/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240716.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, July 16, 2024, Vol. 28, No. 197 Headlines 1027 FANTASY: Case Summary & Three Unsecured Creditors 24-26 BARKER ST: Voluntary Chapter 11 Case Summary 9300 WILSHIRE: Unsecureds Will Get 100% of Claims in Plan ACORDA THERAPEUTICS: Unsecureds Will Get 1% to 2% of Claims AETIUS COMPANIES: Fine-Tunes Plan; Confirmation Hearing July 30 AGILE THERAPEUTICS: Beryl Entities Disclose Equity Stakes ALLEGIANCE COAL: Collins St Dispute Won't Proceed to Mediation AMARILLO PLATINUM: Taps National Hospitality as Business Advisor ANALIA HOME: Unsecureds to Get Share of Income for 36 Months B & J EXPRESS: Case Summary & 16 Unsecured Creditors B & J PROPERTY: Case Summary & One Unsecured Creditor BENARK LLC: Unsecureds to Recover 5% in Subchapter V Plan BENDED PAGE: Seeks Court Nod to Sell Assets to TC Acquisition BRITEWASH AUTO: Taps CENTURY 21 as Realtor and Business Broker BROOKDALE SENIOR: Reports March 2024 Occupancy CELSIUS NETWORK: Court Adopts Recommendations of Fee Examiner CENTER FOR ALLERGIC: Amends Fairview Center Unsecured Claim Pay COCHRAN PLUMBING: Hires Levis Law Firm as Bankruptcy Counsel CRYPTO CO: Jared Strasser Reports 7.87% Equity Stake CUDDY MOUNTAIN: Taps Dan Leavitt of Idaho Tax as Accountant CV SCIENCES: Sells $1.19M Note to Streeterville Capital DELCATH SYSTEMS: Regains Compliance With Nasdaq Listing Rule DERMTECH INC: Asks Court to Approve Bid Rules ENVISION ORTHOPEDICS: Voluntary Chapter 11 Case Summary EYE CARE: A.J. Roseberry Steps Down as Committee Member EYE CARE: Unsecureds to Recover Up to 98% of Claims in Plan FINGERMOTION INC: Launches Nationwide Emergency Response Solutions FOUNDATION FITNESS: Two New Committee Members Appointed HANOVER HILLS: Case Summary & 18 Unsecured Creditors HENAO CONTEMPORARY: Unsecureds to Split $16K over 3 Years HIGHLINE 118: Voluntary Chapter 11 Case Summary HOW TO BUILD: Case Summary & 12 Unsecured Creditors HUDSON 888: Updates Senior Secured Claims Pay; Files Amended Plan INGENOVIS HEALTH: S&P Lowers ICR to 'B-', Outlook Stable JAMES L. CHAPPUIS: Voluntary Chapter 11 Case Summary JUS DOORS: Case Summary & 20 Largest Unsecured Creditors KOGA LLC: Case Summary & Three Unsecured Creditors KRAFTEX FLOOR: Unsecureds Will Get 100% of Claims over 45 Months LCM CORPORATION: Case Summary & 20 Largest Unsecured Creditors LIFEBACK LAW: Unsecureds Will Get 100% of Claims over 36 Months MACON-BIBB COUNTY: Moody's Affirms Ba2 on 2018A Housing Bonds MEDICAL SOLUTIONS: S&P Downgrades ICR to 'B-', Outlook Stable MEGNA PACIFIC: Seeks Court Nod to Sell Oxnard Property MEGNA PACIFIC: Unsecureds to be Paid in Full in Plan MERCURITY FINTECH: CIO Daniel Kennedy Steps Down MIKE'S JAZZ: Disposable Income to Fund Plan Payments MMA TRANSMEDIC: Unsecureds to be Paid in Full over 60 Months MOUNT HEALTHY SD: Moody's Lowers Issuer & GOULT Ratings to Ba1 NELNET INC: Derrico Sues Over Fair Credit Reporting Act Violation NEW WAY MACHINE: Seeks to Sell Personal Property to HDI LLC NEXUS BUYER: S&P Rates New $2.067BB First-Lien Term Loan 'B-' NITRO FLUIDS: Committee Taps Brinkman Law Group as Counsel NITRO FLUIDS: Committee Taps Jackson Walker as Bankrutpcy Counsel OFFICE PROPERTIES: Files Prospectus for 1.4MM Common Shares Resale ORYX OILFIELD: Case Summary & 20 Largest Unsecured Creditors PAC BUILD: Kevin Lam Named Subchapter V Trustee PERSPECTIVES INC: Seeks Court OK to Sell St. Louis Park Apartments PHILIP TRIGIANI: Unsecureds to Split $6K over 60 Months PRIMEX CLINICAL: Unsecured Claims Under $1K to Recover 80% in Plan RAPID7 INC: Promotes Sales Leaders to General Managers RESHAPE LIFESCIENCES: Inks Agreements With Vyome, Biorad ROYSTONE ON QUEEN: U.S. Trustee Unable to Appoint Committee SALT LIFE: U.S. Trustee Appoints Creditors' Committee SANO RACING: Claims to be Paid From Disposable Income SINGING MACHINE: Increases At-the-Market Offering to $2.02 Million SOLIGENIX INC: Executes Warrant Inducement Deal for Share Purchase SOUTHERN BELL: Gets OK to Sell Hastings Property for $2.1-Mil. SOUTHWESTERN MATTRESS: Taps HMP Advisory as Financial Advisor SOVEREIGN TAP: Case Summary & Nine Unsecured Creditors SWAN LAKE FARM: Farming Income to Fund Plan Payments T-REX SPORTS: Case Summary & 18 Unsecured Creditors TRAVELING BY GRACE: Amends Several Secured Claims Pay TWO JACKS: Farming Income to Fund Plan Payments ULTIMATE JETCHARTERS: Unsecureds Will Get 12% to 17% in Plan VAULT LLC: Voluntary Chapter 11 Case Summary WATCHMEN SECURITY: Amends Unsecured & Several Secured Claims Pay WC 56 EAST: Unsecureds Will Get 100% of Claims in Plan WC 5TH AND WALLER: Unsecureds Will Get 100% of Claims in Plan WHAIRHOUSE LIMITED: Court OKs Sale of Property to Lati for $1.95MM WILLIAM INSULATION: Asset Sale Proceeds to Fund Plan WILLIAM-WALTON INC: Joe Supple Named Subchapter V Trustee WINTER GARDEN: Unsecured Creditors to Split $38K over 3 Years WINTERS RUN: Amends RWA Claims Pay Details YECHAI LLC: Voluntary Chapter 11 Case Summary ZIFF DAVIS: S&P Rates New $263MM of 3.625% Convertible Notes 'BB-' [*] 31st Distressed Investing Conference: Registration Now Open! [^] Large Companies with Insolvent Balance Sheet ********* 1027 FANTASY: Case Summary & Three Unsecured Creditors ------------------------------------------------------ Debtor: 1027 Fantasy, LLC 212 Pasadena Place Suite A Orlando FL 32803 Business Description: The Debtor is a themed-vacation home developer in Central Florida. Chapter 11 Petition Date: July 14, 2024 Court: United States Bankruptcy Court Middle District of Florida Case No.: 24-03584 Judge: Hon. Tiffany P Geyer Debtor's Counsel: Kenneth D. Herron, Jr., Esq. HERRON HILL LAW GROUP, PLLC P.O. Box 2127 Orlando, FL 32802 Tel: 407-648-0058 Email: chip@herronhilllaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Emmanuel Mohammed as manager. A copy of the Debtor's list of three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YUZYLSA/1027_Fantasy_LLC__flmbke-24-03584__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YJFICBI/1027_Fantasy_LLC__flmbke-24-03584__0001.0.pdf?mcid=tGE4TAMA 24-26 BARKER ST: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: 24-26 Barker St, Inc. 151 Hampshire St Lawrence, MA 01840-1232 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court District of Massachusetts Case No.: 24-40728 Debtor's Counsel: Cynthia Ravosa, Esq. RAVOSA LAW OFFICES PC One South Avenue Natick, MA 01760 Tel: (508) 655-3013 Email: massachusettsbankruptcycenter@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Miguel B. Aguilo, president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/VEF36WQ/24-26_Barker_St_Inc__mabke-24-40728__0001.0.pdf?mcid=tGE4TAMA 9300 WILSHIRE: Unsecureds Will Get 100% of Claims in Plan --------------------------------------------------------- 9300 Wilshire, LLC, filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement and Plan of Reorganization dated July 1, 2024. Since its inception, the Debtor has conducted 100% of its business activity in Redondo Beach, Santa Monica, West Hollywood, and Beverly Hills, California. Before this chapter 11 case was commenced on February 21, 2023 (the "Petition Date"), the Debtor was in the business of investing in real estate. Among other things, the Debtor is the holder of a 21.45% ownership interest in certain real property located at 1100 N. Harbor Drive, Redondo Beach, California 90277 (the "Harbor Drive Property" or "Property"). The Harbor Drive Property is a flat parcel of land that is comprised of four APNs (7503-013-014, 015, 819, 820) containing 2,134,279 SF (49.90 acres), and houses the AES Redondo Beach power plant (the "Power Plant"). Vital to this case is the Corrective Action Consent Agreement ("CACA"), which is an agreement entered into by AES Redondo with the California Department of Toxic Substances Control ("DTSC"). Prior to the CACA, which is dated September 8, 2016, SCE entered into a settlement in 1995 with DTSC under the Hazardous Waste Control Act (HWCA) regarding hazardous waste at the Harbor Drive Property which was memorialized in a final judgment (the "Final Judgment"). The Debtor continues forward with the development of its properties which are located at (i) 1241-1251 3rd Street Santa Monica, California 90401; (ii) 346 N. Maple Drive, Beverly Hills, California 90211; (iii) 125-129 S. Linden Drive Beverly Hills, California 90212; (iv) 201 S. Arnaz Drive, Beverly Hills, California 90211; (v) 2323 S. Tower Drive, Beverly Hills, California 90211; and (vi) the Harbor Drive Property. The aggregate value given by the Debtor to the real properties in which it holds various interests in its schedules and statement of financial affairs is no less than $176,025,000. Up to the present time, the Debtor's two primary investors, Leonid Pustilnikov and Ely Dromy, have funded significant sums to the Debtor since the Petition Date. As of the date of this Disclosure Statement and Plan, these fundings total $850,512.50. As necessary, Mr. Pustilnikov and/or Mr. Dromy shall continue to fund the payments which are due under this Plan after the Plan is confirmed by this Court through capital contributions. Class 2b consists of General Unsecured Claims. Each claimant in Class 2b will be paid 100% of its claim beginning the first relevant date after the Effective Date. Over eight months after the Effective Date, with the first installment in the amount of 10% of the allowed claim paid on the Effective Date, or as soon thereafter as is reasonably practicable, with the second installment in the amount of 35% of the allowed claims paid on the last business day of the month that is four months after the Effective Date, with the final installment in the amount of 55% of the allowed claim paid on the last business day of the month that is eight months after the Effective Date. The success of the Plan is dependent on the sufficient cash being available as of the Effective Date and during the duration of the Plan from the following sources: (a) the Debtor's cash on hand on the Effective Date, (b) post-Petition Date exit financing, if any, (c) capital contributions or loans from Ely Dromy in such amounts as are necessary to fund plan payments, and (d) any damages recovered by the Debtor from the Amended AES Redondo Complaint or such other rights of action, claims for relief, or causes of action. A full-text copy of the Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=nXPe4L from PacerMonitor.com at no charge. 9300 Wilshire, LLC is represented by: Victor A. Sahn, Esq. Steve Burnell, Esq. GREENSPOON MARDER LLP 1875 Century Park East, Suite 1900 Los Angeles, CA 90067 Tel: (213) 626-2311 Email: victor.sahn@gmlaw.com steve.burnell@gmlaw.com About 9300 Wilshire 9300 Wilshire, LLC, is a Beverly Hills-based company engaged in activities related to real estate. 9300 Wilshire filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10918) on Feb. 21, 2023, with $100 million to $500 million in assets and $50 million to $100 million in liabilities. Leonid Pustilnikov, 9300 Wilshire's manager, signed the petition. Judge Ernest M. Robles presides over the case. The Debtor tapped Victor A. Sahn, Esq., at Greenspoon Marder, LLP as bankruptcy counsel and Rutan & Tucker, LLP as special counsel. ACORDA THERAPEUTICS: Unsecureds Will Get 1% to 2% of Claims ----------------------------------------------------------- Acorda Therapeutics, Inc. and its affiliates filed with the U.S. Bankruptcy Court for the Southern District of New York a First Amended Disclosure Statement for Joint Plan of Liquidation dated July 1, 2024. Acorda is a biopharmaceutical company that has developed breakthrough products, therapies, and biotechnology to restore function and improve the lives of people with neurological disorders. The Debtors market two main products: AMPYRA(R) ("Ampyra"), which is marketed and distributed as FAMPYRA(R) ("Fampyra") outside of the United States by Biogen International GmbH ("Biogen"), and INBRIJA(R) ("Inbrija," and together with Ampyra, the "Products"). The Debtors sell their Products to a variety of customers, principally specialty pharmacies (the "Specialty Pharmacies") and an exclusive wholesale distributor. The Debtors commenced these Chapter 11 Cases to pursue a sale of substantially all of their assets (the "Assets") under section 363 of the Bankruptcy Code (the "Sale Transaction") to maximize the value of their estates and the recoveries for all stakeholders. To that end, on April 4, 2024, the Debtors filed the Motion of Debtors for Entry of Orders (I)(A) Authorizing and Approving Bidding Procedures and Stalking Horse Bid Protections, (B) Scheduling Auction and Sale Hearing, (C) Approving Form and Manner of Notice Thereof, (D) Establishing Notice and Procedures for the Assumption and Assignment of Certain Executory Contracts, and (E) Granting Related Relief; and (II)(A) Approving the Asset Purchase Agreement, (B) Authorizing the Sale of Assets Free and Clear of Liens, Claims, Encumbrances, and Other Interests, (C) Authorizing Assumption and Assignment of Executory Contracts, (D) Authorizing Distribution to the Prepetition Noteholders, and (E) Granting Related Relief (the "Sale Motion"). On April 29, 2024, the Bankruptcy Court entered an order approving the bidding procedures for the sale of the Assets (the "Bidding Procedures") (the "Bidding Procedures Order"). The deadline to submit a Qualified Bid was May 28, 2024 (the "Bid Deadline"). Other than the Stalking Horse Bid, no Qualified Bids were received by the Debtors on or before the Bid Deadline. On May 29, 2024, the Debtors filed the Notice of Cancellation of Auction and Selection of Successful Bidder, noting that the Auction was cancelled and that pursuant to the Bidding Procedures Order, Merz Pharmaceuticals, LLC, the Stalking Horse Bidder, has been deemed the Successful Bidder. On June 7, 2024, the Bankruptcy Court held a hearing to consider approval of the proposed Sale Transaction (the "Sale Hearing"). The Bankruptcy Court approved the Sale Transaction at the hearing and subsequently entered the Order (A) Approving the Asset Purchase Agreement, (B) Authorizing the Sale of Assets Free and Clear of Liens, Claims, Encumbrances, and Other Interests, (C) Authorizing the Assumption and Assignment of Contracts, and (D) Granting Related Relief (the "Sale Order"). Contemporaneously with the commencement of these Chapter 11 Cases, the Debtors entered into a Restructuring Support Agreement, dated as of April 1, 2024 (the "RSA"), with an ad hoc group of holders of over 90% of the Company's 6% convertible senior secured notes due December 1, 2024 (the "Prepetition Notes"). The RSA contemplates the support of the noteholders party thereto for the Sale Transaction, confirmation and consummation of the Plan, and provision of the DIP Facility to provide necessary liquidity during these Chapter 11 Cases, all subject to certain milestones and conditions customary to such agreements. The Debtors believe that the prearranged Plan as contemplated by the RSA and the Sale Transaction as provided for in the Bidding Procedures and Sale Order dovetail to provide an expeditious and efficient resolution to the Chapter 11 Cases in a manner that will maximize the value of the Estates, minimize the effect of these Chapter 11 Cases on the Debtors' current operations, and ensure a smooth transition of the business to the ultimate buyer. Class 4 consists of General Unsecured Claims. Except to the extent that a holder of an Allowed General Unsecured Claim agrees to less favorable treatment, in full and final satisfaction, settlement, and release of, and in exchange for an Allowed General Unsecured Claim, each such holder thereof shall receive (i) such holder's Pro Rata share of Liquidation Trust Beneficial Interests and (ii) to the extent such holder is not a Prepetition Noteholder, its Pro Rata share of the Carve-Out Cash. Class 4 is impaired. The allowed unsecured claims total $6.7 million to $11.4 million. This Class will receive a distribution of 1% to 2% of their allowed claims. On the Effective Date, all Existing Acorda Interests shall be extinguished, cancelled, and released and not entitled to Distribution or any recovery under the Plan. Distributions under the Plan shall be funded from Cash on hand and the proceeds of the Sale Transaction that are received before, on, or after the Effective Date. A full-text copy of the First Amended Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=vy75fd from PacerMonitor.com at no charge. Counsel for the Debtors: John R. Dodd, Esq. Baker & McKenzie LLP 1111 Brickell Avenue, 10th Floor Miami, FL 33130 Tel: (305) 789-8900 Fax: (305) 789-8953 Email: john.dodd@bakermckenzie.com Blaire Cahn, Esq. Baker & McKenzie LLP 452 Fifth Avenue New York, NY 10018 Telephone: 212-626-4100 Facsimile: 212-310-1600 Email: blaire.cahn@bakermckenzie.com About Acorda Therapeutics Acorda Therapeutics Inc. is a biopharmaceutical company that has developed breakthrough products, therapies, and biotechnology to restore function and improve the lives of people with neurological disorders. INBRIJA is approved for intermittent treatment of OFF episodes in adults with Parkinson's disease treated with carbidopa/levodopa. Acorda Therapeutics Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22284) on April 1, 2024. In the petition signed by Michael A. Gesser, as chief financial officer, the Debtor disclosed total assets as of Dec. 31, 2023, of $108,525,000 and total debt as of Dec. 31, 2023, of $266,204,000. The Honorable Bankruptcy Judge David S. Jones handles the case. The Debtor tapped Baker McKenzie as legal counsel; Togut, Segal & Segal LLP as conflicts counsel; Ernst & Young as financial advisor; and Ducera Partners and Leerink Partners as investment bankers. Kroll Restructuring Administration is the claims agent. Merz is being advised by Freshfields Bruckhaus Deringer US LLP as legal counsel, Morgan Stanley as investment banker, and Deloitte as financial and tax advisors. Senior Convertible Noteholders are being advised by King & Spalding as legal counsel and Perella Weinberg Partners as investment banker. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. AETIUS COMPANIES: Fine-Tunes Plan; Confirmation Hearing July 30 --------------------------------------------------------------- Aetius Companies, LLC, and its affiliates submitted a Second Amended Joint Disclosure Statement describing Amended Joint Plan of Reorganization dated July 1, 2024. The Plan provides that the Plan Debtor and Affiliated Plan Debtors will continue to operate their business as Reorganized Plan Debtor and Reorganized Affiliated Plan Debtors, respectively, and Mark Cote, the current Chief Executive Officer for the enterprise, will continue in that position for the Reorganized Debtors. The Reorganized Debtors will assume the non-residential real property leases, as may be modified, for the four stores that remain open and will also assume any executory contracts that are necessary for the continued operation of the Reorganized Plan Debtor and Reorganized Affiliated Plan Debtors. The Plan Debtor will pay any arrearages or other costs required by the Bankruptcy Code to assume and/or take assignment such leases and those executory contracts necessary for the Reorganized Plan Debtor's and Reorganized Affiliated Plan Debtors' post-confirmation operations (the "Cure Amounts") on the Effective Date, except as otherwise agreed by the Reorganized Debtors and the counterparty to such contract. The Plan Debtors will pay Allowed Administrative Expense Claims in full on the Effective Date or upon such other mutually acceptable terms as the parties may agree. Any and all priority taxes due and owing to the Internal Revenue Service, or any other state, county or city taxing authority shall be paid in full as set forth more fully in the Plan. The Plan Debtors will treat the Claims of creditors holding secured claims as outlined more fully in the Plan. For unsecured Trade Creditors and the unsecured deficiency claim of the First Lien Creditor, the Reorganized Plan Debtor will pay such creditors a portion of their claims as outlined in the Plan. Under the Plan, in satisfaction of any pre-petition loans owing to Axum Capital Partners Fund I, L.P., and its affiliates (together "Axum"), as well as a new value contribution in the amount of $400,000.00 to the Liquidating Trust, Axum or its designee will be issued 100% membership interest in the Reorganized Plan Debtor. Additionally, all equity in the Aetius Companies, LLC will vest in Axum in full satisfaction of any prepetition loans or other amounts owed to Axum or its affiliates, as well as new value provided by Axum in the amount of $400,000.00 to the Liquidating Trust. Like in the prior iteration of the Plan, each holder of an Allowed Class 3 General Unsecured Trade Claim will be entitled to receive, in full payment of such claims, a pro rata share of distributions to holders of Allowed General Unsecured Trade Claims from the Liquidating Trust. The timing of any such distribution shall be made in the discretion of the Liquidating Trustee. The assets of the Liquidating Trust shall consist of: * $1,600,000.00 payable to the Liquidating Trust as follows: -- $600,000 paid to the Liquidating Trust within 30 days of the Effective Date through new value equity contributions in the amount of $400,000 coming from the new equity holders in the Reorganized Plan Debtor, and $200,000 paid as settlement of the Released Claims. -- $500,000 paid to the Liquidating Trust, free and clear of any Liens, Claims, or encumbrances, within 30 days of the Effective Date from those funds received and held by the Debtors from a class action settlement reached in In re Broiler Chicken Antitrust Litigation (End User Consumer Action), Case No. 1:16-cv 8637 (N.D. Ill.). -- $500,000 paid by the Reorganized Debtors to the Liquidating Trust within 180 days of the Effective Date; and * Any recoveries on Chapter 5 Causes of Action shall be assigned to the Liquidating Trust. The Plan Debtors anticipate that all Allowed Administrative Claims will be paid in full from funds generated from the Plan Debtors' post-petition operations. The Plan Debtors project to be operationally solvent upon emerging from bankruptcy as the Reorganized Debtors. The Bankruptcy Court has scheduled July 30, 2024, at 9:30 a.m. as the hearing on confirmation of the Plan. A full-text copy of the Second Amended Joint Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=0osCFK from PacerMonitor.com at no charge. Counsel for the Debtors: Robert A. Cox, Jr., Esq. Matthew A. Winer, Esq. HAMILTON STEPHENS STEELE + MARTIN, PLLC 525 North Tryon Street, Suite 1400 Charlotte, NC 28202 Tel: (704) 344-1117 Email: rcox@lawhssm.com About Aetius Companies Aetius Companies, LLC, and affiliates operate a restaurant chain. Aetius Companies and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Lead Case No. 23-30470) on July 19, 2023. In the petition signed by Mark Cote, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Craig Whitley oversees the case. Robert A. Cox, Jr., Esq., at Hamilton Stephens Steele + Martin, PLLC, is the Debtor's legal counsel. Judge Whitley, upon recommendation of the U.S. Bankruptcy Administrator for the Western District of North Carolina, issued an order appointing an official committee to represent unsecured creditors. Brinkman Law Group, P.C., is the Committee's counsel, and Cole Hayes, is local counsel. AGILE THERAPEUTICS: Beryl Entities Disclose Equity Stakes --------------------------------------------------------- Beryl Capital Management LLC disclosed in a Schedule 13G Report filed with the U.S. Securities and Exchange Commission that as of June 26, 2024, the firm and its affiliated entities -- Beryl Capital Management LP, Beryl Capital Partners II LP, and David A. Witkin beneficially owned shares of Agile Therapeutics, Inc.'s common stock. Beryl Capital Management LL, Beryl Capital Management LP, and Mr. Witkin are reported to beneficially own 680,000 shares of the common stock, representing 9.9% of the shares outstanding. Meanwhile, Beryl Capital Partners II LP beneficially owned 579,532 shares, representing 8.5% of the shares outstanding. A full-text copy of the SEC report is available at: https://tinyurl.com/2p9phjhs About Agile Therapeutics Agile Therapeutics, Inc., is a women's healthcare company dedicated to fulfilling the unmet health needs of today's women. The Company's product and product candidates are designed to provide women with contraceptive options that offer freedom from taking a daily pill, without committing to a longer-acting method. Its initial product, Twirla, (levonorgestrel and ethinyl estradiol), a transdermal system, is a non-daily prescription contraceptive. The Company reported a net loss of $14.46 million for the year ended Dec. 31, 2023, compared to a net loss of $25.41 million for the year ended Dec. 31, 2022. As of March 31, 2024, the Company had $12.61 million in total assets, $22.93 million in total liabilities, and a total stockholders' deficit of $10.32 million. Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has generated losses since inception, used substantial cash in operations, has a working capital deficiency, anticipates it will continue to incur net losses for the foreseeable future, requires additional capital to fund its operating needs and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ALLEGIANCE COAL: Collins St Dispute Won't Proceed to Mediation -------------------------------------------------------------- Magistrate Judge Christopher J. Burke of the United States District Court for the District of Delaware has determined that mediation is not appropriate in the fee dispute between Collins St Convertible Notes Pty Ltd. and Allegiance Coal USA Limited, et al. Collins St, the Prepetition Noteholder and DIP Lender, has taken an appeal from the Bankruptcy Court's Final Omnibus Order Granting Final Allowance of Fees and Expenses for Retained Professionals entered in these cases on May 20, 2024. Collins St specifically appeals from the Bankruptcy Court's allowance of the fee applications submitted by: -- the Debtors' professionals: (a) Morris, Nichols, Arsht & Tunnell LLP; (b) CRS Capstone Partners, LLC; and (c) Stretto, Inc.; and -- the professionals hired by the Unsecured Creditors' Committee: (d) Whiteford, Taylor & Preston LLP; and (e) Dundon Advisers LLC A copy of the May 2024 order is available at https://cases.stretto.com/public/x232/12092/PLEADINGS/1209205312480000000142.pdf The case before the District Court is styled, COLLINS ST CONVERTIBLE NOTES PTY LTD., Appellant, v. ALLEGIANCE COAL USA LIMITED, et al., Appellees. Civil Action No. 24-656-CFC (D. Del.). After conducting an initial review of the case, including having gathered information from the parties and their counsel, the Court recommends that the assigned District Judge issue an order withdrawing the matter from mediation. A copy of the Court's decision dated July 10, 2024, is available at https://urlcurt.com/u?l=oU6Nt2 The Debtors' case transitioned into an orderly liquidation in Chapter 11, with the Debtors retaining an auctioneer to sell off their assets, primarily mining equipment. The cases, however, are administratively insolvent and the Debtors thus moved to dismiss. The Debtors' motion to dismiss contemplates establishing a mechanism for distributing the remaining cash first to satisfy claims that are subject to the carve-out in the DIP order, and then to Collins St. In response, Collins St brought an adversary case seeking a declaration that the fees incurred by its counsel are senior to the carve-out from the DIP liens. Collins St sought an order compelling the payment of its legal fees before any amount is distributed to the beneficiaries of the DIP carve-out. The Court denied this request. About Allegiance Coal USA Limited Allegiance Coal USA Limited is a listed Australian company focused on seaborne met coal mine development and operations, with operating mines in southeast Colorado, central Alabama, as well as a development project in northwest British Columbia. