAPEUTI HRTX US 217.9 (33.8) 110.5 HILTON WORLDWIDE HLT US 15,932.0 (2,817.0) (591.0) HP INC HPQ US 35,846.0 (1,640.0) (6,999.0) IMMUNITYBIO INC IBRX US 400.7 (691.0) 142.0 INSMED INC INSM US 1,159.1 (464.8) 337.9 INSPIRED ENTERTA INSE US 331.1 (81.2) 50.0 INTUITIVE MACHIN LUNR US 85.9 (53.4) (51.8) IRONWOOD PHARMAC IRWD US 438.8 (330.5) (44.3) JACK IN THE BOX JACK US 2,899.0 (702.6) (245.4) LAMAR ADVERTIS-A LAMR US 6,525.1 (616.5) (340.7) LESLIE'S INC LESL US 1,095.2 (231.0) 191.5 LINDBLAD EXPEDIT LIND US 868.0 (116.5) (71.0) LOWE'S COS INC LOW US 41,795.0 (15,050.0) 3,503.0 MADISON SQUARE G MSGS US 1,388.5 (294.0) (275.9) MADISON SQUARE G MSGE US 1,458.6 (94.6) (295.0) MANNKIND CORP MNKD US 480.9 (230.0) 283.2 MARBLEGATE ACQ-A GATE US 6.9 (14.7) (0.3) MARBLEGATE ACQUI GATEU US 6.9 (14.7) (0.3) MARRIOTT INTL-A MAR US 25,756.0 (1,616.0) (4,720.0) MARTIN MIDSTREAM MMLP US 512.1 (61.5) 23.0 MATCH GROUP INC MTCH US 4,403.5 (107.7) 731.0 MBIA INC MBI US 2,488.0 (1,723.0) - MCDONALDS CORP MCD US 53,513.0 (4,833.0) (829.0) MCKESSON CORP MCK US 67,443.0 (1,599.0) (4,387.0) MEDIAALPHA INC-A MAX US 153.0 (89.4) (0.7) METTLER-TOLEDO MTD US 3,283.1 (158.7) 79.2 MSCI INC MSCI US 5,478.6 (650.5) (4.0) NATHANS FAMOUS NATH US 42.9 (35.0) 21.1 NEW ENG RLTY-LP NEN US 385.7 (65.4) - NOVAGOLD RES NG CN 126.9 (16.1) 118.1 NOVAGOLD RES NG US 126.9 (16.1) 118.1 NOVAVAX INC NVAX US 1,353.5 (867.1) (77.3) NUTANIX INC - A NTNX US 2,729.5 (611.7) 917.6 O'REILLY AUTOMOT ORLY US 14,213.1 (1,391.2) (2,288.7) OMEROS CORP OMER US 378.3 (25.0) 164.6 OTIS WORLDWI OTIS US 9,791.0 (4,816.0) (180.0) OUTLOOK THERAPEU OTLK US 21.7 (24.3) (25.6) PAPA JOHN'S INTL PZZA US 847.2 (445.5) (56.7) PDS BIOTECHNOLOG PDSB US 69.0 (155.1) 45.4 PELOTON INTERA-A PTON US 2,408.5 (590.4) 675.5 PETRO USA INC PBAJ US 0.0 (0.2) (0.2) PHATHOM PHARMACE PHAT US 356.5 (148.5) 358.7 PHILIP MORRIS IN PM US 65,315.0 (8,563.0) (1,294.0) PITNEY BOWES INC PBI US 4,103.0 (392.4) (43.3) PLANET FITNESS-A PLNT US 2,992.8 (99.2) 274.3 PROS HOLDINGS IN PRO US 407.9 (84.0) 34.0 PROTAGONIST THER PTGX US 629.3 (408.4) 334.3 PTC THERAPEUTICS PTCT US 1,789.6 (893.9) 594.2 RAPID7 INC RPD US 1,488.5 (86.4) 101.8 RE/MAX HOLDINGS RMAX US 566.7 (77.9) 30.9 REALREAL INC/THE REAL US 431.6 (327.1) 31.6 RED ROBIN GOURME RRGB US 741.9 (20.4) (94.6) REDFIN CORP RDFN US 1,071.1 (5.8) 93.8 RENT THE RUNWA-A