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 23-10234) on Feb. 21, 2023. In the petition signed by Jonathan Romcke, chief executive officer, the Debtor disclosed up to $100 million in assets and up to $50 million in liabilities. Judge Craig T. Goldblatt oversees the case. Robert J. Dehney, Esq., at Morris, Nichols, Arsht & Tunnell LLP, represents the Debtor as legal counsel. AMARILLO PLATINUM: Taps National Hospitality as Business Advisor ---------------------------------------------------------------- Amarillo Platinum, LLC d/b/a SpringHill Suites Amarillo and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire National Hospitality Consulting Group as their restructuring and general business advisors. The firm will provide management, restructuring, business, and financial advisory services to the Debtors. The firm will be paid at these hourly rates: Director of Operations $475 Senior Financial Consultant $350 Senior Consultant $300 Senior Design Consultant $280 Senior Associate $240 Administrative $115 Travel Time $110 The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Manoj "Mike" Patel, owner and director of Operations of National Hospitality Consulting Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Manoj ("Mike") Patel National Hospitality Consulting Group 13461 Parker Commons Blvd #201 Fort Myers, FL 33912 Tel: (888) 879-9056 About Amarillo Platinum Amarillo Platinum, LLC d/b/a SpringHill Suites Amarillo filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-02447) on July 1, 2024, listing up to $50,000 in assets and $10 million to $50 million in liabilities. The petition was signed by Mitul Patel as manager. Judge Charles M Walker presides over the case. Henry E. ("Ned") Hildebrand, IV, Esq. at DUNHAM HILDEBRAND PAYNE WALDRON, PLLC represents the Debtor as counsel. ANALIA HOME: Unsecureds to Get Share of Income for 36 Months ------------------------------------------------------------ Analia Home Health Care Service, LLC filed with the U.S. Bankruptcy Court for the Northern District of Georgia a First Amended Plan of Reorganization dated June 28, 2024. The Debtor is a Georgia corporation. The Debtor operates as a home health care services company, providing home health care for children and adults with a specialization in caring for medically fragile children and adults. The Debtor has been struggling financially since 2020. The Covid 19 pandemic caused Debtor's clients to be more likely to seek assistance from family members, such that Debtor saw a decrease in business causing lower revenues. As Debtor's costs, such as wages, have increased, Debtor sought alternative forms of financing. Specifically, Debtor received financing from several different merchant cash advance companies ("MCAs"). One of the MCAs, The FundWorks LLC, instituted a lawsuit against Debtor in the State Court of Rockdale County, culminating in FundWorks receiving a judgment of nearly two hundred thousand dollars. The Debtor settled the FundWorks' garnishment through a payment plan which required Debtor to pay $5,000 per month, with a balloon payment of $120,000 due on February 28, 2024. The Debtor was unable to make the $120,000 payment due on February 28, 2024, which resulted in an imminent risk of further garnishments that would likely cause Debtor to be unable to continue operations. The Debtor filed the instant bankruptcy case to alleviate its financial issues with MCAs and the SBA and to restructure other debts to the extent necessary and to preserve its going concern value and revenues for the benefit of all creditors. The net disposable income generated from this revenue shall be used to fund this Plan of Reorganization. The Plan proponent's financial projections show that the Debtor will have projected disposable income in the amount of not less than $18,800 per quarter. The Plan shall be for a 36-month term. Debtor shall remit any disposable income to creditors in accordance with Section 1191(c) and (d) of the Bankruptcy Code and as described in this Plan until creditors are paid in full. Nothing shall prevent Debtor from making any or all Plan payments quicker than set forth herein, if financial circumstances make such payments possible. Class 3 consists of General (non-priority) Unsecured Claims. All projected net-disposable income shall be paid to class 3 claimants, other than as paid to Class 1 claimants, in 36 monthly pro rata installments based on the allowed amounts of those claims. This Class is impaired. The Debtor will fund the plan payments through its future income. Debtor has filed financial projections with this Plan showing that the proposed monthly payments are feasible based on projected income and expenses. The Debtor will retain its current owner, Ms. Kathy Michel, and its current officers, Ms. Kathy Michel and Mr. Jean Michel to effectuate the terms of this Plan. A full-text copy of the First Amended Plan dated June 28, 2024 is available at https://urlcurt.com/u?l=qrt6em from PacerMonitor.com at no charge. Attorneys for the Debtor: Michael D. Robl, Esq. Maxwell W. Bowen, Esq. Robl Law Group, LLC 3754 Lavista Road, Suite 250 Tucker, GA 30084 Tel: (404) 373-5153 Fax: (404) 537-1761 Email: michael@roblgroup.com max@roblgroup.com About Analia Home Health Care Service Analia Home Health Care Services, LLC operates as a home health care services company, providing home health care for children and adults with a specialization in caring for medically fragile children and adults. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-52233) on March 1, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Michael D. Robl, Esq., at Robl Law Group, LLC represents the Debtor as bankruptcy counsel. B & J EXPRESS: Case Summary & 16 Unsecured Creditors ---------------------------------------------------- Debtor: B & J Express Care Services, LLC d/b/a Express Care Services of Ocala 1834 SW 1st Avenue, Suite 201 Ocala, FL 34471 Business Description: The Debtor is medical group practice located in Ocala FL. Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court Middle District of Florida Case No.: 24-01974 Judge: Hon. Jacob A Brown Debtor's Counsel: Richard A. Perry, Esq. RICHARD A. PERRY P.A. 820 East Fort King Street Ocala, FL 34471-2320 Tel: 352-732-2299 Email: richard@rapocala.com Total Assets: $176,350 Total Liabilities: $2,099,971 The petition was signed by Gordon Johnson as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QYV23RY/B__J_Express_Care_Services_LLC__flmbke-24-01974__0001.0.pdf?mcid=tGE4TAMA B & J PROPERTY: Case Summary & One Unsecured Creditor ----------------------------------------------------- Debtor: B & J Property Management of Ocala, LLC 1834 SW 1st Ave Suite 201 Ocala, FL 34471 Business Description: B & J Property is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor is the sole owner of real property located at 1834 SW 1st Ave Ste 201, Ocala, FL 34471 valued at $821,896. Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court Middle District of Florida Case No.: 24-01976 Debtor's Counsel: Richard A. Perry, Esq. RICHARD A. PERRY P.A. 820 East Fort King Street Ocala, FL 34471-2320 Tel: 352-732-2299 Email: richard@rapocala.com Total Assets: $821,896 Total Liabilities: $1,505,000 The petition was signed by Gordon Johnson as manager. The Debtor listed Ameris Bank located at 300 South Main St, Moultrie, GA 31768, as its sole unsecured creditor holding a claim of $678,104. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YUH2H6A/B__J_Property_Management_of_Ocala__flmbke-24-01976__0001.0.pdf?mcid=tGE4TAMA BENARK LLC: Unsecureds to Recover 5% in Subchapter V Plan --------------------------------------------------------- Benark, LLC filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a Plan of Reorganization for Small Business under Subchapter V dated July 1, 2024. The Debtor is a Pennsylvania corporation that owns a restaurant in Montgomery County called "Da Bistro." It is located on 1918 County Line Road in Huntingdon Valley, Pennsylvania. The Debtor's assets include normal restaurant equipment, most of it affixed to the building where it rents space. The Debtor has been operating Da Bistro for close to 20 years. The Debtor's principal has been in the restaurant business for approximately 30 years. The Debtor has no employees, but family members help when needed. The Debtor was forced to file this chapter 11 due to three factors: (1) recovering from the Covid pandemic; (2) an SBA EIDL loan repayment that could not be sustained; and (3) excessive credit card debt. There is only one secured creditor in this bankruptcy: the SBA has a blanket lien over all of the Debtor's assets located in the restaurant. The Debtor is filing contemporaneously with this plan a motion to avoid the lien of the SBA and strip the lien down to the value of the restaurant's assets which are approximately $7,000. There are other minimal unsecured bank creditors, and the Debtor will make a nominal payment over the course of its plan to the unsecured creditors in the amount of 5% for each of these creditors. The Debtor's Administrative Claims are being paid in full through the plan per Section 1191(e) of Subchapter V based on the claims filed as of the filing of this Plan, including the payments owed to the Subchapter V Trustee and Debtor's proposed counsel. The Debtor's financial projections show that the Debtor will have projected disposable income in the amount of approximately $500. The final Plan payment is expected to be paid in 2029. This Plan of Reorganization proposes to pay creditors of BENARK, LLC from cash flow operations. The SBA is the only secured creditor and did not file a Proof of Claim. The SBA will be paid according to the Debtor's motion to avoid the lien of the SBA stripped down to the value of the Debtor's collateral. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 5%. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of all non-priority unsecured claims. As set forth on the attached payment Plan, these claims shall be paid in the amount of $26.11 pro rata each month. This Class is impaired. The Debtor will fund the Plan from the income from its regular business operations. A full-text copy of the Plan of Reorganization dated July 1, 2024 is available at https://urlcurt.com/u?l=fvwjyx from PacerMonitor.com at no charge. Attorney for the Debtor: Maggie S. Soboleski, Esq. CENTER CITY LAW OFFICES, LLC 2705 Bainbridge Street Philadelphia, PA 19107 Tel: (215) 620-2132 Email: msoboles@yahoo.com About Benark LLC Benark, LLC is a Pennsylvania corporation that owns a restaurant in Montgomery County called "Da Bistro." The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-11112) on April 1, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Ashely M. Chan presides over the case. Maggie S. Soboleski, Esq., at Center City Law Offices LLC represents the Debtor as bankruptcy counsel. BENDED PAGE: Seeks Court Nod to Sell Assets to TC Acquisition ------------------------------------------------------------- Bended Page, LLC asked the U.S. Bankruptcy Court for the District of Colorado for approval to sell substantially all of its assets to TC Acquisition Co. LLC. TC Acquisition offered to buy the assets for $1,833,402 in cash and assume some of Bended Page's liabilities and contracts. The assets include those owned by the company's subsidiaries, Bended Page Book Store, LLC and Bended Page Food & Beverage, LLC, that are related to the operation of the company's business. The sale price is subject to adjustment based on the value of inventory at closing, according to the companies' purchase agreement. The agreement requires court approval and consummation of the sale by July 31. Bended Page will use the proceeds from the sale to, among other things, pay secured claims including the claim of Read Colorado, LLC in the amount of $1,135,345. TC Acquisition's offer is one of the three bids received by Bended Page during the bidding process. One bidder voluntarily dropped out while the other bidder informed the company it would not participate in an auction. As a result, Bended Page canceled the auction scheduled for June 12. TC Acquisition is an affiliate of Barnes & Noble Inc., the largest retail bookseller in the United States. About Bended Page Bended Page, LLC, a bookstore owner in Denver, Colo., filed Chapter 11 petition (Bankr. D. Colo. Case No. 23-14679) on October 16, 2023, with as much as $10 million in both assets and liabilities. Bradford Dempsey, chief executive officer, signed the petition. Judge Michael E. Romero oversees the case. Andrew D. Johnson, Esq., at Onsager Fletcher Johnson Palmer LLC, represents the Debtor as legal counsel. BRITEWASH AUTO: Taps CENTURY 21 as Realtor and Business Broker -------------------------------------------------------------- BriteWash Auto Wash I, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to hire CENTURY 21 Commercial New Millennium as its realtor and business broker. The broker will assist the Debtor in finding a buyer for its business (including the Lease) and will be paid 4.25 percent of the sales price of the Debtor's business. If there is an additional or selling broker involved in the sale, such broker will receive 2 percent of the 4.24 percent total commission. If the buyer is not represented by another broker, Broker's commission will be reduced to 3.25 percent of the sales price. If the business is not sold, the broker will be paid a fee for its advisory services related to the restructuring of the Debtor's business equal to $225/hour or if the broker is successful in assisting the Debtor in securing capital or refinancing, 3 percent of the additional investment capital raised. CENTURY 21 is disinterested within the meaning of 11 U.S.C. 101( 14) and has no conflicts, according to court filings. The firm can be reached through: Stephen Karbelk CENTURY 21 Commercial New Millennium 6631 Old Dominion Drive McLean, VA 22101 Phone: (571) 481-1037 Email: stephen.karbelk@c21nm.com About BriteWash Auto Wash I, LLC BriteWash Auto Wash I, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 24-11096) on June 13, 2024. In the petition signed by Gregory J. Miller, president and managing member representative, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Christopher L. Rogan, Esq. at RoganMillerZimmerman, PLLC, represents the Debtor as legal counsel. BROOKDALE SENIOR: Reports March 2024 Occupancy ---------------------------------------------- Brookdale Senior Living Inc. reported on July 9, 2024, its consolidated occupancy for June 2024, and certain other information regarding the quarter ended June 30, 2024. The Company's June 2024 Observations include: * June 2024 weighted average occupancy increased 140 basis points over the prior year to 78.2%. * June year-over-year growth was supported by move-in volumes above pre-pandemic average and comparable to the prior year period, and move-outs below the prior year period, as adjusted for dispositions. * Sequentially, June weighted average occupancy grew 10 basis points while June month end occupancy grew 20 basis points, supporting a second quarter 2024 weighted average sequential occupancy increase of 20 basis points compared to the first quarter 2024. * Both June and second quarter weighted average occupancy results reflected a continued outperformance versus pre-pandemic normal seasonality. * Second quarter weighted average occupancy increased 160 basis points compared to the prior year quarter. A copy of the Company's report filed on Form 8-K with the Securities and Exchange Commission is available at: https://tinyurl.com/225tk262 About Brookdale Senior Living Headquartered in Brentwood, Tenn., Brookdale Senior Living Inc. operates senior living facilities in the United States. As of March 31, 2024, the Company had $5.5 billion in total assets and $5.2 billion in total liabilities. * * * Egan-Jones Ratings Company on October 26, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Brookdale Senior Living Inc. CELSIUS NETWORK: Court Adopts Recommendations of Fee Examiner ------------------------------------------------------------- Chief Judge Martin Glenn of the United States Bankruptcy Court for the Southern District of New York entered a Memorandum Opinion adopting recommendations of the Fee Examiner on the fourth interim and final fee applications in Celsius Network LLC's bankruptcy case. A copy of the Court's decision dated July 2, 2024, as well as the schedule of approved fees, is available at https://urlcurt.com/u?l=mMfS9x The Court appointed Christopher S. Sontchi as the Fee Examiner on October 20, 2022. Pending before the Court are 25 professional fee applications, comprised of interim fee applications for the period from July 1, 2023 through November 9, 2023 (the "Fourth Interim Fee Period") and final fee applications in these chapter 11 cases for the period from July 13, 2022 through November 9, 2023 (the "Final Fee Period"). The Applications seek approval of interim fees and expenses for the Fourth Interim Fee Period, final fees and expenses for the Final Fee Period, or a combination of the two. The Application of RSM US LLP, the Debtor's independent auditor, which was also scheduled to be heard on July 28, has been adjourned to the July 29 omnibus hearing based on the recommendation of the fee examiner. Therefore, only 24 Applications were heard at the June 28 omnibus hearing. The Fee Examiner filed a Summary Report on Fourth Interim and Final Fee Applications Scheduled for Uncontested Hearing on May 7, 2024, his fourth summary report in these chapter 11 cases, which recommends that the Court (i) approve 17 Applications for the Fourth Interim Fee Period; (ii) approve 19 Applications for final fees and expenses; and (iii) adjourn the Applications of Fischer & Co. which was late-filed, and the RSM Application, which is contested. Since the filing of the Report, the Fee Examiner has resolved issues relating to the Fischer Application and now seeks its approval. Accordingly, on June 19, 2024, the Fee Examiner filed an addendum to the Report that includes revised exhibits reflecting the Fee Examiner's resolution of the Fischer Application. As set forth in the Addendum, the Applications listed on Exhibits A and B to the Addendum, which the Fee Examiner recommends that the Court approve, are all uncontested and reflect consensual adjustments reached between the Fee Examiner and the respective professionals. As for the RSM Application, which has been adjourned to the July 29th omnibus hearing, the Fee Examiner indicates he will "file and serve a report on and/or objection to the [RSM Application] no later than ten days [before] the omnibus hearing—July 19, 2024." The Fee Examiner also recommends that the Court order RSM to file a reply so that it is served on the Fee Examiner no later than 2:00 p.m. on July 28 in accordance with the case management procedures order entered in these chapter 11 cases. Finally, in the event an evidentiary hearing or discovery is necessary, the Fee Examiner recommends that the July 29th omnibus hearing date serve as a status conference for further contested proceedings as to the RSM Application. Annexed to the Report is (i) a chart, as Exhibit A, setting forth the Applications seeking approval of fees and expenses for the Fourth Interim Fee Period that the Fee Examiner recommends the Court approve; (ii) a chart, as Exhibit B, setting forth the Applications seeking approval of final fees and expenses that the Fee Examiner recommends the Court approve; (iii) a chart, as Exhibit C, setting forth the Applications the Fee Examiner recommends the Court adjourn; (iv) a proposed interim fee order, as Exhibit D, approving the fees and expenses for the Applications set forth on Exhibit A; and (v) a proposed final fee order, as Exhibit E, approving the fees and expenses for the Applications set forth on Exhibit B. Annexed to the Addendum is (i) a chart, as Exhibit A, setting forth the Applications seeking approval of fees and expenses for the Fourth Interim Fee Period that the Fee Examiner recommends the Court approve;4 (ii) a revised Exhibit B to the Report as Exhibit B, reflecting the inclusion of Fischer; (iii) a revised Exhibit C to the Report as Exhibit C, reflecting the removal of Fischer; (iv) a clean version of the revised proposed final fee order as Exhibit D, which includes the proposed briefing schedule as to the RSM Application; and (v) a blackline version of the revised Proposed Final Fee Order as Exhibit E. The Fee Examiner notes that the proposed interim fee order, annexed to the Report as Exhibit D, remains unchanged. The Court held a hearing on June 28, 2024 on the Applications. At the Fee Application Hearing, the U.S. Trustee indicated that she had spoken with the Fee Examiner and the Uncontested Applicants, and her comments were incorporated. Accordingly, the UST had no objection to the Court's approval of the Uncontested Applications. Given that the Fee Examiner's review process of the Uncontested Applications and the issues identified appear to be both fair and reasonable, and the professionals have consented to the adjustments in fees and expenses, the Court approves the Applications in accordance with Exhibits A and B to the Addendum. The Court will enter orders (i) adopting the recommendations of the Fee Examiner; and (ii) approving the Fee Examiner's proposed briefing schedule as to the RSM Application. Counsel to the Fee Examiner: Katherine Stadler, Esq. GODFREY & KAHN, S.C. 1 East Main Street Madison, WI 53701 E-mail: kstadler@gklaw.com Attorneys for the United States Trustee: Mark Bruh, Esq. Shara Claire Cornell, Esq. OFFICE OF THE UNITED STATES TRUSTEE 1 Bowling Green, Room 534 New York, NY 10004 E-mail: mark.bruh@usdoj.gov Counsel to the Debtors and Post-Effective Date Debtors: Joshua A. Sussberg, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022 E-mail: joshua.sussberg@kirkland.com - and - Patrick J. Nash Jr., Esq. Ross M. Kwasteniet, Esq. Christopher S. Koenig, Esq. Dan Latona, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Street Chicago, IL 60654 E-mail: patrick.nash@kirkland.com ross.kwasteniet@kirkland.com chris.koenig@kirkland.com dan.latona@kirkland.com Special Counsel to the Debtors and Post-Effective Date Debtors: Annemarie V. Reilly, Esq. LATHAM & WATKINS LLP 1271 Avenue of the Americas New York, NY 10020 E-mail: annemarie.reilly@lw.com - and - John J. Sikora, II, Esq. Heather A. Waller, Esq. LATHAM & WATKINS LLP 330 N. Wabash Avenue, Suite 2800 Chicago, IL 60611 E-mail: john.sikora@lw.com heather.waller@lw.com Special Litigation Counsel to the Debtors and Post-Effective Date Debtors: Mitchell P. Hurley, Esq. Dean L. Chapman Jr., Esq. AKIN GUMP STRAUSS HAUER & FELD LLP One Bryant Park New York, NY 10036 E-mail: mhurley@akingump.com dchapman@akingump.com Special Counsel to the Debtors and Post-Effective Date Debtors: Anthony M. Saccullo, Esq. Mark T. Hurford, Esq. A.M. SACCULLO LEGAL, LLC 27 Crimson King Drive Bear, DE 19701 E-mail: ams@saccullolegal.com mark@saccullolegal.com Special Counsel to the Debtors and Post-Effective Date Debtors: Avraham Well Amit Pines Eli Blechman FISCHER (FBC & CO.) 146 Menachem Begin Road Tel Aviv 6492103, Israel E-mail: awell@fbclawyers.com apines@fbclawyers.com eblechman@fbclawyers.com Counsel to RSM US LLP, Independent Auditor for the Debtors and Post-Effective Date Debtors: Elise S. Frejka, Esq. FREJKA PLLC 415 East 52nd Street, Suite 3 New York, NY 10022 E-mail: efrejka@frejka.com Counsel to the Official Committee of Unsecured Creditors: David M. Turetsky, Esq. Samuel P. Hershey, Esq. Joshua D. Weedman, Esq. WHITE & CASE LLP 1221 Avenue of the Americas New York, NY 10020 E-mail: david.turetsky@whitecase.com sam.hershey@whitecase.com jweedman@whitecase.com - and - Michael C. Andolina, Esq. Gregory F. Pesce, Esq. WHITE & CASE LLP 111 South Wacker Drive, Suite 5100 Chicago, IL 60606 E-mail: mandolina@whitecase.com gpesce@whitecase.com - and - Keith H. Wofford, Esq. WHITE & CASE LLP Southeast Financial Center 200 South Biscayne Blvd., Suite 4900 Miami, FL 33131 E-mail: kwofford@whitecase.com - and - Aaron E. Colodny, Esq. WHITE & CASE LLP 555 South Flower Street, Suite 2700 Los Angeles, CA 90071 E-mail: acolodny@whitecase.com Counsel to Perella Weinberg Partners LP, Investment Banker for the Official Committee of Unsecured Creditors: Shaya Rochester, Esq. KATTEN MUCHIN ROSEMAN LLP 50 Rockefeller Plaza New York, NY 10020 E-mail: shaya.rochester@katten.com Co-Counsel to the Official Committee of Unsecured Creditors: Jennifer M. Selendy, Esq. Faith E. Gay, Esq. Temidayo Aganga-Williams, Esq. Claire O'Brien, Esq. SELENDY GAY ELSBERG PLLC 1290 Avenue of the Americas New York, NY 10104 E-mail: jselendy@selendygay.com fgay@selendygay.com tagangawilliams@selendygay.com cobrien@selendygay.com About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network, LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtors estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP as bankruptcy counsel; Fischer (FBC & Co.) as special counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC, as financial advisor. Stretto is the claims agent and administrative advisor. On July 27, 2022, the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped White & Case, LLP, as its bankruptcy counsel; Elementus Inc. as its blockchain forensics advisor; M3 Advisory Partners, LP as its financial advisor; and Perella Weinberg Partners, LP as its investment banker. Shoba Pillay, Esq., is the examiner appointed in the Debtors' Chapter 11 cases. Jenner & Block, LLP, and Huron Consulting Services, LLC, serve as the examiner's legal counsel and financial advisor, respectively. * * * Celsius Network LLC on Jan. 31, 2024 disclosed that it has successfully emerged from bankruptcy by completing the transactions under its confirmed plan of reorganization. The Plan was overwhelmingly approved by approximately 98% of the Company's account holders and confirmed by the Bankruptcy Court for the Southern District of New York on November 9, 2023. The Plan includes the distribution of over $3 billion of cryptocurrency and fiat to Celsius' creditors, and the creation of a new Bitcoin mining company -- Ionic Digital, Inc. -- which will be owned by Celsius' creditors and will have its mining operations managed by Hut 8 Corp. (Nasdaq | TSX: HUT). CENTER FOR ALLERGIC: Amends Fairview Center Unsecured Claim Pay --------------------------------------------------------------- Center for Allergic Diseases, LLC, submitted an Amended Disclosure Statement for Small Business describing Plan of Reorganization dated July 1, 2024. General unsecured creditors are classified in Class 1 and 2, and will receive a distribution of 100% of their allowed claims, to be distributed as follows $316.08 per month for 60 months for an aggregate amount of $18,943.37. Class 2 consists of General Unsecured Claims Nondischargeable Debtor Section 523 (a)(16) Fairview Center Condominium II, Inc. This Class shall receive a monthly payment of $876.00 that will begin on the effective date of the Plan and will end in 60 months. This Class will receive a distribution of 100% of their allowed claims. The amount of claim in this Class total $52,526.25(this is 56,572.95 less the deposit and prorated amount paid in the amount of $2,381.70). This Class is impaired. Payments and distributions under the Plan will be funded by 12150 Annapolis Road, Bowie, MD (Fairwood), the rental income increased in February 2024 from $3,553.50 to $3,660.00. The condominium dues are $1,027.00 per month and the tenant pays the electric and any other utilities. Therefore, the net proceeds are: $2,633. This is sufficient disposable income to pay the creditors under the Plan. If Debtor is able to turn the electric on in Altamont Place, Unit 202, then Debtor could rent the unit for possibly $2,400 to $2,600 per month. If you deduct $412.37, an average for CAM electric charges and $665 for the monthly condominium charge ($1,077.37 in aggregate). There is sufficient net proceeds and the tenant would pay the utilities in the Unit. The net proceeds for Debtor would be higher with the rental income of Altamont Place by an additional amount, if rent was $2,600 per month. The Debtor member, Sampson Sarpong, is working toward applying for reinstatement of his license, which would allow him to open a medical facility and generate additional funds, however, this is not for certain and is still in process of his application. A full-text copy of the Amended Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=eMva4G from PacerMonitor.com at no charge. About Center for Allergic Diseases Center for Allergic Diseases, LLC, operated medical facilities in each of the properties located at 12150 Annapolis Road, Bowie, Maryland and 4255 Altamont Place, Unit 202, White Plains, Maryland. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-17168) on October 4, 2023. Judge Maria Ellena Chavez-Ruark presides over the case. Diana L. Klein, at Klein & Associates, LLC, is the Debtor's legal counsel. COCHRAN PLUMBING: Hires Levis Law Firm as Bankruptcy Counsel ------------------------------------------------------------ Cochran Plumbing Company, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Georgia to hire Levis Law Firm, LLC as its counsel. The firm will render these services: (a) advise the Debtor with respect to its powers and duties; (b) prepare legal papers; (c) prepare pleadings and applications and conduct examinations incidental to the estate's administration; (d) take any and all necessary action to the proper preservation and administration of the estate; (e) assist the Debtor with the preparation and filing of a statement of affairs and schedules as appropriate; and (f) perform all other legal services for the Debtor. The firm received a retainer of $15,000. The hourly rates of the firm's counsel and staff are as follows: Attorneys $350 Paralegals $90 The firm received a retainer in the amount of $5,000. Jon Levis, Esq., a member at Levis Law Firm, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jon A. Levis, Esq. LEVIS LAW FIRM, LLC Post Office Box 129 Swainsboro, GA 30401 Telephone: (478) 237-7029 Email: levis@merrillstone.com About Cochran Plumbing Company, LLC Cochran Plumbing Company is a provider of plumbing services based in Guyton, Georgia. Cochran Plumbing Company, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No. 24-40568) on July 5, 2024, listing $646,438 in assets and $1,602,174 in liabilities. The petition was signed by Christopher J. Cochran as managing member. Judge Edward J. Coleman III presides over the case. Jon Levis, Esq. at LEVIS LAW FIRM, LLC represents the Debtor as counsel. CRYPTO CO: Jared Strasser Reports 7.87% Equity Stake ---------------------------------------------------- Jared Strasser disclosed in a Schedule 13D Report filed with the U.S. Securities and Exchange Commission that as of June 28, 2024, he beneficially owned 155,968,572 shares of common stock, consisting of: (i) 57,143 shares of Common Stock owned by Big Ideas Consulting, LLC, a Delaware limited liability company, which is wholly owned by the Mr. Strasser, and (ii) 155,911,429 shares of Common Stock directly owned by Mr. Strasser, representing 7.87% of the 1,981,881,172 shares of Crypto Co.'s common stock outstanding on June 28, 2024. A full-text copy of Mr. Strasser's SEC Report is available at: https://tinyurl.com/2m7vemzf About Crypto Company Malibu, Calif.-based The Crypto Company -- https://www.thecryptocompany.com -- is engaged in the business of providing consulting services and education for blockchain technology and for the building of technological infrastructure and enterprise blockchain technology solutions. During 2023 the Company generated revenues and incurred expenses solely through these consulting operations. In February 2022 the Company acquired bitcoin mining equipment and entered into an arrangement with a third party to host and operate the equipment. However, by the end of 2022 the Company had exited that Bitcoin mining business. Crypto Company reported a net loss of $4.92 million for the year ended Dec. 31, 2023, compared to a net loss of $5.66 million for the year ended Dec. 31, 2022. As of March 31, 2024, the Company had $1.30 million in total assets, $5.52 million in total liabilities, and a total stockholders' deficit of $4.22 million. Lakewood, Colorado-based BF Borgers CPA PC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern. On May 8, 2024, the Audit Committee of the Board of Directors of the Company approved the dismissal of BF Borgers CPA PC as the Company's independent registered public accounting firm after the firm and its owner, Benjamin F. Borgers, were charged by the Securities and Exchange Commission with deliberate and systemic failures to comply with Public Company Accounting Oversight Board (PCAOB) standards in its audits and reviews incorporated in more than 1,500 SEC filings from January 2021 through June 2023; falsely representing to their clients that the firm's work would comply with PCAOB standards; fabricating audit documentation to make it appear that the firm's work did comply with PCAOB standards; and falsely stating in audit reports included in more than 500 public company SEC filings that the firm's audits complied with PCAOB standards. Borgers agreed to pay a $14 million civil penalty and agreed to permanent suspensions from appearing and practicing before the Commission as accountants, effective immediately. On May 8, 2024, the Company engaged Bush & Associates CPA LLC as BF Borgers' replacement. The decision to change independent registered public accounting firms was made with the recommendation and approval of the Audit Committee of the Company. CUDDY MOUNTAIN: Taps Dan Leavitt of Idaho Tax as Accountant ----------------------------------------------------------- Cuddy Mountain Custom and Specialty Meats LLC, seeks approval from the U.S. Bankruptcy Court for the District of Idaho to employ Dan Leavitt, owner of Idaho Tax and Consulting Services Inc., as its accountant. The firm will render these services: a. assist the client with creating financial statements for bankruptcy court proceedings; b. assist in the preparation of financial statements and disclosures needed to comply with the court’s requirements; c. assist with preparation of present and prior tax returns; d. prepare ongoing monthly operating reports; e. perform audit of debtor accounting and bookkeeping records from inception of business to the time of bankruptcy filing; f. provide other required professional services; and g. prepare ongoing communication with debtors, council and trustees. The firm will charge $125 per hour for its services. The firm received a $500 retainer. Mr. Leavitt assured the court that he does not represent or hold any interest adverse to the debtors in possession or the estate, according to court filings. The firm can be reached through: Dan Leavitt, CPA Idaho Tax and Consulting Services Inc. 2484 N Stokesberry Pl Ste 150 Meridian, ID 83646 Phone: (208) 871-8457 About Cuddy Mountain Custom and Specialty Meats LLC Cuddy Mountain Custom and Specialty Meat, filed a Chapter 11 bankruptcy petition (Bankr. D. Idaho Case No. 24-00166) on April 1, 2024, disclosing under $1 million in both assets and liabilities. The Debtor is represented by WILLIAMS LAW GROUP PLLC. CV SCIENCES: Sells $1.19M Note to Streeterville Capital ------------------------------------------------------- CV Sciences, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company entered into a Note Purchase Agreement with Streeterville Capital, LLC, a Utah limited liability company, pursuant to which the Company issued and sold to Streeterville a Secured Promissory Note in the original principal amount of $1,188,500. The Note carries an original issuance discount of $283,500 and the Company agreed to pay $5,000 to Streeterville to cover legal fees, each of which were deducted from the proceeds of the Note received by the Company which resulted in a purchase price received by the Company of $900,000. The unpaid amount of the Note, any interest, fees, charges and late fees accrued shall be due and payable in 12 months from July 3, 2024. The Company is required to make weekly repayments to Streeterville of $22,855.77. The Company can pay all or any portion of the outstanding balance earlier than it is due without penalty. In the event the Company repays the Note in full on or before December 31, 2024, the Company will receive a $75,000 discount from the outstanding balance. The Note is secured by all of the Company's assets pursuant to a Security Agreement entered into with Streeterville on July 3, 2024. No interest will accrue on the Note unless and until an occurrence of an Event of Default. The Note provides for customary events of default, including, among other things, the event of nonpayment of principal, interest, fees or other amounts, a representation or warranty proving to have been incorrect when made, failure to perform or observe covenants within a specified cure period, a cross-default to certain other indebtedness and material agreements of the Company, and the occurrence of a bankruptcy, insolvency or similar event affecting the Company. Upon the occurrence of an Event of Default that is deemed a "Major Trigger Event" as defined in the Note, Streeterville may increase the outstanding balance of the Note by 20%, and upon the occurrence of an Event of Default that is deemed a "Minor Trigger Event" as defined in the Note, Streeterville may increase the outstanding balance of the Note by 5%. Upon the occurrence of an Event of Default, Streeterville may declare all amounts owed under the Note immediately due and payable. In addition, upon the occurrence of an Event of Default, upon the election of Streeterville, interest shall begin accruing on the outstanding balance of the Note from the date of the Event of Default equal to the lesser of 22% per annum and the maximum rate allowable under law. About CV Sciences Inc. San Diego, Calif.-based CV Sciences, Inc. is a consumer wellness company specializing in hemp extracts and other proven, science-backed, natural ingredients and products, which are sold through a range of sales channels from business-to-business to business-to-consumer. For the year ended December 31, 2023, the Company reported a net income of $3.1 million, compared to a net loss of $8.2 million for the same period in 2022. As of March 31, 2024, the Company had $8.5 million in total assets, $6.1 million in total liabilities, and $2.4 million in total stockholders' equity. Irvine, Calif.-based Haskell & White LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has experienced recurring operating losses, negative cash flows from operations, and has limited liquid resources. These matters raise substantial doubt about the Company's ability to continue as a going concern. DELCATH SYSTEMS: Regains Compliance With Nasdaq Listing Rule ------------------------------------------------------------ Delcath Systems, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on July 8, 2024, the Company received a letter from The Nasdaq Stock Market LLC informing that the Company had regained compliance with the audit committee composition requirements as set forth in Nasdaq Listing Rule 5605 for continued listing on The Nasdaq Capital Market. As previously disclosed, on May 29, 2024, the Company was notified by Nasdaq that it was not in compliance with Nasdaq Listing Rule 5605 because its Audit Committee was not comprised of at least three "independent directors". The Company was given until the Company's next annual meeting of stockholders or May 23, 2025 to regain compliance. To regain compliance, the Company was required to identify and select a member of the board of directors of the Company who qualifies as "independent" and would meet the audit committee criteria set forth in Nasdaq Listing Rule 5605. This requirement was met on July 2, 2024, when the Board appointed Dr. Bridget Martell as a member of the Audit Committee of the Board. About Delcath Systems Headquartered in New York, NY, Delcath Systems, Inc. -- http://www.delcath.com-- is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. The company's proprietary products, HEPZATO KIT (Hepzato (melphalan) for Injection/Hepatic Delivery System) and CHEMOSAT Hepatic Delivery System for Melphalan percutaneous hepatic perfusion (PHP) are designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects during a PHP procedure. As of March 31, 2024, the Company had $36.1 million in total assets, $21.5 million in total liabilities, and a total stockholders' equity of $14.6 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 26, 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. DERMTECH INC: Asks Court to Approve Bid Rules --------------------------------------------- DermTech, Inc. and DermTech Operations, Inc. asked the U.S. Bankruptcy Court for the District of Delaware to approve the bid procedures for the sale of substantially all of their assets. Under the proposed bid procedures, the deadline for interested buyers to place their bids on the assets is on Aug. 7 at 5:00 p.m. (prevailing Eastern Time). Each bid must be accompanied by a deposit in the amount of 10% of the cash consideration of the bid. An auction will be conducted on Aug. 9, starting at 10:00 a.m. (prevailing Eastern Time) if the companies receive offers by the bid deadline. The companies may designate a stalking horse bidder prior to the auction. At the auction, participants will be permitted to increase their bids. Bidding will start at the applicable opening bid and will continue in one or more rounds of bidding so long as during each round, at least one subsequent bid is submitted. The companies will announce the winning bidder as soon as practicable after conclusion of the auction. The winning bidder must consummate the sale on or prior to Aug. 29. A court hearing to approve the sale to the winning bidder is scheduled for Aug. 14. "The [companies] determined that a sale process under Chapter 11 of the Bankruptcy Code is the best path forward to ensure that the [companies] have sufficient liquidity to consummate a sale transaction and maximize value for the [companies'] estates and their stakeholders," Shane Reil, Esq., the companies' attorney, said. About DermTech San Diego, Calif.-based DermTech, Inc. is a molecular diagnostic company developing and marketing novel non-invasive genomics tests to aid in the diagnosis and management of melanoma. DermTech, Inc. and DermTech Operations filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-11378) on June 18, 2024. At the time of the filing, both Debtors reported $50 million to $100 million in both assets and liabilities. Judge John T. Dorsey oversees the cases. The Debtors tapped Wilson Sonsini Goodrich & Rosati, P.C. as bankruptcy counsel; AlixPartners, LLC as financial advisor; and TD Cowen as investment banker. Stretto, Inc. serves as the Debtors' claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. ENVISION ORTHOPEDICS: Voluntary Chapter 11 Case Summary ------------------------------------------------------- Debtor: Envision Orthopedics and Spine, LLC Orthopaedic & Spine Surgery of Atlanta, LLC Spine Center Atlanta 312 Covered Bridge Ln Cherrylog GA 30522 Business Description: The Debtor is a full-service spine and orthopedic care treatment center serving the Southeast. Chapter 11 Petition Date: July 14, 2024 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 24-20846 Debtor's Counsel: William Rountree, Esq. ROUNTREE, LEITMAN, KLEIN & GEER, LLC 2987 Clairmont Road Suite 350 Atlanta, GA 30329 Tel: 404-584-1238 Email: wrountree@rlkglaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by James L Chappuis MD as CEO. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Z4RL5WA/Envision_Orthopedics_and_Spine__ganbke-24-20846__0001.0.pdf?mcid=tGE4TAMA EYE CARE: A.J. Roseberry Steps Down as Committee Member ------------------------------------------------------- The U.S. Trustee for Region 6 disclosed in a court filing that A.J. Roseberry, Associate General Counsel of Waystar Technologies, Inc., resigned from the official committee of unsecured creditors in the Chapter 11 cases of Eye Care Leaders Portfolio Holdings, LLC and its affiliates: The remaining members of the committee are: 1. Kimberly Farley Patients Class Action Representative c/o Jean Martin Morgan & Morgan Complex Litigation Group 201 N. Franklin St. 7th Floor Tampa, FL 33602 813-559-4908 jeanmartin@forthepeople.com 2. Dr. Hemang Pandya Physicians Class Action Representative Dallas Retina Center, PLLC 6000 West Spring Creek Parkway, Suite 215 Plano, TX 75024 469-430-8375 drpandya@dallasretina.com 3. Edward Willmott Bermuda Joint Provisional Liquidator for PB Life and Annuity Co, Ltd.; Northstar Financial Services (Bermuda) Ltd.; Omnia, Ltd.; PB Investment Holdings Ltd. Deloitte Financial Advisory Ltd. Bermuda Corner House 20 Parliament Street Hamilton HM 12, Bermuda edward.willmott@deloitte.com 4. JoAnn H. Gehring Chief Financial Officer Mednetworx, LLC 12700 Park Central Dr. #1050 Dallas, TX 75251 469-854-8456 joann.gehring@mednetworx.com 5. Jun (Jim) Huang, MD, PhD Quality Eye Associates, LLC 6 Samara Circle Northfield, NJ 08225 609-287-7333 huangjc@comcast.net 6. Jose C. Benitez Ulmer, President Universal Life Insurance Company Metro Office Park Lot 10, 3rd Floor. P.O. Box 2145 San Juan, PR 00922-2145 787-793-7202 jobenitez@universalpr.com About Eye Care Leaders Portfolio Eye Care Leaders Portfolio Holdings, LLC provides a suite of software specifically geared towards ophthalmology and optometry practices, practice management, surgical, revenue cycle management (RCM), MIPS reporting and more. Based in Durham, N.C., Eye Care Leaders is a one-stop shop for eye care specialists and their patients. Eye Care Leaders and more than 30 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Texas Lead Case No. 24-80001) on Jan. 16, 2024. At the time of the filing, Eye Care Leaders disclosed $100 million to $500 million in assets against $500 million to $1 billion in debt. Judge Michelle V. Larson presides over the cases. Gray Reed and B. Riley Financial Inc. are the Debtors' bankruptcy counsel and financial advisor, respectively. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Kilpatrick Townsend & Stockton, LLP and Genesis Credit Partners, LLC serve as the committee's bankruptcy counsel and financial advisor, respectively. EYE CARE: Unsecureds to Recover Up to 98% of Claims in Plan ----------------------------------------------------------- Eye Care Leaders Portfolio Holdings, LLC and its affiliates filed with the U.S. Bankruptcy Court for the Northern District of Texas a Disclosure Statement regarding Joint Chapter 11 Plan dated July 1, 2024. The Debtors provide pioneering software specifically geared toward ophthalmology and optometry practices. With over 5,700 physician and 2,300 practice clients representing an aggregate of over 25 million annual individual patients, the Debtors are one of the leading technology solutions providers for eye care practices. The Debtors were originally formed by a private equity firm that acquired several leading ophthalmology and optometry electronic medical record and practice management and related services businesses. The company's ultimate owner is an independent trust. Eye Care Leaders Portfolio Holdings, LLC ("HoldCo") is wholly owned by the ECL Trust, which is a nonDebtor. On February 23, 2024, the Bankruptcy Court entered its Order (A) Approving Bidding Procedures and Certain Bid Protections, (B) Scheduling A Bid Deadline, Auction Date, and Sale Hearing and Approving Form and Manner of Notice Thereof; and (C) Approving Cure Procedures and the Form and Manner of Notice Thereof (the "Bidding Procedures Order") authorizing the Debtors to sell substantially all of their assets via auction. The Debtors conducted an auction on May 2, 2024. Colorado Bankers Life Insurance Company submitted a credit bid for the total amount of the DIP Facility under the final DIP Order and was declared the Successful Bidder for the Debtors' assets, pursuant to the terms more fully described in the asset purchase agreement by and between the Debtors and Colorado Bankers Life Insurance Company. The stalking horse bidder, Create Capital Special Situations Fund, LLC was designated the back-up bidder. Pursuant to the Bidding Procedures Order, Create Capital Special Situations Fund, LLC, as the stalking horse bidder, is entitled to a 3% break-up fee and to reasonable expense reimbursements (the "Break-Up Fee and Expense Reimbursement"). The Court approved the Sale to Colorado Bankers Life Insurance Company and entered the Order (A) Approving the Sale of Substantially All of the Debtors' Assets Free and Clear of Liens and Liabilities, (B) Authorizing the Debtors to Assume and Assign Executory Contracts and Unexpired Leases in Connection with the Sale, and (C) Granting Related Relief on May 24, 2024. The Sale is scheduled to close on July 1, 2024. The total purchase price under the Sale and pursuant to the APA with Colorado Bankers Life Insurance Company is approximately $14,957,000. The approximate payoff to Colorado Bankers Life Insurance Company as the DIP Lender for the total outstanding amount owed on the DIP Facility, which is the credit bid portion of the Sale, is $6,053,000. The total Exit Fee to Create Capital, LLC is approximately $200,000, and the total Break-Up Fee and Expense Reimbursement is $580,000. Additionally, the investment banker fee is approximately $250,000. After subtracting these fees and expenses from the total purchase price, the total Sale proceeds are approximately $7,874,000. Class 4 consists of General Unsecured Claims. Except to the extent that a holder of an Allowed General Unsecured Claim against a Debtor agrees to a different treatment, each holder of an Allowed General Unsecured Claim shall receive a Creditor Trust Interest and thereafter receive Cash distributions from the Creditor Trust. Distributions to holders of Allowed General Unsecured Claims who receive an interest in the Creditor Trust shall be on a Pro Rata basis with all other Allowed General Unsecured Claims, as set forth in the Creditor Trust Agreement. Class 4 Claim holders are impaired under the Plan. The allowed unsecured claims total $6,610,000 to $113,617,000. This Class will receive a distribution of 0% to 98% of their allowed claims. On the Effective Date, all Equity Interests in each Debtor shall be cancelled, extinguished, and of no further force or effect. Holders of Equity Interests shall neither retain nor receive any property under the Plan on account of such Equity Interests. Holders of Equity Interests are conclusively deemed to have rejected the Plan, will not be receiving ballots, and are not entitled to vote. The Plan provides for potential recoveries on account of Allowed Claims in Classes 1, 2, 3, and 4 regardless of the Debtor entity against which such Allowed Claims are asserted. The Debtors shall not be consolidated for any other purpose. To the extent necessary, the Plan shall serve as a motion seeking, and entry of the Confirmation Order shall constitute, the approval, pursuant to section 105(a) of the Bankruptcy Code and Bankruptcy Rule 9019, effective as of the Effective Date, of the limited consolidation for voting and distribution on account of Allowed Claims in Classes 1, 2, 3, and 4. The Creditor Trust shall be established for the benefit of the holders of Allowed General Unsecured Claims. The Creditor Trustee shall be selected by the Committee with the approval of the Debtors, with such approval not to be unreasonably withheld, subject only to Bankruptcy Court approval at the Confirmation Hearing. The Creditor Trustee shall be a representative of the estates pursuant to section 1123(a)(5)(B) and 1123(b)(3)(B) of the Bankruptcy Code. Except as otherwise provided herein or in the Confirmation Order, all Cash required for the payments to be made under this Plan shall come from the Creditor Trust Assets. A full-text copy of the Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=ZuMCjv Stretto, claims agent. Counsel to the Debtors: Jason S. Brookner, Esq. Amber M. Carson, Esq. Emily F. Shanks, Esq. GRAY REED 1601 Elm Street, Suite 4600 Dallas, TX 75201 Tel: (214) 954-4135 Fax: (214) 953-1332 Email: jbrookner@grayreed.com acarson@grayreed.com eshanks@grayreed.com About Eye Care Leaders Portfolio Holdings Eye Care Leaders Portfolio Holdings, LLC, provides a suite of software specifically geared towards ophthalmology and optometry practices, practice management, surgical, revenue cycle management (RCM), MIPS reporting and more. Eye Care Leaders is a one-stop shop for eye care specialists and their patients. Eye Care Leaders and more than 30 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Tex. Lead Case No. 24-80001) on Jan. 16, 2024. In the petition filed by CEO/portfolio Sophie Turrell, Eye Care disclosed $100 million to $500 million in assets against $500 million to $1 billion in debt. The Hon. Michelle V. Larson presides over the cases. Gray Reed is the Debtors' bankruptcy counsel. B. Riley Financial Inc. is the Debtors' financial advisor. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Eye Care Leaders Portfolio Holdings, LLC and its affiliates. The committee hires Kilpatrick Townsend & Stockton LLP as counsel and Force Ten Partners, LLC as financial advisor. FINGERMOTION INC: Launches Nationwide Emergency Response Solutions ------------------------------------------------------------------ FingerMotion, Inc. announced on July 9, 2024, that its contractually controlled subsidiary, Shanghai JuiGe Information Technology Co., Ltd. has ventured into the development of crisis and emergency response solutions specifically for collaboration with dispatchers, first-responders and healthcare agencies in the event of emergency situations in China. JiuGe Technology has received its first order for its Advanced Mobile Integrated Command and Communication Platform, to be installed in all vehicles and apparatuses involved in the country's civil emergency crisis program. The C2 Platform is designed to efficiently unify various disaster communication systems, such as emergency vehicles, satellites, mobile cell towers and unmanned aerial vehicles. The platform integrates voice, video, and data into a unified interface, streamlining workflows and offering comprehensive insights for enhanced decision-making with better focus, accuracy and speed. The C2 Platform is expected to be initially installed into the Mobile Command and Communication Vehicle, a technological collaboration with SAIC Motor Corp., Ltd. These Vehicles are equipped with integrated audio and video conference systems, providing seamless communications with satellite systems, video systems (including live video streaming from drones), and other radio communication networks, ensuring accurate data is transmitted in real-time between incident sites and emergency response centres. This will provide the federal, provincial and local emergency response centres with enhanced real-time visibility to access, assess and analyse the situation at remote sites, allowing for quick decision-making and effective resource management. Driven by the PRC's nationwide initiative to improve response capabilities for crisis and emergency situations, demand for both the C2 Platform and the Vehicles have dramatically increased. The first contract with Zhejiang province is for two Vehicles, and JiuGe Technology has already been engaged by local authorities in Zhejiang and other provinces to install the C2 Platform in more Vehicles to be purchased for additional areas. This marks a significant milestone in FingerMotion's commitment to expanding the Company's suite of technology products and services in and outside of China. "We are thrilled to introduce these innovative solutions tailored specifically for emergency response scenarios as part of our efforts to support the nationwide initiative to enhance disaster response capabilities," said Martin Shen, CEO of FingerMotion. "At FingerMotion, we are driven by a mission to harness our technology in ways that make a tangible difference in people's lives. These innovations will not only improve the effectiveness of emergency responders but also enhance public safety and well-being. We are honoured to have been selected for this critical project." "We are committed to the ongoing research and development efforts aimed at providing solutions to meet the evolving needs of crisis and emergency operations," said Mr. Shen. "This first contract is a testament to our team's expertise and the trust that industry leaders place in our technological capabilities. We expect a steady demand for our C2 Platform and Vehicles in the coming years as a result of this initiative." About FingerMotion, Inc. FingerMotion is an evolving technology company with a core competency in mobile payment and recharge platform solutions in China. As of February 29, 2024, the Company had $18,814,814 in total assets, $6,753,915 in total liabilities, and total shareholders' equity of $12,060,899. Hong Kong-based Centurion ZD CPA & Co., the Company's auditor since 2017, issued a "going concern" qualification in its report dated May 29, 2024, citing that the Company has suffered recurring losses from operations that raise substantial doubt about its ability to continue as a going concern. FOUNDATION FITNESS: Two New Committee Members Appointed ------------------------------------------------------- The U.S. Trustee for Region 13 appointed POWERbahn, LLC and Nick and Stef Young, LLC as new members of the official committee of unsecured creditors in the Chapter 11 cases of Foundation Fitness, LLC and Stages Cycling, LLC. As of July 12, the members of the committee are: 1. Johnson Health Tech North America, Inc. dba Matrix FitnessS Attention: Christie Draves 1600 Landmark Drive Cottage Grove, WI 53527 Phone: 608-400-6817 Email: christie.draves@johnsonfit.com 2. Digital Concepts Attention: Jack Greenwood P.O. Box 874328 Kansas City, MO 64187 Phone: 314-447-3238 Email: jgreenwood@digitalcpt.com 3. Shimano North America Holding, Inc. Attention: Linda Johnson 1 