RENT US 278.5 (122.3) 54.1 REVANCE THERAPEU RVNC US 508.1 (98.7) 300.8 RH RH US 4,143.9 (297.4) 229.0 RINGCENTRAL IN-A RNG US 1,873.1 (322.9) 67.0 RMG ACQUISITION RMGUF US 7.0 (11.0) (7.5) RMG ACQUISITION RMGCF US 7.0 (11.0) (7.5) SABRE CORP SABR US 4,737.8 (1,416.2) 334.1 SBA COMM CORP SBAC US 9,995.3 (5,186.2) (1,965.7) SCOTTS MIRACLE SMG US 3,924.2 (250.9) 874.8 SEAGATE TECHNOLO STX US 7,096.0 (1,889.0) (447.0) SEMTECH CORP SMTC US 1,373.7 (307.2) 317.0 SIRIUS XM HOLDIN SIRI US 11,174.0 (2,370.0) (2,010.0) SIX FLAGS ENTERT SIX US 2,737.9 (457.4) (449.9) SLEEP NUMBER COR SNBR US 908.5 (445.9) (725.1) SOLARMAX TECHNOL SMXT US 97.1 (5.2) (25.2) SPIRIT AEROSYS-A SPR US 6,764.5 (1,113.8) 1,240.5 SQUARESPACE IN-A SQSP US 965.5 (266.3) (183.6) STARBUCKS CORP SBUX US 29,363.2 (8,442.2) (1,063.9) SYMBOTIC INC SYM US 1,588.0 413.6 392.9 SYNDAX PHARMACEU SNDX US 543.0 (482.9) 403.1 TELOMIR PHARMACE TELO US 5.3 2.2 (2.9) TORRID HOLDINGS CURV US 476.9 (211.7) (53.0) TPI COMPOSITES I TPIC US 745.9 (184.1) 70.6 TRANSAT A.T. TRZ CN 2,786.1 (840.2) (209.0) TRANSDIGM GROUP TDG US 21,577.0 (3,022.0) 6,047.0 TRAVEL + LEISURE TNL US 7,023.0 (925.0) 975.0 TRINSEO PLC TSE US 2,989.4 (348.0) 464.7 TRISALUS LIFE SC TLSI US 25.7 (25.9) 6.2 TRIUMPH GROUP TGI US 1,676.6 (670.3) 579.8 TRULEUM INC TRLM US 2.0 (2.7) (3.3) TUCOWS INC-A TC CN 780.3 (15.9) 5.7 TUCOWS INC-A TCX US 780.3 (15.9) 5.7 UNISYS CORP UIS US 1,890.5 (144.8) 330.1 UNISYS CORP UIS SW 1,890.5 (144.8) 330.1 UNITED HOMES GRO UHG US 298.6 (31.2) 195.9 UNITED PARKS & R PRKS US 2,625.0 (208.2) (20.7) UNITI GROUP INC UNIT US 4,984.6 (2,477.5) - UROGEN PHARMA LT URGN US 200.6 (40.1) 170.4 VECTOR GROUP LTD VGR US 1,017.3 (739.1) 376.8 VERISIGN INC VRSN US 1,727.8 (1,635.7) (225.6) WAYFAIR INC- A W US 3,240.0 (2,825.0) (437.0) WINGSTOP INC WING US 412.3 (434.4) 92.0 WINMARK CORP WINA US 38.3 (52.6) 11.9 WORKIVA INC WK US 1,201.9 (83.2) 530.1 WPF HOLDINGS INC WPFH US 0.0 (0.3) (0.3) WYNN RESORTS LTD WYNN US 13,470.7 (946.4) 1,137.8 XPONENTIAL FIT-A XPOF US 508.4 (91.5) (4.6) YELLOW CORP YELLQ US 2,147.6 (447.8) (1,098.0) YUM! BRANDS INC YUM US 6,224.0 (7,756.0) 586.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. 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Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2024. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***