Holland Irvine, CA 92618 Phone: 949-610-2851 or 949-951-5003 Email: ljohnson@shimano.com 4. Look Cycle International S.A.S. Attention: Sebastien Coue 27 Rue du DR Leveille CS 90013 58208 Nevers CEDEX France Phone: 941-773-8515 Email: scoue@lookcycle.fr 5. Life Time Attention: Kimo Seymour 2902 Corporate Place Chanhassen, MN 55317 Phone: 602-499-0721 Email: kseymour@lt.life 6. POWERbahn, LLC Attention: Scott Radow 5615 Foret Circle Reno, NV 89511 Phone: 305-495-1524 Email: scott@powerbahn.com 7. Nick and Stef Young, LLC dba Spark Yoga Attention: Nicholas Young 977 E. Foothill Blvd, Suite 111 San Luis Obispo, CA 93405 Phone: 805-503-0342 Email: nick@sparkslo.com About Foundation Fitness Founded in 2009, Foundation Fitness, LLC creates custom commercial gyms and fitness centers. It offers 2D and 3D design layout, equipment sales, installation and support. Foundation Fitness and its affiliate Stages Cycling, LLC filed Chapter 11 petitions (Bankr. D. Neb. Lead Case No. 24-80513) on June 22, 2024. At the time of the filing, Foundation Fitness reported $10 million to $50 million in both assets and liabilities while Stages Cycling reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Thomas L. Saladino oversees the cases. Patrick Patino, Esq., at Patino Law Office, LLC is the Debtors' bankruptcy counsel. The U.S. Trustee for Region 13 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. HANOVER HILLS: Case Summary & 18 Unsecured Creditors ---------------------------------------------------- Debtor: Hanover Hills Surgery Center LLC d/b/a Altair Health Surgical Center d/b/a Altair Health 83 Hanover Road Suite 100 Florham Park, NJ 07932 Business Description: The Debtor is a surgical center in Florham Park, New Jersey. Chapter 11 Petition Date: July 12, 2024 Court: United States Bankruptcy Court District of New Jersey Case No.: 24-16995 Judge: Hon. Vincent F Papalia Debtor's Legal Counsel: Joseph J. DiPasquale, Esq. FOX ROTHSCHILD LLP 49 Market Street Morristown, NJ 07960 Tel: 973-548-3330 Fax: 973-992-9125 Email: jdipasquale@foxrothschild.com Total Assets: $3,699,670 Total Liabilities: $30,752,902 The petition was signed by Dr. Ron Benitez, authorized representative of the Debtor. A full-text copy of the petition containing, among other items, a list of the Debtor's 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/6MPYN3I/Hanover_Hills_Surgery_Center_LLC__njbke-24-16995__0001.0.pdf?mcid=tGE4TAMA HENAO CONTEMPORARY: Unsecureds to Split $16K over 3 Years --------------------------------------------------------- Henao Contemporary Center, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated June 27, 2024. The Debtor is a Florida profit company organized by Articles of Organization filed with the Florida Secretary of State on June 25, 2015, with an effective date of July 1, 2015. The Debtor operates a multifaceted music venue known for hosting a diverse array of events, including live music performances, art exhibitions, and culinary festivals. The Debtor's principal place of business is located at 5601 Edgewater Drive, Orlando, FL 32810, which is a commercial space leased from Amercol Triple J Inc. ("Landlord"). The Debtor's projected disposable income is $15,670. Class 3 consists of the Allowed Unsecured Claims against the Debtor. This Class is Impaired. * Consensual Plan Treatment: Accordingly, the Debtor proposes to pay unsecured creditors a pro rata portion of $16,000.00. The Reorganized Debtor shall pay said amount in equal quarterly payments of $1,333.33 and shall be disbursed pro rata to the holders of Allowed General Unsecured Claims. Payments shall commence on the fifteenth day of the month, on the first month that begins more than fourteen days after the Effective Date and shall continue quarterly for eleven additional quarters. Pursuant to Section 1191 of the Bankruptcy Code, the value to be distributed to unsecured creditors is greater than the Debtor's projected disposable income to be received in the 3-year period beginning on the date that the first payment is due under the plan. * Nonconsensual Plan Treatment: The Debtor proposes to pay unsecured creditors a pro rata portion of its projected Disposable Income, $15,670. If the Debtor remains in possession, plan payments shall include the Subchapter V Trustee's administrative fee which will be billed hourly at the Subchapter V Trustee's then current allowable blended rate. Plan Payments shall commence on July 1, 2025, and shall continue yearly for two additional years. The initial annual payment is $5,500.00. Holders of class 3 claims shall be paid directly by the Debtor. Class 4 consists of any and all equity interests and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 4 interests shall retain their full equity interest in the same amounts, percentages, manner and structure as existed on the Petition Date. The Plan contemplates that the Reorganized Debtor will continue to operate the Debtor's business. Except as explicitly set forth in this Plan, all cash in excess of operating expenses generated from operation until the Effective Date will be used for Plan Payments or Plan implementation, cash on hand as of Confirmation shall be available for Administrative Expenses. A full-text copy of the Plan of Reorganization dated June 27, 2024 is available at https://urlcurt.com/u?l=xpt4Ck from PacerMonitor.com at no charge. Counsel for the Debtor: Jeffrey S. Ainsworth, Esq. BransonLaw, PLLC 1501 East Concord Street Orlando, Florida 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 E-mail: jeff@bransonlaw.com About Henao Contemporary Center Henao Contemporary Center, LLC, operates a multifaceted music venue known for hosting a diverse array of events. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03013) on June 14, 2024, with up to $50,000 in assets and up to $100,000 in liabilities. Judge Tiffany P. Geyer presides over the case. Jeffrey Ainsworth, Esq., at Bransonlaw PLLC, represents the Debtor as legal counsel. HIGHLINE 118: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Highline 118 LLC 737 Park Avenue, Suite 15E Attn: Brandon Miller New York NY 10021 Business Description: Highline 118 LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 11,2 024 Court: United States Bankruptcy Court Southern District of New York Case No.: 24-11218 Debtor's Counsel: Douglas Pick, Esq. PICK & ZABICKI LLP 369 Lexington Avenue 12th Floor New York City, NY 10017 Tel: (212) 695-6000 Email: dpick@piclaw.net Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Douglas Teitelbaum, manager of DIA Family Holdings LLC. Pursuant to that certain Pledge and Security Agreement dated Dec. 11, 2023, during any period in which an Event of Default has occured and is continuing, DIA Family may exercise all powers of ownership pertaining to the limited liability company interests in Highline 118. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/25G6TPQ/Highline_118_LLC__nysbke-24-11218__0001.0.pdf?mcid=tGE4TAMA HOW TO BUILD: Case Summary & 12 Unsecured Creditors --------------------------------------------------- Debtor: How to Build a Tent, LLC d/b/a A-Rite Glass 11931 Metro Parkway Suite 4 Fort Myers, FL 33966 Business Description: The Debtor specializes in residential glass solutions, offering a wide range of services including showers, mirrors, table tops, sliding doors, windows, glass bath tubs, Digitally Infused Glass, shelves, and frameless glass dry erase boards. Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court Middle District of Nevada Case No.: 24-01003 Judge: Hon. Caryl E Delano Debtor's Counsel: David Lampley, Esq. F&L LAW GROUP, P.A. 5237 Summerlin Commons Blvd. Suite 229 Fort Myers, FL 33907 Tel: 239-323-0960 E-mail: DLampley@FLLawGroup.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Matthew Williams, president. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BNR4DIQ/How_to_Build_a_Tent_LLC__flmbke-24-01003__0001.0.pdf?mcid=tGE4TAMA HUDSON 888: Updates Senior Secured Claims Pay; Files Amended Plan ----------------------------------------------------------------- Hudson 888 Owner LLC ("Fee Owner") and Hudson 888 Holdco LLC ("Holdco") submitted a Second Amended Disclosure Statement for Second Amended Chapter 11 Plan of Reorganization dated July 1, 2024. The Plan provides for recoveries to Allowed Claim holders in the form of Cash in accordance with the priorities set forth in the Bankruptcy Code and provides the basis for the expeditious conclusion of the Chapter 11 Cases. The Debtors are optimistic that the negative financial impacts of the Covid pandemic and high interest rates are beginning to subside. Indeed, the inventory of residential condominium units in the market occupied by the Project is limited, and interest in the remaining unsold residential units in the Project is brisk even during these Chapter 11 Cases. Class 1 consists of Senior Secured Claim. From and after the Effective Date, the holder of the Allowed Senior Secured Claim shall be paid monthly on each Payment Date (as defined in the Mortgage Loan Agreement) from the Sellout Proceeds, the Lease Proceeds, and, to the extent necessary, the Balloon Payment over the term of the Secured Creditor Repayment Period, in accordance with the Waterfall. Any interest on the Allowed Senior Secured Claim will accrue at the non-default rate provided for in the Mortgage Loan Agreement during the term of the Secured Creditor Repayment Period. If the Claim is subject to dispute and a timely-filed objection filed with the Bankruptcy Court, then the holder shall receive payments towards the undisputed portion of the Claim as and when due and applied in accordance with the Waterfall from and after the Effective Date and shall receive payments towards the amount of any disputed portion of the claim that becomes an Allowed Claim, with interest at the non-default rate provided in the Mortgage Loan Agreement, as and when due and applied in accordance with the Waterfall. No dispute regarding any portion of the Claim shall give rise to any late payment charges or interest accruing at the Default Rate (as defined in the Mortgage Loan Agreement) nor constitute a default under this Plan or an Event of Default. In addition, the Allowed Senior Secured Claim will be paid down by $10 million from the Affiliate Capital Contribution within 10 Business Days following the Confirmation Date. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim shall receive (i) Cash equal to 50% of the Allowed amount of such Claim on the later of (a) the Closing Date and (b) the date that is the first Business Day after the date that is 30 calendar days after the date such Claim becomes an Allowed Claim and (ii) Cash equal to the remaining 50% of the Allowed amount of such Claim on or before the later of (y) the last Business Day of the fifth full calendar month following the Closing Date and (z) the first Business Day after the date that is 30 calendar days after the date such Claim becomes an Allowed Claim. As of July 1, 2024, 56 of the Project's Residential Units remain unsold. Fee Owner intends to sell out the remainder of these Residential Units within 24 months after the Effective Date (the "Secured Creditor Repayment Period"), with each sale meeting the sales price criteria set forth in paragraph 6 of the Order Establishing Procedures for Sales of Residential Condominium Units Pursuant to Section 363 of the Bankruptcy Code dated March 27, 2024 (the "Sales Procedures Order"), and with net sales proceeds (the "Sellout Proceeds") and rental revenues from the Retail Units (the "Lease Proceeds") used to make monthly payments on the Allowed Senior Secured Claim, the Allowed Mezzanine Secured Claim and, if any, the Allowed Mezzanine Deficiency Claim as provided in the Waterfall. Provided, however, that notwithstanding any provision of the Sales Procedures Order or the Loan Documents, Fee Owner may sell Residential Units in bulk sales, as long as those bulk sales reflect an aggregate gross and net purchase price that otherwise meets the sales price criteria for individual unit sales in paragraph 6 of the Sales Procedures Order; provided further, however, that any bulk sale of Residential Units exceeding a total of five units may only be effectuated pursuant to a Payoff Plan. During the duration of the Secured Creditor Repayment Period, interest on the Allowed Senior Secured Claim, the Allowed Mezzanine Secured Claim, and the Allowed Mezzanine Deficiency Claim, will accrue at the non-default contract rate provided in the applicable loan documents. On or about June 28, 2024, the sale of certain Malaysian assets held by Awan Plasma SDN PHD, an affiliate of the Debtors' parent entity Xinyuan Real Estate Co., Ltd., to buyer Cottage Palms SDN PHD pursuant to the purchase and sale agreement entered into on December 15, 2023 (the "Malaysia Sale") closed. Net proceeds generated at closing were approximately $13 million. As part of the Affiliate Capital Contribution made on behalf of the Debtors' holders of Class 5 Interests, within 10 Business Days after the Confirmation Date those funds will be used to (a) make a $10 million paydown of the Allowed Senior Secured Claim (the "Confirmation Paydown") and (b) fund an "evergreen" cash flow reserve (the "Cash Flow Reserve") in the amount of $3 million. The Cash Flow Reserve shall be used by the Secured Creditors to fund any shortfall in Cash on hand in the Cash Management Account (i) to pay any Budgeted Monthly Operating Expense Amount payable during the Secured Creditor Repayment Period, (ii) to make any monthly debt service payment when due to holders of Allowed Claims in Classes 1, 2, and 3 in accordance with the Waterfall during the Secured Creditor Repayment Period, or (iii) to fund the Initial GUC Distribution or Final GUC Distribution. If the balance of the Cash Flow Reserve drops below $1 million, Mortgage Debt Holder shall provide notice to the Debtors of such occurrence and the actual balance of the Cash Flow Reserve, and the Debtors shall fully replenish the Cash Flow Reserve within 30 days of such notice. A full-text copy of the Second Amended Disclosure Statement dated July 1, 2024 is available at https://urlcurt.com/u?l=URG8MD from PacerMonitor.com at no charge. Attorneys for the Debtors: Stephen B. Selbst, Esq. Robert D. Gordon, Esq. Nicholas G.O. Veliky, Esq. HERRICK, FEINSTEIN LLP 2 Park Avenue New York, NY 10016 Tel: (212) 592-1400 Fax: (212) 592-1500 About Hudson 888 Owner LLC Hudson 888 Owner LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Sec. 101(51B)). The Debtor sought protection under Chapter 11 U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-10021) on Jan. 7, 2024. In the petition signed by Sheng Zhang, chairman and CEO, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Michael E. Wiles oversees the case. Stephen B. Selbst, Esq., at Herrick Feinstein LLP, is the Debtor's legal counsel. INGENOVIS HEALTH: S&P Lowers ICR to 'B-', Outlook Stable -------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating and issue-level ratings on healthcare staffing company Ingenovis Health Inc. to 'B-' from 'B'. The '3' recovery rating on its revolving credit facility and first-lien term loan is unchanged. The stable outlook reflects S&P's expectation for gradual improvement starting in the second half of 2024 and that the company will be able to maintain sufficient liquidity with the cash on hand and revolver availability. The downgrade reflects operating challenges faced by Ingenovis and weak operating performance pressuring margin. Ingenovis Health is experiencing steeper-than-anticipated decline in demand for travel nurses which is in line with other peers in the industry. During the COVID-19, pandemic greatly exacerbated the shortage of nurses in the US, which led to a strong demand for (temporary) travel nurses and a sharp rise in labor rates. Over the last year, the shortage of nurses eased, enabling hospitals to recruit and retain permanent nurses, sharply reducing the demand and premium pricing on contract labor. S&P said, "Although we anticipated a decline, the utilization of temporary nurses has declined more significantly than expected, with demand currently below pre-pandemic levels. We believe that over the last year hospitals have been prioritizing reducing their utilization of temporary staffing, especially as rates for temporary staff have remained at a premium. We believe hospitals will continue to utilize temporary staffing, albeit likely below pre-pandemic levels, as it provides them flexibility in staffing levels and because the long term supply/demand imbalance. With bill rates for temporary staffing coming down, we believe demand is at a trough in second quarter 2024 and we expect the demand for travel nurses will pick up from current levels, starting in second half of 2024 and beyond. "The decline in bill rates (that hospitals pay for temporary nurses) from the peak in 2022, of about 30%, was also steeper than we anticipated. The bill rates for travel nurses are now 15%-20% above pre-pandemic levels. We believe bill rates are likely to remain stable due to the still tight labor market for nurses. "Ingenovis' S&P Global Ratings-adjusted EBITDA margin declined sharply to 5.2% in 2023 from 12.2% in 2022, well below pre-pandemic levels. We expect margins to remain weak in 2024, but improve in 2025. The bill rates have come down more quickly than clinician pay rates, lowering bill-pay spreads and thus pressuring operating margins for Ingenovis and peers. We believe employees are slow to accept a reduction in compensation and that the pay transparency rule enacted in 2023 may have contributed to a more gradual decline in pay rates. That said, we expect pay rates will continue to decline, albeit not to pre-pandemic levels, modestly improving bill-pay spreads and EBITDA margins from current levels." The company has executed various cost-reduction initiatives, resulting in $40 million of annual cost savings. It also engaged with Bain & Company Consulting in the fourth quarter of 2023 to optimize its cost structure and enact additional savings of $41 million. S&P believes adjusted EBITDA margins will improve by at least 150 basis points (bps) in 2025, benefitting from these cost-saving measures. S&P also expects the company to benefit from an uptick in demand, which is supported by improving order volumes for the second half of 2024. Ingenovis' diversification of services provided only limited protection from these pressures. Its locums segment, for instance, has a high concentration of hospitalists, where demand is not great, thus its performance in this segment was relatively weak compared with other companies offering locums that are benefiting from strong demand for high-margin specialty physicians. S&P said, "We expect adjusted leverage to remain high over the next few years while free cash flow will remain modestly positive. Given pressures on EBITDA margin, we expect adjusted leverage will remain significantly high in 2024, improving in 2025 as cost-saving actions, improving bill-pay spread, and improving volumes support improvement in EBITDA margins. Although we expect declining revenue in 2024 and 2025 to weigh on operating cash flow, we expect this to be offset by lower working capital needs. We expect free operating cash flow (FOCF) will remain modestly positive and estimate the ratio of FOCF to debt to be about 1%-2% in 2024 and 2025. "We expect Ingenovis to have sufficient liquidity with no near-term maturities. As of March 31, 2024, the company has about $68 million of cash and an undrawn revolver with about $25 million available without being subject to financial covenants, maturing March 2026, which we believe provides sufficient liquidity to weather current pressures and some time to improve its operating performance before its revolver matures. "The stable outlook reflects our expectation that demand for travel nurses will tick up from the current levels in the second half of the year and that margins will remain suppressed in 2024 but improve in 2025, helped by improving volumes, gradual declines in pay to temporary nurses, and cost-saving initiatives. It also incorporates our expectation that the adjusted leverage will improve in 2025, from very high levels in 2024 and that the company will generate FOCF in 2024 and 2025, helped by lower working capital needs as the business normalizes to a lower revenue base. "We could lower our rating on Ingenovis over the next 12 months if volumes or margins showed little or no signs of improving from current levels. This could lead to free cash flow deficits and constrained liquidity and lead us to conclude the capital structure is unsustainable. "We could raise our rating on Ingenovis if its adjusted debt to EBITDA sustainably improved to below 8x and the company generated sufficient FOCF with FOCF to debt greater than 3%. "Governance factors are a moderately negative consideration in our credit rating analysis of Ingenovis Health Inc. Our assessment of highly leveraged for the company's financial risk profile reflects its corporate decision-making, which prioritizes the interests of its controlling owners, which is in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects private-equity owners' generally finite holding periods and focus on maximizing shareholder returns." JAMES L. CHAPPUIS: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: James L. Chappuis, M.D., P.C. 312 Covered Bridge Ln Cherrylog GA 30522 Business Description: The Debtor is an orthopedic spine surgery specialist. General Medical and Surgical Hospitals Chapter 11 Petition Date: July 14, 2024 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 24-20848 Debtor's Counsel: William Rountree, Esq. ROUNTREE, LEITMAN, KLEIN & GEER, LLC 2987 Clairmont Road Suite 350 Atlanta GA 30329 Tel: 404-584-1238 Email: wrountree@rlkglaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $0 to $50,000 The petition was signed by James L. Chappuis as manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/6MTK4QQ/James_L_Chappuis_MD_PC__ganbke-24-20848__0001.0.pdf?mcid=tGE4TAMA JUS DOORS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: JUS Doors, Inc. 501 Prospect Street High Point, NC 27260 Business Description: JUS Doors offers full design, fabrication, installation, service & maintenance of four fold doors, hangar doors, and custom doors across the U.S., Canada, and Mexico. Chapter 11 Petition Date: July 12, 2024 Court: United States Bankruptcy Court Middle District of North Carolina Case No.: 24-10432 Debtor's Counsel: Dirk W. Siegmund, Esq. IVEY, MCCLELLAN, SIEGMUND, BRUMBAUGH & MCDONOUGH, LLP 305 Blandwood Ave Greensboro, NC 27401 Tel: 336-274-4658 Fax: 336-274-4540 Total Assets: $2,394,917 Total Liabilities: $1,822,045 The petition was signed by Michael Peters as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/U5TDDQA/JUS_Doors_Inc__ncmbke-24-10432__0001.0.pdf?mcid=tGE4TAMA KOGA LLC: Case Summary & Three Unsecured Creditors -------------------------------------------------- Debtor: Koga, LLC 17540 Million Dollar Road Covington, LA 70435-7854 Business Description: Koga, LLC a private practice in Covington, Louisiana specializing in neurosurgery. Chapter 11 Petition Date: July 12, 2024 Court: United States Bankruptcy Court Eastern District of Louisiana Case No.: 24-11318 Judge: Hon. Meredith S Grabill Debtor's Counsel: Phillip K. Wallace, Esq. PHILLIP K. WALLACE, PLC 1795 West Causeway Approach, Suite 103 Mandeville, LA 70471 Tel: 985-624-2824 Email: pkwallace@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Sebastian F. Koga, Registered Agent/Managing Member. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XFJUUOI/Koga_LLC__laebke-24-11318__0001.0.pdf?mcid=tGE4TAMA KRAFTEX FLOOR: Unsecureds Will Get 100% of Claims over 45 Months ---------------------------------------------------------------- Kraftex Floor Corporation filed with the U.S. Bankruptcy Court for the Northern District of Illinois a Plan of Reorganization for Small Business dated June 28, 2024. The Debtor is a corporation. The Debtor has been in the business of installing and renovating floors in commercial spaces. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $1,041,276. The final Plan payment is expected to be paid on May 2028. This Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 4 consists of Non-priority unsecured creditors. Class 4 is impaired by this Plan because the Plan contemplates paying this class of creditors over a longer period of time and a lesser amount than under non-bankruptcy law. Class 4 Creditors will be paid 100% of the amounts due at 0% interest which is $95,040.10 This amount will be paid over 45 months which is $2,112.00 per month. Class 5 consists of Equity security holders of the Debtor. The current equity security holder shall retain his equity security position in the reorganized Debtor. Chris Weaver, who is the principal for the Debtor, shall be the disbursing agent for the reorganized Debtor. A full-text copy of the Plan of Reorganization dated June 28, 2024 is available at https://urlcurt.com/u?l=r384i7 from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Ben Schneider, Esq. Schneider & Stone 8424 Skokie Blvd., Suite 200 Skokie, IL 60077 Telephone: (847) 933-0300 Email: ben@windycitylawgroup.com About Kraftex Floor Kraftex Floor Corporation has been in the business of installing and renovating floors in commercial spaces. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-03038) on March 1, 0224, with up to $50,000 in assets and up to $1 million in liabilities. A. Benjamin Goldgar presides over the case. Ben L. Schneider, Esq., at Schneider & Stone represents the Debtor as legal counsel. LCM CORPORATION: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: LCM Corporation 3321 Shenandoah Avenue, NW Roanoke, VA 24034 Business Description: The Debtor offers remediation and other waste management services. Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court Western District of Virginia Case No.: 24-70494 Debtor's Counsel: Andrew S. Goldstein, Esq. MAGEE GOLDSTEIN LASKY & SAYERS, P.C. Post Office Box 404 Roanoke, VA 24003-0404 Tel: (540) 343-9800 Fax: (540) 343-9898 Email: agoldstein@mglspc.com Debtor's Auctioneer: WOLTZ & ASSOCIATES, INC. Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Lawrence C. Musgrove, III as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/77GFV2A/LCM_Corporation__vawbke-24-70494__0001.0.pdf?mcid=tGE4TAMA LIFEBACK LAW: Unsecureds Will Get 100% of Claims over 36 Months --------------------------------------------------------------- LifeBack Law Firm, P.A., filed with the U.S. Bankruptcy Court for the District of Minnesota a Plan of Reorganization under Subchapter V dated June 28, 2024. The Debtor is organized as a Minnesota Professional Association. The Debtor is a law firm who's practice has been serving Minnesota and is dedicated to meeting the Chapter 7 and Chapter 13 bankruptcy needs of its local communities. The global pandemic caused a major disruption in the Debtor's business starting in early spring 2020. The pandemic caused a historic decrease in bankruptcy case filings throughout the country. However, the Debtor's case filings have increased in recent months and continue to increase each month. The Debtor has sought bankruptcy protection and believes it can once again be a viable law firm if this Plan is approved. This chapter 11 plan of reorganization proposes to pay creditors of the Debtor with all of the projected disposable income of the Debtor for a 36-month period. The Plan has a total of (1) secured class, one (1) unsecured class, and one (1) class for equity interests. As required by the Bankruptcy Code, this Plan provides for full payment of Administrative and Priority Claims. The Debtor's projections generates sufficient cash flow to fund the payments due under the Plan and provide payments to unsecured creditors in the total amount of $30,000 per month, pro-rata, over the next 36 months. Class 2 consists of Allowed General Unsecured Claims. As of the date hereof, the Debtor estimates the total pool of allowed general unsecured claims to be approximately $980,000. On the Debtor's schedules, a secured claim for Mr. Scott was listed in the amount of $293,375.15 and an unsecured claim was scheduled in the amount of $278,696.17, for a total claim of $572,071.32. However, Mr. Scott agrees to have an unsecured claim, and waives any arguments as to a secured claim, in the compromised amount of $393,000. Any balance of his claim is subject to discharge. Class 2 also includes a compromised claim of William Kain, Margaret Henehan, and Kain + Henehan in the amount of $300,000.00. Class 2 includes a claim of Hoglund & Mrozik, P.L.L.C in the approximate amount of $242,738. In full satisfaction of such unsecured claims, each Holder of a Class 2 claim shall receive its pro rata share of $30,000.00 per month on the Effective Date, for a term of 36 months or more, until all allowed unsecured claims are paid in full. The percentage payment to each Class 3 creditor is 100% of such a creditor's allowed unsecured claims. Class 2 is impaired and entitled to vote to accept or reject the Plan. Class 3 consists of Equity Interests. Equity interest holders are parties who hold an ownership interest in the Debtor. The members of Class 3 are Wesley Scott (60%), William Kain (30%), and Margaret Henehan (10%). Mr. Scott shall retain his equity interests in the Debtor on the Effective Date. In order to retire Mr. Kain and Ms. Henehan's equity interest in LifeBack Law Firm, P.A. and its affiliate Thirteen-Seventh, LLP, the Debtor will pay a total of $100,000 ($99,9999 allocated to the LifeBack Law Firm, P.A.'s shares, and $1.00 to Thirteen-Seventh, LLP's interest) on the Effective Date for the retirement of these equity interests. Retiring these interests on the Effective Date is being done pursuant to the business judgment rule, and having these interests retired will allow the Debtor to bring on select attorney employees as partners which will provide firm stability going forward and ensure that this Plan is feasible. Additionally, having interest of Thirteen-Seventh, LLP redeemed through this plan untangles the Debtor's principal from his former partners, and this benefits the Debtor from completely severing ties with its former partners. On the Effective Date, all of the Debtor's respective rights, title, and interest in and to all assets shall vest in the reorganized Debtor, and in accordance with section 1141 of the Bankruptcy Code. The Debtor will continue to be managed by Wesley Scott. Mr. Scott will receive a fixed salary of approximately $150,000 (gross) per year. A full-text copy of the Plan of Reorganization dated June 28, 2024 is available at https://urlcurt.com/u?l=68yvZq from PacerMonitor.com at no charge. The Debtor's Counsel: John D. Lamey III, Esq. LAMEY LAW FIRM, P.A. 980 Inwood Ave N Oakdale, MN 55128-7094 Tel: 651-209-3550 Email: jlamey@lameylaw.com About LifeBack Law Firm, P.A. LifeBack Law Firm, P.A. practices within Minnesota providing legal counsel for Chapter 7 & 13 bankruptcy. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-60191) on April 28, 2024. In the petition signed by Wesley W. Scott, president, the Debtor disclosed $1,181,944 in assets and $1,789,537 in liabilities. Judge Michael E. Ridgway oversees the case. John D. Lamey III, Esq., at LAMEY LAW FIRM, P.A., is the Debtor's legal counsel. MACON-BIBB COUNTY: Moody's Affirms Ba2 on 2018A Housing Bonds ------------------------------------------------------------- Moody's Ratings has revised the outlook to stable from negative on Macon-Bibb County Urban Development Authority's (GA) Multifamily Housing Revenue Bonds (Dempsey Apartments Project), Series 2018A and has affirmed the Ba2 rating on approximately $9.29 million of outstanding debt. The outlook revision to stable follows the project's stabilized financial performance. Moody's project continued sound operating performance over the next 12-18 months based on the FY 2023 audited financial statements and the FY2024 budget and actuals figures, coupled with fully funded reserve accounts. The rating affirmation at Ba2 is based on the stabilization of the projects operating performance, as demonstrated by two years of 1.24x debt service coverage and improving occupancy in February and March of 2024. RATINGS RATIONALE The Ba2 rating reflects the projects satisfactory projected financial position under a variety of stress case scenarios and a decline in expenses as maintenance challenges for the project have stabilized. Audited FY2023 debt service coverage calculation of 1.24x is sufficient, however, the project is dependent on approved monies from the repair and replacement fund and the operating reserve fund to meet 1.2x DSCR. Project demand remains stable, despite unit turnover delays which has resulted in 88% average occupancy as of Q4 FY2024. The project has also employed a new third-party management service as of January 2023 for the commercial portion of the project which has resulted in more solid leases and payment collection efforts. RATING OUTLOOK The outlook revision to stable from negative incorporates Moody's expectation that the project will continue to maintain satisfactory operating performance driven by stable demand and expenditures over the outlook period. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Occupancy growth that could positively impact debt service coverage -- Gradual but sustained increase in rental rates that positively impact the project revenues FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Expectation of future taps to the debt service reserve in order to pay debt service -- Additional declines in occupancy that results in continuous declines of debt service coverage -- Sustained increase in expenses LEGAL SECURITY The Bonds will be limited obligations of the Issuer, payable solely from the net revenues of the property and secured by a first lien leasehold mortgage, an assignment of rents and HAP contracts. Legal covenants for the bonds include provisions for the borrower to retain a consultant if debt service coverage falls below 1.20x. PROFILE The issuer, Macon-Bibb County Urban Development Authority, is the sole member of, UDA Dempsey, LLC, a Georgia limited liability company, the owner of the project and obligor of the Bonds. METHODOLOGY The principal methodology used in this rating was Global Housing Projects published in June 2017. MEDICAL SOLUTIONS: S&P Downgrades ICR to 'B-', Outlook Stable ------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Omaha-based Medical Solutions Parent Holdings Inc. to 'B-' from 'B'. S&P also lowered its issue-level rating on the revolver and first-lien term loan to 'B-' from 'B' and on second-lien term loan to 'CCC' from 'CCC+'. The recovery ratings of '3' and '6', respectively, are unchanged. The stable outlook reflects S&P's expectation for gradual improvement in demand starting in the second half of 2024, and its expectation for gradual improvement in margins given declining pay rates and cost-saving initiatives. It also incorporates the company's robust liquidity which will help the company weather current operating challenges. The downgrade reflects weaker operating performance due to an industrywide decline in utilization of temporary nurse staff and declining pay rates. The COVID-19 pandemic greatly exacerbated the shortage of nurses in the U.S., which led to a strong demand for (temporary) travel nurses and a sharp rise in labor rates. Over the past year, the shortage of nurses eased, enabling hospitals to recruit and retain more permanent nurses, sharply reducing the demand and premium pricing on contract labor. Demand, however, has fallen more sharply than expected and is currently below 2019 levels. This decline has been exacerbated by a decline in the bill for contract labor, which appears to have stabilized at 15%-20% above pre-pandemic levels. In addition, while the bill rates have declined significantly from the peak levels clinician pay rates have declined more slowly, given the reluctance of clinicians to accept lower compensation. This is weighing on bill-pay spreads and profit margins. Medical Solutions recent operating performance has been weaker than S&P's expectations, due to the steeper-than-expected decline in demand for travel nurses and allied health professionals, and the related margin pressures. Due to lower bill pay spread and higher-cost burden, the company's EBITDA margin declined significantly from 13.4% in 2022 to 6.3% in 2023 and S&P expects it to decline about 150 basis points (bps) in 2024. To mitigate the margin pressures, the company has undertaken cost-saving measures, which will have some positive effect on margins in 2024 and more in 2025 when the full-year impact of cost savings is visible. S&P also expects demand for travel nurses will improve sequentially in the second half of the year as the winter orders kick in, and that clinician pay rates will continue to gradually decline, modestly improving the bill-pay spread and margins over time. S&P said, "We expect high S&P Global Ratings-adjusted debt leverage and modest free cash flow generation for 2024 and 2025. Given pressure on margins we expect adjusted leverage to rise to about 15x in 2024, improving to 10x-12x range in 2025 with improvement in EBITDA. We also estimate reduced working capital needs, with the decline in revenue in 2024 and 2025, which will support free operating cash flow generation. We estimate a ratio of free operating cash flow (FOCF)/debt in the 1%-2% range in 2024 and 2025. "We expect the company to have sufficient liquidity with no near-term maturities. With $83 million cash on hand as of March 31, 2024, and full availability under $180 million revolving credit facility net of $27 million letters of credit, we believe company has sufficient liquidity to weather the near-term operating challenges. We believe Medical Solutions has some time to optimize its cost structure and improve its operating performance before the revolver matures in November 2026. "The stable outlook reflects our expectation that demand for travel nurses will tick up from the current levels in the second half of the year and that margins will remain suppressed for 2024 but improve in 2025 helped by cost-saving measures, improving volumes, and gradual further declines in pay to temporary nurses. It also incorporates our expectation that the adjusted leverage will improve in 2025 from very high leverage in 2024, and that the company will generate free operating cash flow, helped by reduced working capital needs in 2024 and 2025, as the business normalizes to a lower revenue base. "We could lower our rating on Medical Solutions within the next 12 months if volumes or margins show little or no signs of improving from current levels. This could lead to free cash flow deficits, constrained liquidity, and lead us to conclude the company's capital structure is unsustainable. "We could raise our rating on Medical Solutions if its adjusted debt to EBITDA sustainably improves to below 8x and the company generates sufficient FOCF with FOCF/debt greater than 3%. "Governance factors are a moderately negative consideration in our credit rating analysis of Medical Solutions. Our highly leveraged assessment of the company's financial risk profile reflects its corporate decision-making that prioritizes the interests of its controlling owners, in line with our view of the majority of rated entities owned by private-equity sponsors. Our assessment also reflects private-equity owners' generally finite holding periods and focus on maximizing shareholder returns." MEGNA PACIFIC: Seeks Court Nod to Sell Oxnard Property ------------------------------------------------------ Megna Pacific Dreams at Oxnard Shores, Inc. asked the U.S. Bankruptcy Court for the Central District of California to approve the sale of its real property. The property is a single family residence located at 860 Mandalay Beach Road, Oxnard, Calif. The company is selling the property to Craig Adams and Kelli Hawley who offered $2.275 million, subject to overbids. The overbid procedures require potential buyers to submit their bids at least two business days before the hearing on the proposed sale. The minimum bid amount must be a least $2.375 million. Bidding, if any, will proceed in minimum increments of $10,000. The proposed buyers' $2.275 million offer will serve as the stalking horse bid. They will receive a break-up fee in an amount to be determined by the court in the event their $2.275 million offer is not selected as the winning bid. Megna expects to receive $305,664.95 in net proceeds after payment of property taxes, the buyer's broker commission and the undisputed balance of the first position deed of trust in favor of Wilmington Savings Fund Society, FSB, as trustee for ISV Trust 2A. The hearing to approve the sale is scheduled for July 30. About Megna Megna Pacific Dreams at Oxnard Shores, Inc. owns a single family residence located at 860 Mandalay Beach Road, Oxnard, Calif. Megna filed Chapter 11 petition (Bankr. C.D. Calif. Case No. 24-10647) on April 22, 2024, with $1 million to $10 million in both assets and liabilities. Judge Martin R. Barash oversees the case. Young & Williams, LLP is the Debtor's legal counsel. MEGNA PACIFIC: Unsecureds to be Paid in Full in Plan ---------------------------------------------------- Megna Pacific Dreams at Woodland Hills, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement which relates to the accompanying Chapter 11 Plan dated June 28, 2024. MPDWH is a California corporation formed on November 2, 2020. It is 100% controlled by Mahmud Ulkarim. At the time of the filing of this case, Debtor owned real property located at 20142 Santa Rita Street, Woodland Hills (City of Los Angeles), CA 91364 (APN 2166-006-018; "the Property") by a Grant Deed recorded December 11, 2020 from Sandra P. Kramer as Trustee of two trusts; neither Ms. Kramer nor the trusts are affiliated with Debtor or Mr. Ulkarim. The Debtor refinanced the Property (and paid off the purchase money note) by a new loan from Athas Capital Group, Inc. secured by a new first trust deed recorded October 3, 2022. The principal balance then due to Athas was $2,000,000. Athas assigned its deed of trust to DLJ Mortgage Capital, Inc. by an assignment recorded May 30, 2023. DLJ assigned its deed of trust to Athene Annuity and Life Company in care of Select Portfolio Servicing, Inc. by an assignment recorded October 31, 2023. The Debtor had no income in 2020, and gross income of $263,125 in 2021, $264,346 in 2022, and $184,360 in 2023 (through October 31, 2023), all from rental of the Property. The Property was scheduled at a value of $2,500,000. The only other asset of the estate as of the filing was $1,210.43 (now in the Debtor-in-Possession account). The principal liability of the estate is a note secured by a deed of trust in favor of Athas (now assigned to Athene) in the principal amount of $2,000,000. Class 3 Priority Claims consists of priority unsecured claims (for example, wages due to employees that were earned, but unpaid, within 180 days before the bankruptcy petition was filed). No priority claims were scheduled. Two priority claims were filed: Internal Revenue Service ("IRS") for $1,530.36 (Claim 1) and State of California Franchise Tax Board ("FTB") for $3,441.82 (Claim 2). These claims will be paid in full by Debtor on the Effective Date or as soon thereafter as practical. These claims are unimpaired and are therefore not entitled to vote on the Plan. Class 4 General Unsecured Claims consists of general unsecured claims (claims that are not entitled to priority under the Bankruptcy Code and that are not secured by collateral). No unsecured claim was scheduled. Two proofs of claim for general unsecured claims were filed: the IRS (Claim 1) for $15,000.00, and the FTB (Claim 4) for $481.86. These claims will be paid in full by Debtor on the Effective Date or as soon thereafter as practical. These claims are unimpaired and are therefore not entitled to vote on the Plan. Class 5 consists of Interest Holders. The Debtor is a corporation; therefore, "interests" means corporate stock. 100% of the interests in Debtor are owned by Mahmud Ulkarim. No distribution to or change to that interest is provided by the Plan. Accordingly, the Class 5 interest holder is unimpaired and not entitled to vote on the Plan. Because all allowed claims will be paid in full, Mr. Ulkarim will be entitled to maintain his interest in MPDWH. This Plan will be funded by payments to Debtor from future net income derived from its ongoing short-term property rental business, as well as capital infusions from Debtor's principal in any months that Debtor's net income is not sufficient to cover the payments required by the Plan. The Debtor previously rented out the Property on a short-term basis through Airbnb, but stopped doing so to be able to market the Property for sale. However, the Property has not sold. Debtor has determined that by reverting to its prior business mode – short-term rentals – Debtor will be able to generate sufficient cash flow to be able to make the payments to Athene ($20,481.96 per month) and pay the expenses of operating the Property. To the extent that the Property does not generate sufficient revenue in any month to be able to make the required payments, the shortfall will be contributed by Mr. Ulkarim. The Debtor will also seek a suitable buyer for a post-confirmation sale of the Property, for an amount sufficient to satisfy all allowed claims. If by the end of the repayment term to Athene (five years after the Effective Date) Debtor has not sold the Property, Debtor will refinance it. A full-text copy of the Disclosure Statement dated June 28, 2024 is available at https://urlcurt.com/u?l=u7AthG from PacerMonitor.com at no charge. Counsel to the Debtor: Mark T. Young, Esq. Taylor F. Williams, Esq. Young & Williams LLP 25152 Springfield Court, Suite 345 Valencia, CA 91355-1081 Telephone: (661) 259-9000 Facsimile: (661) 554-7088 Email: myoung@dywlaw.com twilliams@dywlaw.com About Megna Pacific Dreams at Woodland Hills Megna Pacific Dreams at Woodland Hills owns a single family residence located at 20142 Santa Rita Street, Woodland Hills, CA having a comparable sale value of $2.5 million. Megna Pacific Dreams at Woodland Hills, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11676) on Nov. 28, 2023, listing $2,501,210 in assets and $2,271,418 in liabilities. The petition was signed by Mahmud Ulkarim as president. Judge Martin R. Barash presides over the case. Mark T. Young, Esq. at DONAHOE YOUNG & WILLIAMS LLP represents the Debtor as counsel. MERCURITY FINTECH: CIO Daniel Kennedy Steps Down ------------------------------------------------ Mercurity Fintech Holding Inc. disclosed in a Form 6-K Report filed with the U.S. Securities and Exchange Commission that on July 5, 2024, Mr. Daniel Kelly Kennedy resigned from the board of directors of the Company. Mr. Kennedy's resignation was not due to any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Mr. Kennedy will remain as the Chief Information Officer of the Company until July 31, 2024. The Company wishes to express its gratitude to Mr. Kennedy for his service to the Company and the Board during his tenure. About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a digital fintech company with subsidiaries specializing in distributed computing and digital consultation across North America and the Asia-Pacific region and is in the process of applying for FINRA approval to add brokerage services to its business. The Company's focus is on delivering innovative financial solutions while adhering to principles of compliance, professionalism, and operational efficiency. The Company's aim is to contribute to the evolution of digital finance by providing secure and innovative financial services to individuals and businesses. As of Dec. 31, 2023, the Company had $30.39 million in total assets, $12.56 million in total liabilities, and $17.83 million in total shareholders' equity. Singapore-based Onestop Assurance PAC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 22, 2024, citing that the Company has incurred recurring operating losses and negative cash flows from operating activities and has an accumulated deficit, which raise substantial doubt about its ability to continue as a going concern. MIKE'S JAZZ: Disposable Income to Fund Plan Payments ---------------------------------------------------- Mike's Jazz Café, LLC filed with the U.S. Bankruptcy Court for the Eastern District of Virginia a Plan of Reorganization for Small Business dated June 27, 2024. The Debtor is a Virginia limited liability company organized on July 29, 2022. Michael L. Harvey is the sole member and manager of the Debtor. The Debtor began operations in April 2023 as a restaurant in the City of Richmond by the name of "Mikes Jazz Café" located at 2526 Floyd Ave, Richmond, VA 23220 ("Premises"). The restaurant leases the Premises from PCN8 Group LLC ("Landlord"). In July 2023 a fire broke out in the Premises causing substantial damages. The Debtor subsequently became delinquent in its rent payments to the Landlord. On February 23, 2024 the Landlord filed a Summons for Unlawful Detainer against the Debtor in the City of Richmond General District Court seeking judgment for, inter alia, delinquent rent of $46,874.00 and possession of the Premises. This Chapter 11 case was filed the morning of March 29, 2024 just prior to the unlawful detainer hearing. The Debtor is current with the post-petition rents and all other obligations to the Landlord. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $274,494.63. The final Plan payment is expected to be paid on June 30, 2027. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of Non-priority unsecured creditors. Except to the extent that the Holder of a Claim in Class 3 agrees to less favorable treatment, each Holder not otherwise treated in another Class, shall receive its pro-rata share of the Distribution Amount from the Debtor on each Distribution Date, commencing after complete satisfaction of all Allowed Claims in other Classes, Allowed Fee Claims and/or Allowed Administrative Claims until (a) such Allowed Unsecured Claims have been paid in full or (b) the third Distribution Date. The obligations of the Debtor with respect to Claims in Class 3 shall not be secured. This Class is impaired. The allowed unsecured claims total $121,485.29. Class 4 consists of Equity security holders of the Debtor. The Holder of the Reorganized Debtor's Equity Interests shall be Michael L. Harvey ("Mr. Harvey"). Payments under the Plan will be paid from the Debtor's Disposable Income for 3 years from the Initial Distribution. On the Effective Date, all Estate property shall revest in the Reorganized Debtor, free and clear of all other liens, claims, interests, and encumbrances. A full-text copy of the Plan of Reorganization dated June 27, 2024 is available at https://urlcurt.com/u?l=y6RxuN from PacerMonitor.com at no charge. About Mike's Jazz Café Mike's Jazz Café, LLC is a Virginia limited liability company organized on July 29, 2022. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Va. Case NO. 24-31190) on March 29, 2024, with up to $50,000 in assets and up to $100,000 in liabilities. James E. Kane, Esq., at Kane & Papa, PC represents the Debtor as legal counsel. MMA TRANSMEDIC: Unsecureds to be Paid in Full over 60 Months ------------------------------------------------------------ MMA Transmedic Ambulance Services, Corp., filed with the U.S. Bankruptcy Court for the District of Puerto Rico a Disclosure Statement describing Plan of Reorganization dated June 27, 2024. The Debtor is a for-profit corporation duly organized under the laws of the Commonwealth of Puerto Rico engaged in providing private ambulance services. The Debtor's principal place of business and operations are in a commercial property it owns located in 901 Vinyater Street, Urb. Country Club in San Juan, PR 00928. For the past three years, the Debtor has suffered reduction in income coming from medical plans and increment in costs due to inflation, including utilities services. This situation provoked a cash flow problem that caused Debtor to incur in arrears with its mortgage with Oriental Bank, now MMG Investment for the property where its office and main principal place of business is located. The creditor sued and obtained summary judgment against Debtor in state court to foreclosure the Property. The Debtor filed the instant petition in order to provide a feasible plan of reorganization to pay creditors pursuant to the Bankruptcy Code. Debtor filed the bankruptcy voluntary petition under Chapter 11 seeking protection from the Court in order to reorganize its finances and to avoid foreclosure of the property where its business is located. The Debtor expects its monthly disposable income to be approximately $15,000.00 monthly through the life of the plan; this plus fund accumulated by the Debtor as available income will allow Debtor to comply with the proposed monthly payments of $3,829.84 for the five years of the plan. The funds accumulated by the Debtor as available income in its most recent operating report will be used by the Debtor to provide for the payment of administrative expenses and other expenses of the Debtor in addition to fund the proposed payment plan. Class 6 includes unsecured creditors with claims in the total amount of $56,197, as allowed, approved and ordered paid by the Court, under Section 502 of the Code. Creditors will be paid in full in the principal amount of $55,748 at an annual interest rate of 4.00% with monthly payments in the amount of $1,026.68 for 60 months, commencing on the effective date of plan, unless creditor agree with the Debtor to a different treatment. Creditors with disputed, contingent and/or unliquidated claims, at the effective date, will receive distribution, if any, if their claim is filed no later than ninety days after the effective date of the Plan and the same is allowed by the Court. Creditors with disputed, contingent and/or unliquidated claims were notified of their status by the Debtor. Class 6 as allowed and ordered to be paid by the Court is impaired under the Plan, and therefore has a right to vote. The Debtor will be able to execute this plan through the Debtor's income for the 60 months beginning on the effective date of the plan, which includes income from private ambulance services. A full-text copy of the Disclosure Statement dated June 27, 2024 is available at https://urlcurt.com/u?l=Y1xiFg from PacerMonitor.com at no charge. Counsel to the Debtor: Enrique M. Almeida, Esq. Zelma B. Davila, Esq. ALMEIDA & DAVILA, P.S.C. 268 Ponce de Leon Avenue Suite 900 San Juan, PR 00918 P.O. Box 191757 San Juan, PR 00919-1757 Tel: (787) 722-2500 Fax: (787) 777-1376 Email: enrique.almeida@almeidadavila.com zelma.davila@almeidadavila.com About MMA Transmedic Ambulance Services MMA Transmedic Ambulance Services, Corp, is a for-profit corporation duly organized under the laws of the Commonwealth of Puerto Rico engaged in providing private ambulance services. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 23-04373) on December 27, 2023, disclosing under $1 million in both assets and liabilities. The Debtor is represented by ALMEDIA & DAVILA, PSC. MOUNT HEALTHY SD: Moody's Lowers Issuer & GOULT Ratings to Ba1 -------------------------------------------------------------- Moody's Ratings has downgraded Mount Healthy City School District, OH's issuer and general obligation unlimited tax (GOULT) ratings to Ba1 from Baa1 and its certificates of participation (COPs) rating to Ba3 from Baa2. This action concludes a review for downward pressure initiated on April 19, 2024 and the outlook has been removed. As of June 30, 2022, the district had about $34 million in outstanding debt. The downgrade to Ba1 is driven by poor financial planning and budget management which has quickly resulted in a deeply negative available fund balance that required a large one-time infusion of state aid to meet the district's financial obligations in fiscal 2024. The downgrade also reflects the expectation that the district's financial profile will remain greatly challenged at least through fiscal 2026 and will require direct oversight from the state. RATINGS RATIONALE The Ba1 issuer rating reflects the district's very rapidly deteriorating reserves primarily because of mismanagement of one-time federal funds received during the pandemic that were used for long-term expenditures like staff and nonessential capital projects. On April 5, 2024, the district was placed under fiscal emergency by the state of Ohio because of further projected deficits from fiscal 2024 through fiscal 2028 that would result in deeply negative available fund balance. While the state has stepped in to provide a loan in fiscal 2024 to cover the deficit, the district will likely need additional loans from the state in future fiscal years. The state is currently working with the district on a fiscal recovery plan and has direct oversight over the board's actions. The board has taken steps to reduce expenditures in fiscal 2025 but will need to continue to substantially reduce its budget to avoid negative fund balance. The district plans to approach voters in November for a new continuous levy that would generate additional operating revenue of $1.5 million. The rating also considers the district's low resident incomes and wealth compared to peers. Long-term leverage will remain slightly elevated because of the state loans. The Ba1 GOULT rating is equivalent to the Ba1 issuer rating given the district's general obligation full faith and credit pledge and the authority to levy an unlimited property tax. The Ba3 COPs rating is two notches below the issuer rating because of the risk of annual non-appropriation and the less essential nature of the school building project compared to its need to sustain operations with a negative fund balance. RATING OUTLOOK Moody's does not assign outlooks to local government credits with this amount of debt outstanding. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS -- Achieving the requirements outlined by the state to be removed from its fiscal emergency designation -- Moderation of expenditures and/or bolstering of operating revenues that leads to balanced operations -- Stabilization of the enrollment trend that helps support stable revenue FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS -- Failure to develop and follow a fiscal recovery plan that outlines a path for the district to quickly stabilize its finances and meets its financial obligations -- Long-term leverage increasing to over 450% of revenue LEGAL SECURITY The outstanding GOULT bonds are backed by the district's full faith and credit and pledge to levy unlimited ad valorem property taxes. The outstanding COPs are backed by annual lease rental payments that are subject to annual appropriation. PROFILE Mount Healthy City School District covers seven square miles in Hamilton County (Aa2 stable) and is located 15 miles north of Cincinnati (Aa2 stable). The district provides Pre-K through 12th grade education to roughly 2,800 students in a community of about 26,000 residents. METHODOLOGY The principal methodology used in these ratings was US K-12 Public School Districts Methodology published in January 2021. NELNET INC: Derrico Sues Over Fair Credit Reporting Act Violation ----------------------------------------------------------------- TAMI DERRICO, individually and on behalf of all others similarly situated, Plaintiff v. NELNET, INC., Defendant, Case No. 2:24-cv-06722-BRM-CLW (D.N.J., June 5, 2024) alleges violations of the Fair Credit Reporting Act. The case is assigned to Judge Brian R. Martinotti and referred to Magistrate Judge Cathy L. Waldor. Nelnet, Inc. operates as a consumer finance company that provides products and services to participants in the education finance process. The Company originates, holds, and services education loans and offers a broad range of financial services and technology-based products, including student loan origination and lending, student loan, and guarantee services. [BN] The Plaintiff is represented by: John Soumilas, Esq. FRANCIS MAILMAN SOUMILAS, P.C. 1600 Market Street Suite 2510 Philadelphia, PA 19103 Telephone: (215) 735-8600 Facsimile: (215) 940-8000 Email: jsoumilas@consumerlawfirm.com NEW WAY MACHINE: Seeks to Sell Personal Property to HDI LLC ----------------------------------------------------------- New Way Machine Components, Inc. asked the U.S. Bankruptcy Court for the Eastern District of Pennsylvania for approval to sell its personal property to HDI LLC. The property includes machinery and office furnishings used by the company for its business in Aston, Pa. New Way is selling the property to HDI for $30,000, "free and clear" of liens, claims, interests and encumbrances. HDI is required to pay the company on or before Oct. 1. The sale of the property is contingent upon court approval of New Way's sublease agreement with HDI. The property is encumbered by a security interest in favor of PNC Bank, National Association. The proceeds from the sale will be retained by New Way in a segregated account at PNC pending the entry of an order confirming its Chapter 11 plan or further order of the bankruptcy court. A court hearing to approve the sale is scheduled for July 24. About New Way Machine Components New Way Machine Components, Inc. is a manufacturer of air bearings in Aston, Pa. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-11362) on April 22, 2024, with as much as $10 million in both assets and liabilities. Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC serves as Subchapter V trustee. Judge Ashely M. Chan oversees the case. The Debtor tapped Aris J. Karalis, Esq., at Karalis PC, as bankruptcy counsel; Volpe and Koenig, P.C. as intellectual property counsel; and Asterion, Inc. as financial advisor. NEXUS BUYER: S&P Rates New $2.067BB First-Lien Term Loan 'B-' ------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to Nexus Buyer LLC's (IntraFi) proposed $2.067 billion first-lien term loan due 2031. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 60%) recovery for lenders in the event of a default. The company plans to use the proceeds from this issuance to repay $1.867 billion in existing first-lien term loan debt and fund a $200 million shareholder distribution. S&P said, "Our ratings on IntraFi, including our 'B-' issuer credit rating, are unchanged. The positive outlook reflects the possibility we could upgrade the company in the next 12 months if we believe its financial policy will enable it to sustain S&P Global Ratings-adjusted leverage below 7.5x and free operating cash flow to debt of more than 5%. Following the transaction, we project IntraFi's S&P Global Ratings-adjusted leverage will modestly increase to the high-5x area. "While IntraFi's leverage is below our 7.5x upgrade threshold, the rating incorporates our expectation that the company will continue to periodically increase its leverage to fund shareholder returns. IntraFi has demonstrated a willingness to increase its leverage above 7.5x following periods of outperformance to support its shareholder return objectives. Since the company's 2019 leveraged buyout by The Blackstone Group, and inclusive of the current transaction, it has completed about $1.4 billion of debt-funded shareholder distributions. Issue Ratings--Recovery Analysis Key analytical factors -- IntraFi's debt capitalization includes a $100 million revolving credit facility due 2031, a $2.067 billion first-lien term loan due 2031, and a $540 million second-lien term loan due in 2029. -- S&P's simulated default scenario contemplates a default in 2026 amid industry changes that decrease banks' demand for deposit liquidity--reducing deposit balances and compressing fees and spreads across IntraFi's network--a reversal of recent advantageous regulatory trends that have spurred demand for reciprocal deposits, or increased competition from alternative networks. -- Nexus Buyer LLC is the borrower under the first- and second-lien facilities. The facilities also benefit from guarantees from the borrowers' material subsidiaries. S&P's recovery analysis assumes the first-lien collateral represents substantially all of the company's emergence enterprise value. -- S&P believes IntraFi would reorganize following a default given its industry-leading bank network relationships. Therefore, it values the company using a 7x multiple of our projected emergence EBITDA. Simulated default assumptions -- Simulated year of default: 2026 -- EBITDA at emergence: About $200 million -- EBITDA multiple: 7x -- The revolving credit facility is 85% drawn at default Simplified waterfall: -- Net emergence enterprise value (after 5% administrative costs): $1.3 billion -- First-lien debt claims: About $2.18 billion --Recovery expectations: 50%-70% (rounded estimate: 60%) -- Second-lien debt claims: About $564 million --Recovery expectations: 0%-10% (rounded estimate: 0%) *All debt claims include six months of prepetition interest. NITRO FLUIDS: Committee Taps Brinkman Law Group as Counsel ---------------------------------------------------------- The official committee of unsecured creditors of Nitro Fluids, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Brinkman Law Group, PC as its counsel. The firm will render 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 relative to the administration of these Cases; c. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims; d. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; e. assist the Committee in its investigation of the liens and claims of the Debtors' lenders and the prosecution of any claims or causes of action revealed by such investigation; f. assist the Committee in its analysis of, and negotiations with, the Debtors or any third-party concerning matters related to, among other things, the assumption or rejection of leases of nonresidential real property and executory contracts, asset dispositions, financing or other transactions, and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; g. assist and advise the Committee in communicating with unsecured creditors regarding significant matters in these Chapter 11 cases; h. represent the Committee at hearings and other proceedings; i. review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; j. assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; k. prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections or comments in connection with any of the foregoing; and l. perform such other legal services as may be required or requested or as may otherwise be deemed 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's current standard hourly rates are: Paralegals $230 - $425 Associates $475 - $785 Shareholders and Of Counsel $595 - $1,650 The following is provided in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines: Question: Did the Firm agree to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement? Answer: Yes. The firm and the Committee agreed to reduce Daren Brinkman's standard hourly rate from $1,050 to $995 for this engagement. Question: Do any of the firm professionals in this engagement vary their rate based on the geographical location of the Debtors' chapter 11 cases? Answer: No. The hourly rates used by the firm in representing the Committee are consistent with the rates that the firm charges other comparable chapter 11 clients, regardless of the location of the chapter 11 case. Question: If the firm has represented the Debtors in the 12 months prepetition, disclose the firm's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If the firm's billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: The firm does not represent and has not represented the Debtors. The firm also does not and has not represented any of the Committee members individually or collectively prior to being selected as Committee counsel in these Cases. Brinkman's hourly rate for this case is $995/hr. which he has voluntarily reduced from his customary rate of $1,050. The rates of the other attorneys in the firm range from $475 to $1,650 an hour and the paraprofessional rates range from $230 to $425 per hour. Question: Have the Debtors approved the firm's budget and staffing plan, and if so, for what budget period? Answer: The Firm has not prepared a budget and staffing plan. Daren R. Brinkman, Esq., a partner at Brinkman Law Group, PC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Daren R. Brinkman, Esq. Brinkman Law Group, PC 543 Country Club Drive, Suite B Wood Ranch, CA 93065 Tel: (818) 597-2992 Fax: (818) 597-2998 Email: firm@brinkmanlaw.com About Nitro Fluids, LLC Nitro Fluids, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-60018) on May 15, 2024, listing $50 million to $100 million in both assets and liabilities. The petition was signed by Brad Walker as chief restructuring officer. Judge Christopher M. Lopez presides over the case. Eric Thomas Haitz, Esq. at Bonds Ellis Eppich Schafer Jones LLP represents the Debtor as counsel. NITRO FLUIDS: Committee Taps Jackson Walker as Bankrutpcy Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Nitro Fluids, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Jackson Walker, LLP as its counsel. The firm will render 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 relative to the administration of these Cases; c. assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims; d. assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; e. assist the Committee in its investigation of the liens and claims of the Debtors' lenders and the prosecution of any claims or causes of action revealed by such investigation; f. assist the Committee in its analysis of, and negotiations with, the Debtors or any third-party concerning matters related to, among other things, the assumption or rejection of leases of nonresidential real property and executory contracts, asset dispositions, financing or other transactions, and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; g. assist and advise the Committee in communicating with unsecured creditors regarding significant matters in these Chapter 11 cases; h. represent the Committee at hearings and other proceedings; i. review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; j. assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; k. prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections or comments in connection with any of the foregoing; and l. perform such other legal services as may be required or requested or as may otherwise be deemed 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's current standard hourly rates are: Partners $565 - 1,715 Sr. Counsel $385 - 1,050 Associates $515 - 850 Paraprofessionals $225 - 450 The following is provided in response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Fee Guidelines: Question: Did the firm agree to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement? Answer: No. The firm and the Debtors have not agreed to any variations from, or alternatives to, the firm's standard billing arrangements for this engagement. The rate structure provided by the firm is appropriate and is not significantly different from (a) the rates that the firm charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals. Question: Do any of the firm professionals in this engagement vary their rate based on the geographical location of the Debtors' chapter 11 cases? Answer: No. The hourly rates used by the firm in representing the Debtors are consistent with the rates that the firm charges other comparable chapter 11 clients, regardless of the location of the chapter 11 case. Question: If the firm has represented the Debtors in the 12 months prepetition, disclose the firm's billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If the firm's billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Answer: Mr. McKay's hourly rate is $725. The rates of other attorneys in the firm range from $515 to $1,715 an hour and the paraprofessional rates range from $225 to $450 per hour. Question: Have the Debtors approved the firm's budget and staffing plan, and if so, for what budget period? Answer: The firm has not prepared a budget and staffing plan. Zachary McKay, Esq., senior counsel at Jackson Walker, 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: Zachary McKay, Esq. Genevieve M. Graham, Esq. JACKSON WALKER LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Telephone: (713) 752-4200 Facsimile: (713) 752-4221 Email: zmckay@jw.com Email: ggraham@jw.com About Nitro Fluids, LLC Nitro Fluids, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-60018) on May 15, 2024, listing $50 million to $100 million in both assets and liabilities. The petition was signed by Brad Walker as chief restructuring officer. Judge Christopher M. Lopez presides over the case. Eric Thomas Haitz, Esq. at Bonds Ellis Eppich Schafer Jones LLP represents the Debtor as counsel. OFFICE PROPERTIES: Files Prospectus for 1.4MM Common Shares Resale ------------------------------------------------------------------ Office Properties Income Trust disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on July 9, 2024, the Company filed with the Securities and Exchange Commission a prospectus supplement to the prospectus contained in the Company's effective shelf registration statement on Form S-3 (Registration No. 333-265997), relating to the resale from time to time by certain selling shareholders of up to 1,406,952 shares of the Company's common shares of beneficial interest, par value $.01 per share, that the Company issued to the selling shareholders pursuant to the Support Agreement dated June 10, 2024 between the Company and the selling shareholders, entered into in connection with the Company's previously announced private exchange offers to exchange the Company's outstanding senior unsecured notes due 2025, 2026, 2027 and 2031 for up to an aggregate principal amount of $610,000,000 of new 9.000% Senior Secured Notes due 2029 and related guarantees. A full-text copy of the Prospectus Supplement is available at: https://tinyurl.com/3ecej7ns About Office Properties Office Properties Income Trust is a REIT organized under Maryland law. As of Dec. 31, 2023, its wholly owned properties were comprised of 152 properties and it had noncontrolling ownership interests of 51% and 50% in two unconsolidated joint ventures that owned three properties containing approximately 468,000 rentable square feet. As of Dec. 31, 2023, the Company's properties are located in 30 states and the District of Columbia and contain approximately 20,541,000 rentable square feet. As of Dec. 31, 2023, its properties were leased to 258 different tenants, with a weighted average remaining lease term (based on annualized rental income) of approximately 6.4 years. The U.S. government is its largest tenant, representing approximately 19.5% of its annualized rental income as of Dec. 31, 2023. As of March 31, 2024, the Company had $4 billion in total assets, $2.7 billion in total liabilities, and $1.3 billion in total `stockholders' equity. * * * In May 2024, OPI announced it was actively negotiating with its existing debtholders to exchange four series of its currently outstanding senior unsecured notes (worth $1.7 billion at face value) for up to $610 million of new senior secured notes and related guarantees, with priority given to the 2025 noteholders ($650 million outstanding). The exchange would result in debtholders receiving below the par value of the existing notes. In July 2024, S&P Global Ratings raised its issuer credit rating on Office Properties Income Trust (OPI) to 'CCC-' from 'SD' (selective default) and its issue-level ratings on the senior unsecured notes that were part of the exchange to 'CCC-' from 'D'. S&P said, "We lowered our issue-level rating on the company's March 2029 senior secured notes to 'CCC+' from 'B-', with the recovery rating remaining '1'. We also lowered the issue-level rating on the company's 2050 senior unsecured notes, which were not part of the debt exchange, to 'CCC-' from 'CCC'. The recovery rating on all the unsecured notes is unchanged at '3'. "We also assigned our 'CCC' and '2' recovery rating to the company's new September 2029 senior secured notes. S&P Global Ratings lowered its issuer credit rating on OPI to 'CC' from 'CCC' and its issue-level ratings on its senior unsecured notes due 2025, 2026, 2027 and 2031, which are part of the proposed exchange, to 'CC' from 'CCC'. At the same time, S&P affirmed its 'CCC' issue-level rating on the company's senior unsecured notes due 2050, which are not part of the proposed exchange, and its 'B-' issue-level rating on its existing secured notes due 2029. Its '3' recovery rating on all the unsecured notes and '1' recovery rating on the secured notes are unchanged. In June 2024, S&P Global Ratings lowered its issuer credit rating on Office Properties Income Trust (OPI) to 'SD' (selective default) and its issue-level rating on the company's 2025, 2026, 2027, and 2031 senior unsecured notes to 'D'. S&P said, "We view the debt exchange as distressed and tantamount to a default. The downgrade follows OPI's completion of its private debt exchange. In aggregate, the company exchanged $865.2 million of its 2025, 2026, 2027, and 2031 senior unsecured notes for $567.4 million of new senior secured notes due 2029. The exchange consideration varied depending on which notes were exchanged, with longer-dated notes receiving less consideration. In addition, certain noteholders received common equity to incentivize the exchange. In our view, this transaction is a distressed exchange and tantamount to a default because lenders received less than the original promise of the securities, which is not offset by adequate compensation." ORYX OILFIELD: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Four affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------- -------- Oryx Oilfield Services, LLC 24-41618 4000 N White Chapel Blvd Southlake 76092-2069 Oryx Oilfield Holdings, LLC 24-41619 4000 N White Chapel Blvd Southlake TX 76092 Kodiak Trenching and Boring, LLC 24-41620 4000 N White Chapel Blvd Southlake TX 76092 Kodiak Excavation and Utilities, LLC 24-41621 4000 N White Chapel Blvd Southlake TX 76092 Business Description: Oryx is an oil and gas construction company working in shale plays throughout Texas. Oryx will fabricate pressure vessels, inter- connecting piping for modular builds, launchers and receivers, spools, supports, industrial grade platforms and ladders. Chapter 11 Petition Date: July 12, 2024 Court: United States Bankruptcy Court Eastern District of Texas Debtors' Counsel: Frank Wright, Esq. LAW OFFICES OF FRANK J. WRIGHT, PLLC 1800 Valley View Lane 250 Farmers Branch TX 75234 Tel: 214-238-4153 Email: frank@fjwright.law Oryx Oilfield Services's Estimated Assets: $1 million to $10 million Oryx Oilfield Services's Estimated Liabilities: $50 million to $100 million Oryx Oilfield Holdings' Estimated Assets: $0 to $50,000 Oryx Oilfield Holdings' Estimated Liabilities: $10 million to $50 million Kodiak Trenching's Estimated Assets: $0 to $50,000 Kodiak Trenching's Estimated Liabilities: $10 million to $50 million Kodiak Excavation's Estimated Assets: $0 to $50,000 Kodiak Excavation's Estimated Liabilities: $1 million to $10 million The petitions were signed by Matthew J. Mahone as managing member. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/G3JX4GA/Oryx_Oilfield_Services_LLC__txebke-24-41618__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/HD2ZOIA/Oryx_Oilfield_Holdings_LLC__txebke-24-41619__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/HLSWICQ/Kodiak_Trenching_and_Boring_LLC__txebke-24-41620__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/HSKERPI/Kodiak_Excavation_and_Utilities__txebke-24-41621__0001.0.pdf?mcid=tGE4TAMA List of Oryx Oilfield Services '20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Bank OZK Monies Loaned/ $1,098,556 PO Box 8811 Advanced Little Rock, AR, 72231 2. State of New Mexico Taxes & Other $1,000,000 1200 South St. Francis Drive Government Units Santa Fe, NM, 87505 3. Accel Fusion Suppliers or $393,696 2821 E Pearl St Vendors Odessa, TX, 79761 4. Stonemark, Inc. Monies Loaned/ $260,611 8501 Wade Blvd Advanced Suite 620 Frisco, TX, 75034 5. Danco Enterprise Inc. Suppliers or $242,583 215 W. Broadway Vendors Ste 2 Hobbs, NM, 88240 6. MD Energy Services LLC Suppliers or $221,365 PO Box 2980 Vendors Weatherford, TX, 76086 7. BPW Law Firm Services $201,519 105 N State Street Suite 105B Decatur, TX, 76234 8. LeBoeuf Law, PLLC Services $194,623 325 N. St. Paul St Suite 3400 Dallas, TX, 75201 9. United Health Care Services $186,953 PO Box 94017 Palatine, IL, 60094 10. Katella Logistics, LLC Suppliers or $155,074 P.O. Box 5278 Vendors Midland, TX, 79704 11. Deepwell Energy Suppliers or $154,595 PO Box 1000 Vendors Dept #0944 Memphis, TN, 38148 12. Komatsu Southwest Monies Loaned/ $150,994 PO Box 842326 Advanced Dallas, TX, 75284 13. Doggett Heavy Machinery Suppliers or $146,745 10110 Daradale Ave. Vendors Baton Rouge, LA, 70816 14. NewCo Capital Group LLC Monies Loaned/ $146,265 1801 NE 123rd St Advanced #421 North Miami, FL, 33181 15. Pipe Movers, Inc. $133,158 6385 Hwy 87 E San Antonio, TX, 78222 16. HH Restoration, Inc. Suppliers or $119,000 c/o Keith Hampton, Vendors 3319 Thorn Hill Dr. Arlington, TX, 76001 17. RCS - Goliad Oryx Lease $108,771 371 Centennial Parkway Louisville, CO, 80027 18. Premier Trenching, LLC Suppliers or $104,503 7814 Miller Rd 3 Vendors Houston, TX, 77049 19. NCMIC Finance Corporation Monies Loaned/ $95,609 P.O. Box 9118 Advanced Des Moines, IA, 50306 20. LocusView Solutions Inc Suppliers or $85,598 P.O. Box 74008871 Vendors Chicago, IL, 60674 PAC BUILD: Kevin Lam Named Subchapter V Trustee ----------------------------------------------- The Acting U.S. Trustee for Region 15 appointed Kevin Lam as Subchapter V trustee for Pac Build, LLC. Mr. Lam will be paid an hourly fee of $300 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Lam declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Kevin Lam P.O. Box 283086 Honolulu, Hawaii 96828 E-mail: kevin.lam.jd@gmail.com Phone: (808) 798-1234 About Pac Build Pac Build, LLC is a construction company in Koloa, Hawaii, specializing in high-end custom homes, commercial establishments, and residential buildings. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Hawaii Case No. 24-00588) on July 1, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Tyler Rodighiero, manager, signed the petition. Judge Robert J. Faris presides over the case. Chuck C. Choi, Esq. at Choi & Ito represents the Debtor as legal counsel. PERSPECTIVES INC: Seeks Court OK to Sell St. Louis Park Apartments ------------------------------------------------------------------ Perspectives, Inc. asked the U.S. Bankruptcy Court for the District of Minnesota to approve the sale of its real properties to Trellis Co., a nonprofit developer and owner of affordable housing. The properties consist of five apartment buildings in St. Louis Park, Minn., which the company purchased between 1991 and 1996 to provide housing to at-risk families. The sale price is $4.435 million but the buyer will receive credit for assuming the loans and mortgages associated with the properties, which total approximately $2.39 million. The properties are being sold "free and clear" of liens, claims, interests and encumbrances except for the assumed loans and associated mortgages. The terms of the sale require the assignment and assumption of existing tenant leases and the Project-Based Voucher Program HAP Contract with the Housing Authority of St. Louis Park, As of June 18, there are approximately 36 residents in the properties. Many of the residents have month-to-month leases. Perspectives will use the proceeds from the sale to pay the amount attributable to Bremer Bank's collateral, and the $2,401.77 owed to Yale Mechanical, LLC. The company will use any remaining proceeds to pay its operating expenses and make distributions to creditors pursuant to the terms of any confirmed Chapter 11 plan of liquidation. About Perspectives Inc. Perspectives, Inc. is a human service program that addresses society's most pressing issues: equity, diversity, inclusion, homelessness, poverty, addiction, mental illness, food security, and lack of access to life-changing opportunities for disenfranchised women and children. It is based in St. Louis Park, Minn. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-40832) on March 28, 2024, with $1 million to $10 million in both assets and liabilities. Steven Nosek serves as Subchapter V trustee. Judge Katherine A. Constantine presides over the case. Steven R. Kinsella, Esq., at Fredrikson & Byron, P.A. represents the Debtor as legal counsel. PHILIP TRIGIANI: Unsecureds to Split $6K over 60 Months ------------------------------------------------------- Philip Trigiani Acupuncture, PC, and Philip Trigiani and Ophelia Trigiani filed with the U.S. Bankruptcy Court for the District of New Jersey a Joint Plan of Reorganization dated June 28, 2024. Trigiani Acupuncture is a corporation established under the law of the New York in or about 2016. It is a wellness clinic that provides acupuncture, chiropractic and physical therapy services in its office at 470 West End Avenue, New York, NY. Philip Trigiani is the sole shareholder. It employs Philip Trigiani, his spouse Ophelia Trigiani and a secretary/office manager, and utilizes an outside consultant to provide chiropractic services. The Covid-19 pandemic caused Trigiani Acupuncture to suffer substantial reductions in sales between 2020 and 2023. Trigiani Acupuncture's difficulties caused it and the Individual Debtors to fall delinquent on their tax and other obligations, prompting collection actions. On April 1, 2024, the New York City Department of Finance levied upon a checking account maintained by Trigiani Acupuncture. The Debtors commenced their cases immediately after learning of the levy, so they could seek the Bankruptcy Court's order directing release of the levy and the Automatic Stay's protection for the estate's property. The Debtors propose to pay the holders of all allowed administrative claims in full on the later of (i) the Effective Date of the Plan; (ii) allowance of the claim(s) of (iii) in accordance with any agreement between the Debtors and the holder(s) of the claim(s). The Debtors propose to assume Trigiani Acupuncture's lease or sublease of its premises and its agreement with its insurance billing service provider. They propose to reject any other unexpired leases and executory contracts and to treat the resulting claims as general unsecured claims. The Debtors propose to treat all other allowed claims against Trigiani Acupuncture, including any deficiency claims of JPM Chase, the SBA and any other holder of an allowed claim secured by property of Trigiani Acupuncture, as general unsecured claims against Trigiani Acupuncture under Bankruptcy Code Sec. 506(a). Trigiani Acupuncture will distribute the amount of $6,000.00 over a sixty-month period toward the holders of general unsecured claims; the holders of such claims will share in the fund pro rata. The Debtors propose to treat all other allowed claims against the Individual Debtors, including the deficiency claim of the IRS and any other claims against Trigiani Acupuncture that are guaranteed by one or both of the Individual Debtors, as general unsecured claims against the Individual Debtors under Bankruptcy Code Sec. 506(a). the Individual Debtors will distribute the amount of $6,000.00 over a sixty-month period toward the holders of general unsecured claims; the holders of such claims will share in the fund pro rata. Class 9 consists of Allowed General Unsecured Claims against Trigiani Acupuncture. Claimants to share pro rata in a total fund of $6,000.00. Commencing 90 days after the Effective Date, for a period of 60 months, the Debtors will make the monthly payments in the amount of $100.00 toward the fund for payment of Class 9 Claims. The Debtors propose to distribute the fund to the holders of allowed Class 9 claims monthly. However, if the monthly payment due any holder of an allowed Class 9 Claim from the fund is less than $10.00, the Debtors may elect to distribute the full amount of the claimant's share of the fund in a single payment. Class 10 consists of Allowed General Unsecured Claims Against the Individual Debtors. Claimants to share pro rata in a total fund of $6,000.00, plus the non-exempt share of the Individual Debtors' recovery (if any) on their personal injury claim. Commencing 90 days after the Effective Date, for a period of 60 months, the Debtors will make the monthly payments in the amount of $100.00 toward the fund for payment of Class 10 Claims. The Debtors propose to distribute the fund to the holders of allowed Class 10 claims monthly. However, if the monthly payment due any holder of an allowed Class 10 Claim from the fund is less than $10.00, the Debtors may elect to distribute the full amount of the claimant's share of the fund in a single payment. The Debtors will distribute the non-exempt share of the proceeds (if any) realized from their personal injury claim upon receipt. Trigiani Acupuncture will retain all equity interest in its own personal property, except any property surrendered to (a) secured claimant(s) pursuant to the plan. Equity interest holders Philip and Ophelia Trigiani will retain all equity interests in Trigiani Acupuncture and in all other property of the Individual Debtors, except any property surrendered to (a) secured claimant(s) pursuant to the plan. Trigiani Acupuncture will fund the payments toward the unclassified priority tax claims against it and the payments to Classes 1, and 9 by contributing post-confirmation income realized through its operations. The Individual Debtors will fund the payments to the unclassified claims priority tax claims against them and the payments to Classes 4, 5, 6, 7 and 10 by contributing post-confirmation income realized through their employment. In addition, the Individual Debtors will fund the payments to Class 10 by contributing the non-exempt proceeds realized from their personal injury claim (if any). A full-text copy of the Joint Plan of Reorganization dated June 28, 2024 is available at https://urlcurt.com/u?l=OseiRG from PacerMonitor.com at no charge. The Debtor's Counsel: Brian G Hannon, Esq. NORGAARD OBOYLE HANNON 184 Grand Avenue Englewood, NJ 07631 Tel: (201) 871-1333 Email: bhannon@norgaardfirm.com About Philip Trigiani Acupuncture Philip Trigiani Acupuncture, PC, is a wellness center located at 470 West End Ave., Apt. 1C, New York, N.Y. Philip Trigiani Acupuncture filed Chapter 11 petition (Bankr. D.N.J. Case No. 24-13391) on April 1, 2024, with $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. Philip Trigiani, owner, signed the petition. Brian G Hannon, Esq., at Norgaard, O'Boyle & Hannon represents the Debtor as legal counsel. PRIMEX CLINICAL: Unsecured Claims Under $1K to Recover 80% in Plan ------------------------------------------------------------------ Primex Clinical Laboratories, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement accompanying Plan of Reorganization dated June 28, 2024. The Debtor provides clinical diagnostic testing for physicians serving their patients throughout California and Nevada, including, private medical practices, urgent care facilities, Federally Qualified Healthcare Centers, and the Los Angeles County Department of Mental Health. On March 17, 2021, Gordon initiated in Texas arbitration proceedings against the Debtor and Garofano in order to recover in excess of $14.0 million in monetary damages. On March 30, 2023, Gordon obtained the (sister-state) Gordon Judgment from the Los Angeles County Superior Court against the Debtor and Garofano in the amount of $34,507,942.30, inclusive of interest and punitive damages of $15.0 million. The Debtor did not have funds sufficient to pay the Gordon Judgment. After the entry of the Gordon Judgment, the Debtor worked diligently to try to settle the Gordon Judgement, including providing Gordon with extensive information regarding the Debtor's financial affairs, in order to avoid having to file for bankruptcy relief. Regrettably, the Debtor was unable to obtain funds sufficient to effectuate a settlement with Gordon. In order to avoid levies and other collection efforts by Gordon that would have impaired substantially the Debtor's ability to continue its operations and that would have resulted in a severe loss of value of the Debtor's assets, on October 10, 2023, the Debtor filed in the Bankruptcy Court a voluntary petition for relief under Chapter 11 of the Bankruptcy Code in order to preserve the enterprise value of the Debtor and to maximize the recovery by all Creditors of the Debtor. The Debtor has continued its business operations in Chapter 11 and intends to continue to operate its business after Confirmation of the Plan. The primary objective of the Plan is to effectuate a financial reorganization of the Debtor by restructuring its debts. Pursuant to the Plan, the Reorganized Debtor will make Distributions to Creditors on account of their Allowed Claims in accordance with the terms and conditions of the Plan. Class 10 consists of all Allowed General Unsecured Claims. Class 10 is impaired by the Plan. Each holder of an Allowed Class 10 Claim will receive, in full and complete satisfaction, exchange and release of its Allowed Class 10 Claim, Pro Rata Distributions of any Class 10 Available Funds available for distribution to holders of Allowed Class 10 Claims, payable pursuant to the provisions of the Plan. Distributions will be made to the holders of Allowed Class 10 Claims solely from any Class 10 Available Funds. The Reorganized Debtor's obligations under the Plan to holders of Allowed Class 10 Claims will cease, and will be deemed to be fully and completely satisfied, extinguished and discharged, upon the third-year anniversary of the Effective Date regardless of the amount of Distributions made on account of Allowed Class 10 Claims; provided, however, that if the Reorganized Debtor has not paid to holders of Allowed Class 10 Claims Distributions totaling at least 10% of such Claims by the third-year anniversary of the Effective Date ("Class 10 Distribution Termination Date"), the Class 10 Distribution Termination Date will be extended for one (1) additional year and the Reorganized Debtor will pay to the holders of Allowed Class 10 Claims on the fourth-year anniversary of the Effective Date a final Distribution of any amounts to which such holders will be entitled under the Plan. Class 11 is comprised of: (a) each Allowed General Unsecured Claim in an amount less than $1,000.00; and (b) any Allowed Class 10 Claim in an amount in excess of $1,000.00 which is reduced to $1,000.00 by a timely election made by the holder thereof. Each holder of an Allowed Class 11 Claim will be paid, within 15 Business Days after the Effective Date, a one-time Distribution equal to the lesser of $800.00 or 80% of its Allowed General Unsecured Claim, without interest, in full and complete satisfaction, exchange, discharge and release of its Allowed General Unsecured Claim. Class 13 consists of the Interests of the Interest Holders. Class 13 is not impaired under the Plan. The Interest Holders will retain, without alteration or modification, all legal, equitable and contractual rights to which they are entitled pursuant to their Interests and the Governance Agreements. The Plan provides that, upon the Effective Date, the Interest Holders will retain their interests in the Reorganized Debtor. The Reorganized Debtor will be responsible for operating the Reorganized Debtor's business. All Distributions to Creditors under the Plan will be made solely from the Plan Fund established pursuant to the Plan. The Plan Agent appointed under the Plan will maintain the Plan Fund Assets, and will make Distributions in payment of Allowed Claims in accordance with the provisions of the Plan. Upon the Effective Date, Mr. Harootoonian, Aida Harootoonian and Lucy Lazarian-Hartoonian (defined in the Plan, collectively, as the "Insider Settlors") will pay jointly to the Reorganized Debtor a payment in the amount of $1,061,775 (defined in the Plan as the "Insider Settlement Payment"). The Insider Settlement Payment will be paid to settle and resolve, fully and completely, all Avoidance Claims that have been and that may be asserted against the Insider Settlors, in accordance with the terms and conditions of the Insider Settlement Agreement. A full-text copy of the Disclosure Statement dated June 28, 2024 is available at https://urlcurt.com/u?l=OC2rbW from PacerMonitor.com at no charge. The Debtor's Counsel: Garrick A. Hollander, Esq. WINTHROP GOLUBOW HOLLANDER, LLP 1301 Dove Street, Suite 500 Newport Beach, CA 92660 Tel: 949-720-4100 Fax: 949-720-4111 E-mail: ghollander@wghlawyers.com About Primex Clinical Laboratories Primex Clinical Laboratories, Inc., a medical laboratory in Los Angeles, Calif., filed a voluntary Chapter 11 petition (Bankr. C.D. Calif. Case No. 23-11446) on Oct. 10, 2023. In the petition signed by its chief executive officer, Oshin Harootoonian, the Debtor disclosed $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Martin R. Barash oversees the case. Craig B. Garner, Esq., at Garner Health Law Corporation serves as the Debtor's bankruptcy counsel. RAPID7 INC: Promotes Sales Leaders to General Managers ------------------------------------------------------ Rapid7, Inc. announced on July 9, 2024, the promotion of three long-tenured sales leaders to General Manager within a new regional model designed to enhance customer engagement, drive stronger customer expansion, and improve efficiency across the sales organization. David Boffa will serve as General Manager of the Americas, David Howorth will serve as General Manager of EMEA, and Rob Dooley will serve as General Manager of APAC. As part of their expanded scope, each of these leaders will be responsible for retention, expansion, and new customer acquisition within their respective regions, and will report directly to Rapid7 Chairman and Chief Executive Officer, Corey Thomas. "Rapid7's Sales organization has long benefited from a deep bench of talented leaders with diverse and relevant experience driving commercial initiatives and winning in the market," said Thomas. "I am pleased to recognize the continued contributions of David, David, and Rob, as they assume their new roles." As Rapid7 continues to execute on its Go To Customer strategy, Chief Customer Officer Larry D'Angelo will step down effective July 12, 2024, to pursue a new opportunity. As part of the integrated, regional customer engagement model, the company does not plan to replace this role. "I would like to thank Larry for his dedicated service to Rapid7, and the significant progress he made in executing on our Go To Customer strategy," said Thomas. "In today's market, customers are increasingly turning to us for our deep security expertise and unique managed service offering and ecosystem that enables them to extend their technology capabilities. As the needs of our customers evolve and the business grows, now is the ideal time to realign our organizational structure to support these trends and accelerate our efforts to ensure that every customer can manage and monitor their attack surface with confidence. The regional leadership model supports Rapid7's goal to become a leading platform consolidator in security operations by ultimately driving more efficient and effective sales coverage for the benefit of our customers, employees, and shareholders." Rapid7 also provided select preliminary estimated Annualized Recurring Revenue (ARR) results for the three months ended June 30, 2024. Based on currently available information, the Company anticipates second quarter 2024 Annualized Recurring Revenue (ARR) of $814 - 816 million, an increase of 8 - 9% year-over-year, and in-line with the Company's expectations. These preliminary financial results are based on the Company's current estimate of its results for the quarter ended June 30, 2024, and remain subject to change based on the completion of closing and review procedures. The Company plans to announce its full second quarter 2024 results on August 6, 2024. About Rapid7 Rapid7, Inc. (Nasdaq: RPD) provides cybersecurity services. As of March 31, 2024, the Company had $1.5 billion in total assets, and $1.6 billion in total liabilities. * * * Egan-Jones Ratings Company on October 10, 2023, maintained its 'CC' foreign currency and local currency senior unsecured ratings on debt issued by Rapid7, Inc. RESHAPE LIFESCIENCES: Inks Agreements With Vyome, Biorad -------------------------------------------------------- ReShape Lifesciences, and Vyome Therapeutics, Inc., a private clinical-stage company targeting immuno-inflammatory and rare diseases, have entered into a definitive merger agreement under which ReShape and Vyome will combine in an all-stock transaction. The combined company will focus on advancing the development of its immuno-inflammatory assets and on identifying additional opportunities between the world-class Indian innovation corridor and the U.S. market. Under the terms of the merger agreement, which has been unanimously approved by the boards of directors of both companies, existing ReShape stockholders will own approximately 11.1% of the combined company immediately following the closing of the merger, subject to adjustment based on ReShape's actual net cash at closing compared to a target net cash amount of $5 million. At the closing of the merger, ReShape will be renamed Vyome Holdings, Inc. and expects to trade under the Nasdaq ticker symbol "HIND," representing the company's alignment with the U.S.-India relationship. The board of directors of the combined company will be comprised of six directors designated by Vyome and one director designated by ReShape and executive management of the combined company will consist of Vyome's executive officers. Simultaneously with the execution of the merger agreement, ReShape entered into an asset purchase agreement with Biorad Medisys, Pvt. Ltd., which is party to a previously disclosed exclusive license agreement with ReShape for ReShape's Obalon Gastric Balloon System. Pursuant to the asset purchase agreement, ReShape will sell substantially all of its assets to Biorad (or an affiliate thereof), including ReShape's Lap-Band® System, Obalon Gastric Balloon System and the Diabetes Bloc-Stim Neuromodulation™ (DBSN™) System (but excluding cash), and Biorad will assume substantially all of ReShape's liabilities, for a purchase price of $5.16 million in cash, subject to adjustment based on ReShape's actual accounts receivable and accounts payable at the closing compared to such amounts as of March 31, 2024. The cash purchase price under the asset purchase agreement will count toward ReShape's net cash for purposes of determining the post-merger ownership allocation between ReShape and Vyome stockholders under the merger agreement. Simultaneously with the execution of the merger agreement, ReShape, Vyome and Vyome's wholly-owned subsidiary, Vyome Therapeutics Ltd. entered into agreements with certain existing accredited investors, pursuant to which the investors have committed to purchase a minimum of $7.3 million in securities of ReShape, Vyome and Vyome's subsidiary. Under these agreements, certain accredited investors have agreed to purchase up to $5.8 million in shares of common stock of the combined company immediately following completion of the merger, which may be upsized through additional investments. The price per share for the common stock of the combined company to be paid by the investors in the offering will be calculated as a 30% discount to the agreed upon valuation of the combined company at the closing of the merger and does not contain any warrants or other convertible features. ReShape and the investors are executing and delivering the subscription agreements in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended, and contemporaneously with the sale of the shares of common stock will execute and deliver a registration rights agreement requiring the combined company to register the resale of the shares of common stock issued in the offering. In order to facilitate the transactions contemplated by the merger agreement and asset purchase agreement, ReShape entered into an agreement with a majority of the holders of its outstanding series C preferred stock that will, subject to and contingent upon the completion of the merger and the asset sale, reduce the liquidation preference of the series C preferred stock from $26.2 million to the greater of (i) $1 million, (ii) 20% of the purchase price paid for the asset sale and (iii) the excess of ReShape's actual net cash at the effective time of the merger over the minimum net cash required as a condition to the closing of the merger as set forth in the merger agreement. The series C preferred stock would automatically terminate at the effective time of the merger, except for the right to receive the reduced liquidation preference. "Through the orchestration of the merger agreement with Vyome Therapeutics and the simultaneous asset purchase agreement with Biorad, we were able to maximize stockholder value," stated Paul F. Hickey, President and Chief Executive Officer of ReShape Lifesciences. "After reviewing various strategic alternatives and engaging in discussions with a number of other potential merger and acquisition candidates, our board of directors has unanimously recommended the merger with Vyome and simultaneous asset sale to Biorad, which we believe is a compelling opportunity for our stockholders to benefit from the potential of the combined company after the merger. We also appreciate the willingness of our series C preferred stockholders to significantly reduce their liquidation preference, which will permit our common stockholders to recognize the potential value of the merger. We are truly excited about the value we are delivering to our stockholders." "We have no debt and a clean capital structure and are positioning Vyome for success in the public markets. We intend to continue addressing the unmet needs of patients suffering from immuno-inflammatory diseases and building a broader platform that leverages our comparative advantage in the U.S.-India innovation corridor," said Krishna K. Gupta, current Director of Vyome and to be appointed Chairman of the combined company. Venkat Nelabhotla, President & Chief Executive Officer of Vyome, stated, "We are confident in our ability to potentially build significant value with our pipeline of novel local agent drugs for significant unmet needs, supported by a robust patent portfolio, effective drug development strategies, and prudent capital deployment, that can potentially help maximize value." Completion of the merger and the asset sale are subject to certain closing conditions, including, among other things, approval by the stockholders of ReShape, the Securities and Exchange Commission declaring effective ReShape's registration statement registering the shares to be issued in connection to the merger, and the Nasdaq Stock Market's approval of the continued listing of the combined company in connection with the completion of the merger. Maxim Group LLC is serving as financial advisor to ReShape in connection with the transactions and Fox Rothschild LLP is acting as its legal counsel. Chardan is serving as financial advisor to Vyome for the merger and Sichenzia Ross Ference Carmel LLP is acting as its legal counsel. About Vyome Therapeutics Vyome Therapeutics, Inc. is a clinical stage specialty pharmaceutical company working to treat immuno-inflammatory diseases including rare indications of unmet need with next-generation therapeutic solutions. Its portfolio of therapeutic assets are identified and developed to address validated targets with novel formulations for site-targeted applications. Vyome has assembled a world-class team of scientific and business development experts, leveraging its comparative advantage in the Indian innovation corridor; its team has a track record of conducting scientific research recognized in top US journals, developing breakthrough products, and executing on a sustainable commercial strategy Vyome is based in Cambridge, Massachusetts. About BioRad Medisys Biorad Medisys Pvt Ltd® is a rapidly growing med-tech company dedicated to redefining healthcare standards with precision-engineered medical devices backed by rigorous scientific research. The Company operates three business units – Indovasive, Orthovasive and Neurovasive. Indovasive offers consumables and equipment in Urology, Gastroenterology. Orthovasive segment sells complete range of Knee and Hip implants for both Primary and Revision surgeries. It has recently forayed into Neurovascular BU for selling a wide portfolio of products in peripheral vascular, neurovascular and rehabilitation segments. The Company has two manufacturing facilities in India and is currently exporting to 50+ countries. To realize its global expansion strategy, the Company recently acquired a Swiss based company Marflow which specializes in commercialization of products in Urology & Gastroenterology. About ReShape Lifesciences ReShape Lifesciences Inc. (Obalon Therapeurtics, Inc.) is a weight loss and metabolic health-solutions company, offering an integrated portfolio of proven products and services that manage and treat obesity and metabolic disease. ReShape Lifesciences reported a net loss of $11.38 million for the year ended Dec. 31, 2023, compared to a net loss of $46.21 million for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company had $10.66 million in total assets, $4 million in total liabilities, and $6.66 million in total stockholders' equity. Irvine, California-based RSM US LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations and negative cash flows. The Company currently does not generate revenue sufficient to offset operating costs and anticipates such shortfalls to continue. This raises substantial doubt about the Company's ability to continue as a going concern. ROYSTONE ON QUEEN: 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 Roystone on Queen Anne, LLC. About Roystone on Queen Anne Roystone on Queen Anne, LLC owns a newly-constructed residential apartment complex commonly known as the Roystone Apartments located at 5 W Roy Street, Seattle, Wash. The property has an an appraised value of $39,056,543. Roystone on Queen Anne filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 24-11462) on June 12, 2024, listing $39,433,126 in assets and $35,776,259 in liabilities. James H. Wong, manager of Vibrant Cities, LLC, signed the petition. Judge Christopher M Alston oversees the case. Bush Kornfeld, LLP serves as the Debtor's legal counsel. SALT LIFE: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------- The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Salt Life Beverage, LLC and its affiliates, including Delta Apparel, Inc. The committee members are: 1. Finos Textiles De El Salvador SA de CV Attn: Mauricio Cruz Zona Franca Export Salva, KM 24 Carretera Santa Ana, Edif. #10 Norte La Libertad, El Salvador Phone: +503 2304-2300 Email: mcruz@finotex.com 2. Coats Honduras, S.A. Attn: Edgar Bautista Collado Zona Libre Inhdelva, Choloma Departamento de Cortes Republica de Honduras Phone: +504 3260-8589 Email: isolina.rivera@coats.com 3. Parkdale Mills, Inc. Attn: Steve Staley 531 Cotton Blossom Circle Gastonia, NC 28054 Phone: 704-874-5096 Email: sstaley@parkdalemills.com 4. Cougar Inc. Attn: Shuaib Lakhany 2349 Plastics Drive, Suite 100 Gastonia, NC Phone: 704-824-4915 Email: beckie@cougarinc.net 5. Charm-In (HK) Co. Ltd. Attn: Chi Wing Charm Unit C 10 Floor Worldwide Center No. 123 Tun Chau Street Tai Kok Tsui, Kowloon Hong Kong Phone: +852 2790-9222 Email: ryan@charm-in.com.hk 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 Delta Apparel Headquartered in Duluth, Georgia, Delta Apparel, Inc., is a vertically integrated, international apparel company with 6,800 employees worldwide. The Company designs, manufactures, sources, and markets a diverse portfolio of core activewear and lifestyle apparel products under its primary brands of Salt Life, Soffe, and Delta. The Company specializes in selling casual and athletic products through a variety of distribution channels and tiers, including outdoor and sporting goods retailers, independent and specialty stores, better department stores and mid-tier retailers, mass merchants, eRetailers, the U.S. military, and through its business-to business digital platform. Delta Apparel Inc. and six affiliates filed for Chapter 11 protection in Wilmington, Del., on June 30, 2024, with a deal in hand to sell its Salt Life brand. The lead case is In re Salt Life Beverage, LLC (Bankr. D. Del. Lead Case No. 24-11468). Delta Apparel's assets as of June 1, 2024, total $337,801,000 and debt total $244,564,000. The petitions were signed by Mr. Pruban. The Hon. Judge Laurie Selber Silverstein presides over the cases. Lawyers at Polsinelli PC serve as counsel to the Debtors. Tim Pruban at Focus Management Group is serving as the Debtors' chief restructuring officer. MMG Advisors, Inc., serves as investment banker. Epiq is the claims and noticing agent and administrative advisor. SANO RACING: Claims to be Paid From Disposable Income ----------------------------------------------------- Sano Racing Stables, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida a Second Amended Plan of Reorganization dated June 27, 2024. The Debtor 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, Antonio Sano. The Debtor supervises between 15 to 21 employees, including 2 insiders, to assist in training and caring for the horses in its care and relies on its workers to service its clients, continue operations of its business and preserve its going concern value. This Plan proposes to pay Allowed Claims no less than the value of Sano Racing's Projected Net Disposable Income for a period of 36 months. The Plan provides for 4 Classes of creditor claims (including priority, secured, and unsecured) and one Class of Equity interests. Class 3 consists of Allowed General Unsecured Claims. The Reorganized Debtor will make a pro rata distribution in a sum no less than $2,500 every 6 months to holders of timely-filed Allowed Claims or claims that were scheduled by the Debtor as "liquidated, noncontingent, and undisputed" in Class 3. The Reorganized Debtor will pay the aggregate amount of $15,000.00 payable in months 6, 12, 18, 24, 30 and 36 of the Plan term. In addition to the foregoing, the Reorganized Debtor will contribute 50% of every dollar collected from the Retained Causes of Action (after payment of legal fees and costs). For example, if the Debtor recovers $100,000 (after payment of legal fees and costs), Class 3 will receive an additional distribution of $50,000.00. As such, the Debtor estimates that Holders of Allowed Class 3 Claims may receive a distribution of between 3% and 100% subject to resolutions of claims objections, resolution of Retained Causes of Action, and Plan voting. Notwithstanding the foregoing, the claims bar date for governmental entities is September 9, 2024. The ultimate distribution to Class 3 may be materially altered in the event that a government entity timely files a proof of claim. As of the date of filing of this Plan, the total aggregate amount of asserted Class 3 Claims is approximately $1,016,448. Objections to certain claims have been or will be filed contemporaneously herewith. Class 3 is Impaired and entitled to vote. Class 4 consists of Equity Interests of Salvador A. Sano Formica in Sano Racing. On the Effective Date, the Equity Interests will be retained in the same amounts and character as they were held prior to the Petition. Class 4 is deemed to accept and not entitled to vote. The Plan proposes to pay Allowed Claims to be paid under the Plan from Projected Net Disposable Income and recovery of Retained Causes of Action. A full-text copy of the Second Amended Plan dated June 27, 2024 is available at https://urlcurt.com/u?l=IZtluW from PacerMonitor.com at no charge. Attorneys for the Debtor: Jacqueline Calderin, Esq. Agentis PLLC 45 Almeria Avenue Coral Gables, FL 33134 Telephone: (305) 722-2002 Email: jc@agentislaw.com About Sano Racing Stables 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. SINGING MACHINE: Increases At-the-Market Offering to $2.02 Million ------------------------------------------------------------------ The Singing Machine Company, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company entered into the First Amendment to the Sales Agreement At-the-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC to increase the number of shares to be sold in the ATM Offering to $2,020,000. As previously reported, on June 26, 2024, the Company entered into the Sales Agreement with Ascendiant Capital, as sales agent, to sell shares of its common stock, par value $0.01 per share, having an aggregate offering price of up to $1,080,000 from time to time, through an "at the market offering" as defined in Rule 415 under the Securities Act of 1933, as amended. On June 27, the Company filed a prospectus supplement with the Securities and Exchange Commission relating to the offer and sale of up to $1,080,000 of Common Stock in the ATM Offering. The Company will file a supplement to the Prospectus Supplement with the SEC to increase the amount of Common Stock that may be offered and sold in the ATM Offering under the Sales Agreement to up to $2,020,000 in the aggregate. About The Singing Machine Company Headquartered in Fort Lauderdale, FL, The Singing Machine Company -- http://www.singingmachine.com/-- is primarily engaged in the development, marketing, and sale of consumer karaoke audio equipment, accessories, and musical recordings. The Company primarily specializes in the design and production of karaoke and music enabled consumer products for adults and children. Its mission is to "create joy through music." As of December 31, 2023, the Company had $27,715,000 in total assets, $20,137,000 in total liabilities, and $7,578,000 in total stockholders' equity. Philadelphia, Pennsylvania-based Marcum LLP, the Company's auditor since 2023, 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. SOLIGENIX INC: Executes Warrant Inducement Deal for Share Purchase ------------------------------------------------------------------ Soligenix, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that on July 9, 2024, the Company entered into a warrant inducement agreement with certain holders of the Company's existing Warrant to Purchase Shares of Common Stock to purchase shares of common stock, par value $0.001 per share (the "Common Stock"), of the Company. Pursuant to the Inducement Agreement, the Holders agreed to exercise for cash their Existing Warrants to purchase up to 703,125 shares of Common Stock at an exercise price of $6.00 per share during the period from the date of the Inducement Agreement until 1:30 p.m., Eastern Time, on July 9, 2024. The aggregate gross proceeds to be received by the Company will depend on the number of Existing Warrants actually exercised by the Holders. If all of the Existing Warrants are exercised in connection with the Inducement Agreement, the Company would anticipate receiving aggregate gross proceeds of up to approximately $4,218,750 from the exercise of the Existing Warrants before deducting financial advisory fees and other expenses payable by us. There is, however, no guarantee that all of the Existing Warrants will be exercised by the Holder in accordance with the Inducement Agreement. In consideration of the Holder's agreement to exercise the Existing Warrants in accordance with the Inducement Agreement, the Company agreed to issue new unregistered Warrant to Purchase Shares of Common Stock to purchase a number of shares of Common Stock equal to 150% of the number of shares of Common Stock issued upon exercise of the Existing Warrants. The New Warrants will be immediately exercisable and have a term of exercise of five years. The Company agreed in the Inducement Agreement to file a registration statement on Form S-1 to register the resale of the New Warrant Shares upon exercise of the New Warrants (the "Resale Registration Statement") by July 25, 2024, and to use commercially reasonable efforts to have such Resale Registration Statement declared effective by the Securities and Exchange Commission within ninety (90) days following the date of filing the Resale Registration Statement and to keep the Resale Registration Statement effective at all times until no holder of the New Warrants owns any New Warrants or New Warrant Shares. In the event that the Company fails to timely deliver to the Holder the New Warrant Shares without restrictive legends, the Company has agreed to pay certain liquidated damages to the Holder. The Company expects to use the net proceeds from these transactions for the continued clinical development of its product candidates and for working capital, and other general corporate purposes. The New Warrants will have an exercise price of $6.00 per share. The exercise price and the number of shares of Common Stock issuable upon exercise of each New Warrant are subject to appropriate adjustments in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the Common Stock. In addition, in certain circumstances, upon a fundamental transaction, a holder of New Warrants will be entitled to receive, upon exercise of the New Warrants, the kind and amount of securities, cash or other property that such holder would have received had they exercised the New Warrants immediately prior to the fundamental transaction. The Company may not affect the exercise of New Warrants, and the applicable Holder will not be entitled to exercise any portion of any such New Warrant, which, upon giving effect to such exercise, would cause the aggregate number of shares of Common Stock beneficially owned by the holder of such New Warrant (together with its affiliates) to exceed 4.99% or 9.99%, as applicable, of the number of shares of Common Stock outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of such New Warrants. The Company engaged A.G.P./Alliance Global Partners to provide exclusive financial services in connection with the transactions summarized above and, pursuant to a Financial Advisory Agreement between the Company and A.G.P., have agreed to pay A.G.P. a financial advisory fee equal to 6.0% of the aggregate gross proceeds received from the Holder's exercise of their Existing Warrants. In addition, we have also agreed to reimburse A.G.P. for its accountable legal expenses in connection with the exercise of the Existing Warrants and the issuance of the New Warrants of up to $40,000. We expect to use the net proceeds from these transactions for general corporate purposes. About Soligenix Headquartered in Princeton, N.J., Soligenix, Inc. -- http://www.soligenix.com-- is a late-stage biopharmaceutical company focused on developing and commercializing products to treat rare diseases where there is an unmet medical need. The Company maintains two active business segments: Specialized BioTherapeutics and Public Health Solutions. Tampa, Florida-based Cherry Bekaert LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 15, 2024, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. SOUTHERN BELL: Gets OK to Sell Hastings Property for $2.1-Mil. -------------------------------------------------------------- Southern Bell Heartland, LLC got the green light from a U.S. bankruptcy judge to sell its real property located at 109 North Burlington Avenue, Hastings, Neb. Judge Brian Kruse of the U.S. Bankruptcy Court for the District of Nebraska approved the sale of the property to Klint and Ashley Andreas for $2.1 million. The property is being sold "free and clear" of liens, claims, interests, and encumbrances, according to court filings. The proceeds from the sale will be used to first reduce the claims of secured creditors. Five Points Bank, Peaceful Root, LLC and Ott Concrete Construction, LLC hold secured claims of $2.5 million, $92,803 and $95,532, respectively. About Southern Bell Heartland Southern Bell Heartland, LLC, a company in Hastings, Neb., filed Chapter 11 petition (Bankr. D. Neb. Case No. 23-40990) on Oct. 17, 2023, with up to $10 million in both assets and liabilities. Tracy Bell, member and owner, signed the petition. Judge Brian S. Kruse oversees the cases. Patrick R. Turner, Esq., at Turner Legal Group, LLC serves as the Debtor's bankruptcy counsel. SOUTHWESTERN MATTRESS: Taps HMP Advisory as Financial Advisor ------------------------------------------------------------- Southwestern Mattress Sales, Inc., d/b/a Factory Mattress seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire HMP Advisory Holdings LLC dba Harney Partners as its financial advisors. The firm will render theses services: a. review and understand Debtor's current financial statements, including balance sheet, statement of operations and cash flow, and the Debtor's forecast for ongoing operations; b. understand Company organization (personnel); related entities; critical customers, leases, suppliers and other relationships; c. analyze and enhance a store level '4 Wall Analysis' showing store level operations, contribution margin, lease obligations and related factors such as guarantees on the leases; d. identify Company's creditors, amount of debt obligations, timing of principal and interest payment requirements, and related collateral; e. develop 13-week cash flow forecasting model to aid Debtor in managing its cash position and forecasting liquidity needs on a weekly basis; f. assist the Debtor and its counsel with general matters related to a restructuring and chapter 11 proceeding, including but not limited to case strategy development, data gathering, and financial analysis as needed; g. assist the Debtor with preparation of any bankruptcy required reporting, including Monthly Operating Reports (MOR); h. assist the Debtor to develop and maintain thirteen-week cash forecasts and any budget-toactual reporting or other reporting as may be required by debtor-in-possession financing; i. support the development of the Plan of Reorganization development, including financial projections, liquidation analysis, claims analysis and reconciliation, and other analysis, as needed; and j. provide other services as may be agreed upon between HP and Debtor. The firm will be paid at these rates: President / EVP $600 to $700 / hour Managing Director $500 to $600 / hour Sr. Manager / Director $400 to $500 / hour Manager $350 to $450 / hour Sr. Consultant $275 to $400 / hour Support Staff $180 to $300 / hour Harney Partners received a $20,000 retainer. Harney Partners is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code, and neither represents nor holds an interest materially adverse to the interests of the Debtor, or its estate with respect to the matters on which Harney Partners is to be employed, according to court filings. The firm can be reached through: William Patterson HMP Advisory Holdings LLC dba Harney Partners Westech 360 8911 North Capital of Texas Highway, Suite 2120 Austin, TX 78759 Phone: (512) 633-3696 Email: bpatterson@harneypartners.com About Southwest Mattress Sales, Inc. Southwest Mattress Sales, Inc. is a retailer of mattresses based in Austin, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-10652) on June 7, 2024. In the petition signed by Stephen Frey, president, the Debtor disclosed up to $10 million in both assets and liabilities. Jason Binford, Esq., at ROSS, SMITH & BINFORD, PC, represents the Debtor as legal counsel. SOVEREIGN TAP: Case Summary & Nine Unsecured Creditors ------------------------------------------------------ Debtor: Sovereign Tap, LLC 24205 Lockport St. Plainfield, IL 60544 Business Description: The Debtor owns and operates a restaurant serving food, a first-class craft beer program, and handcrafted cocktails. Chapter 11 Petition Date: July 10, 2024 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 24-10013 Judge: Hon. Jacqueline P Cox Debtor's Counsel: Timothy C. Culbertson, Esq. LAW OFFICE OF TIMOTHY C. CULBERTSON P.O. Box 56020 Chicago, IL 60656 Tel: (748) 913-5945 Email: tcculb@gmail.com Total Assets: $182,033 Totla Liabilities: $1,239,797 The petition was signed by Rafael Gomez as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's nine unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XDF25CA/Sovereign_Tap_LLC__ilnbke-24-10013__0001.0.pdf?mcid=tGE4TAMA SWAN LAKE FARM: Farming Income to Fund Plan Payments ---------------------------------------------------- Swan Lake Farm Partnership filed with the U.S. Bankruptcy Court for the Northern District of Mississippi a Subchapter V Plan of Reorganization dated June 27, 2024. The Debtor is a farm partnership and has been engaged in the farming of soybeans, cotton and wheat for a number of years. While the Debtor has experienced a largely successful farming operation over the years, it ran into some difficulties as a result of the 2022 crop, and financial arrangements which were not fully able to adjust to the crop issues that occurred for crop year 2022. Moreover, the 2023 crop was "short" - that is, crop proceeds as a result of the drought were not what has been typically experienced by the Debtor for that crop year and there were not sufficient funds to pay, in full, creditors who had provided inputs into the 2023 crop. In addition, market prices for the commodities which the Debtor held from the 2023 crop in storage crashed during the earlier part of this year, leaving the Debtor with crops that were worth far less than they were in 2023, even though that crop year was short. The corn Debtor has in storage lost significant value as a result of the steep drops in price. The Debtor "shopped" its enterprise for takeout financing in the early part of 2024, but that was not forthcoming. And, facing a threatened foreclosure, the Debtor elected to restructure its debt around its 2024 crop, and its future as a farming enterprise. Class 6 consists of General, Unsecured Creditors. General, Unsecured Creditors will receive the Debtor's projected disposable income over the life of the Plan. However, as pointed out in the feasibility of the Plan section, the Debtor proposes to true up its actual disposable income at the end of crops years 2024, 2025 and 2026, which are years one, two and three of the Plan. While Subchapter V may not expressly approve, or disapprove, of a true up, it clearly makes sense in the case of farm debtors because there are so many factors that are out of the control of farmers, including, of course, the weather. The Debtor believes that a true up is the best situation to, address these contingencies and uncertainties, by providing for the actual performance of the Debtor each crop year, rather than guessing at the projected disposable income, and then having to adjust it one way or the other if disaster strikes or if a bonus situation occurs. And, the Creditors are treated more equitably under a true up than a projected disposable income "fixed" amount. The Debtor's Plan will be implemented pursuant to the Plan and the order confirming it. The means for execution of the Plan will be derived from its farming income. A full-text copy of the Subchapter V Plan dated June 27, 2024 is available at https://urlcurt.com/u?l=JnSp9g from PacerMonitor.com at no charge. Counsel to the Debtor: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: (601) 427-0048 Email: cmgeno@cmgenolaw.com About Swan Lake Farm Partnership Swan Lake Farm Partnership is a farm partnership and has been engaged in the farming of soybeans, cotton and wheat for a number of years. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 24-10931) on March 29, 2024, with $1 million to $10 million in both assets and liabilities. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC represents the Debtor as bankruptcy counsel. T-REX SPORTS: Case Summary & 18 Unsecured Creditors --------------------------------------------------- Debtor: T-Rex Sports, LLC 1623 Woodfield Drive Bethlehem, PA 18015-5554 Business Description: T-Rex retails raw baseball cards, basketball cards, football cards, tennis cards, misc. sports cards, Star Wars cards, Marvel cards, and non-sports cards. The Company also offers sealed waxes and graded cards. Chapter 11 Petition Date: July 12, 2024 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 24-12402 Judge: Hon. Patricia M Mayer Debtor's Counsel: Frank S. Marinas, Esq. MASCHMEYER MARINAS P.C. 629A Swedesford Road Swedesford Corporate Center Malvern, PA 19355 Tel: (610) 296-3325 Email: Fmarinas@msn.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Clyde Parsons as CEO. A copy of the Debtor's list of 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/F2GWBUY/T-Rex_Sports_LLC__paebke-24-12402__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FTLG6XY/T-Rex_Sports_LLC__paebke-24-12402__0001.0.pdf?mcid=tGE4TAMA TRAVELING BY GRACE: Amends Several Secured Claims Pay ----------------------------------------------------- Traveling By Grace, LLC, submitted an Amended Plan of Reorganization dated June 27, 2024. This Plan proposes to pay creditors from future income by continuing operations and reorganizing its current debts. The Debtor filed this case on February 2, 2024, to seek protection from aggressive collection efforts by creditors that, if continued, would be to the detriment of other creditors by crippling business operations. Debtor proposes to pay allowed unsecured based on the liquidation analysis and cash available. The Debtor anticipates having enough business and cash available to fund the plan and pay the creditors pursuant to the proposed plan. It is anticipated that after confirmation, the Debtor will continue in business. Based upon the projections, the Debtor believes it can service the debt to the creditors. The Debtor will continue operating its business. The Debtor's Plan will break the existing claims into seven classes of Claimants. These claimants will receive cash repayments over a period of time beginning on the Effective Date. While Debtor's Plan proposes to pay claims not to exceed 5 years, nothing prevents Debtor from prepaying its claims. Class 2 Claimant Priority Tax Claims. Allowed Priority Claims are for estimated tax returns. The following class contains Debtor's estimated tax priority claim for pre-petition estimated amounts and the proposed treatment under the Plan: Class 2-1 City of Houston pertains to the allowed secured claim of TRAVELING BY GRACE, LLC filed at Claim No. 1. The TRAVELING BY GRACE, LLC claim is for estimated taxes due for the 2024 tax year. The estimated 2024 taxes will be paid in the ordinary course, as billed under Texas law, before they come due in 2025. If the Reorganized Debtor fails to pay the 2024 taxes prior to delinquency under Texas law, it shall be considered a default of this Plan. In the event the Reorganized Debtor sells, conveys or transfers any of the properties which are the collateral of the TRAVELING BY GRACE, LLC claim or post confirmation tax debt, the Reorganized Debtor shall remit such sales proceeds first to TRAVELING BY GRACE, LLC to be applied to the TRAVELING BY GRACE, LLC tax debt incident to any such property/tax account sold, conveyed or transferred and such proceeds shall be disbursed by the closing agent at the time of closing to TRAVELING BY GRACE, LLC prior to any disbursement of the sale proceeds to any other person or entity. Class 2-2 HOUSTON COMMUNITY COLLEGE SYSTEM pertains to the allowed secured claim of TRAVELING BY GRACE, LLC filed at Claim No. 2. The TRAVELING BY GRACE, LLC claim is for estimated taxes due for the 2024 tax year. The estimated 2024 taxes will be paid in the ordinary course, as billed under Texas law, before they come due in 2025. If the Reorganized Debtor fails to pay the 2024 taxes prior to delinquency under Texas law, it shall be considered a default of this Plan. In the event the Reorganized Debtor sells, conveys or transfers any of the properties which are the collateral of the TRAVELING BY GRACE, LLC claim or post confirmation tax debt, the Reorganized Debtor shall remit such sales proceeds first to TRAVELING BY GRACE, LLC to be applied to the TRAVELING BY GRACE, LLC tax debt incident to any such property/tax account sold, conveyed or transferred and such proceeds shall be disbursed by the closing agent at the time of closing to TRAVELING BY GRACE, LLC prior to any disbursement of the sale proceeds to any other person or entity. Class 4-1 West One is secured by a note on a 2019 Freightliner Cascadia/VIN: 3akjhhdrxkskr3649, a 2014 Freightliner Cascadia/VIN: 1fujgld58elfz3311, a 2004 Freightliner Columbia and a 1984 Cadillac Seville with a total value of $119,000.00. The claim amount according to Debtor's last statement from West One is $164,720.30 and is listed in Debtor's schedules and statements as undisputed, liquidated and non-contingent ("West One Claim"). West One is currently in possession of the 2004 Freightliner Columbia, of which Debtor is seeking turnover. West One has made a timely and proper election under Section 1111(b) to have the West One Claim Amount treated as secured and paid in full over the life of the Plan. The West One Claim will be treated as a secured claim pursuant to 1111(b). The West One Claim to be treated under the Plan shall be in the amount of $164,720.30 and shall be paid as follows: Debtor shall pay the past-due amount of $6,000 in adequate protection by July 10, 2024. The remaining portion of the West One Claim shall be paid in monthly installments of $2,800 per month, without interest, until such West One Claim is paid in full. The first monthly payment on the West One Claim will be due and payable 30 days after the effective date, unless this date falls on a weekend or federal holiday, in which case the payment will be due on the next business day. The Amended Plan does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 5 consists of Allowed Impaired Unsecured Claims. All allowed unsecured creditors shall receive a pro rata distribution at zero percent per annum over the next 5 years beginning not later than the 15th day of the first full calendar month following 30 days after the effective date of the plan and continuing every year thereafter for the additional 4 years remaining on this date. Debtor shall commence disbursements to the Class 5 claims beginning the second year of the plan through the fifth year after the effective date of confirmation. -- The Debtor will distribute up to $45,000.00 to the general allowed unsecured creditor pool over the 5-year term of the plan. The Debtor can make monthly, quarterly or yearly payments as to the Class 5 Claimants. The Debtor's General Allowed Unsecured Claimants will receive 100% of their allowed claims under this plan. Any creditors listed in the schedules of Traveling By Grace, LLC as disputed and did not file a claim will not receive distributions under this plan. The allowed unsecured claims total $44,928.07. * Class 7 consists of Equity Interest Holders (Current Owner). The current owner will receive no payments under the Plan; however, they will be allowed to retain their ownership in the Debtor. Claimants are not impaired under the Plan. The Debtor anticipates the continued operations of the business to fund the Plan. A full-text copy of the Amended Plan dated June 27, 2024 is available at https://urlcurt.com/u?l=3uNi8v from PacerMonitor.com at no charge. Counsel to the Debtor: Vicky M. Fealy, Esq. FEALY LAW FIRM, PC 1235 North Loop W Ste 1005 Houston, TX 77008 Tel: (713) 526-5220 Fax: (713) 526-5227 Email: vfealy@fealylawfirm.com About Traveling By Grace Traveling By Grace, LLC, operates a trucking company. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Case No. 24-30432) on Feb. 2, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Judge Jeffrey P. Norman oversees the case. Vicky M. Fealy, Esq., at Fealy Law Firm, PC, is the Debtor's bankruptcy counsel. TWO JACKS: Farming Income to Fund Plan Payments ----------------------------------------------- Two Jacks Farms Partnership filed with the U.S. Bankruptcy Court for the Northern District of Mississippi a Subchapter V Plan of Reorganization dated June 27, 2024. The Debtor is a farm partnership and has been engaged in the farming of soybeans, cotton and wheat for a number of years. While the Debtor has experienced a largely successful farming operation over the years, it ran into some difficulties as a result of the 2022 crop, and financial arrangements which were not fully able to adjust to the crop issues that occurred for crop year 2022. Moreover, the 2023 crop was "short" - that is, crop proceeds as a result of the drought were not what has been typically experienced by the Debtor for that crop year and there were not sufficient funds to pay, in full, creditors who had provided inputs into the 2023 crop. In addition, market prices for the commodities which the Debtor held from the 2023 crop in storage crashed during the earlier part of this year, leaving the Debtor with crops that were worth far less than they were in 2023, even though that crop year was short. The corn Debtor has in storage lost significant value as a result of the steep drops in price. The Debtor "shopped" its enterprise for takeout financing in the early part of 2024, but that was not forthcoming. And, facing a threatened foreclosure, the Debtor elected to restructure its debt around its 2024 crop, and its future as a farming enterprise. Class 7 consists of General, Unsecured Creditors. General, Unsecured Creditors will receive the Debtor's projected disposable income over the life of the Plan. However, as pointed out in the feasibility of the Plan section, the Debtor proposes to true up its actual disposable income at the end of crops years 2024, 2025 and 2026, which are years one, two and three of the Plan. While Subchapter V may not expressly approve, or disapprove, of a true up, it clearly makes sense in the case of farm debtors because there are so many factors that are out of the control of farmers, including, of course, the weather. The Debtor believes that a true up is the best situation to address these contingencies and uncertainties, by providing for the actual performance of the Debtor each crop year, rather than guessing at the projected disposable income, and then having to adjust it one way or the other if disaster strikes or if a bonus situation occurs. And, the Creditors are treated more equitably under a true up than a projected disposable income "fixed" amount. The Debtor's equity security holders will maintain their ownership of the Debtor. The Debtor's Plan will be implemented pursuant to the Plan and the order confirming it. The means for execution of the Plan will be derived from its farming income. A full-text copy of the Subchapter V Plan dated June 27, 2024 is available at https://urlcurt.com/u?l=PNz9dN from PacerMonitor.com at no charge. Counsel to the Debtor: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Telephone: (601) 427-0048 Email: cmgeno@cmgenolaw.com About Two Jacks Farms Partnership Two Jacks Farms Partnership is a farm partnership and has been engaged in the farming of soybeans, cotton and wheat for a number of years. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 24-10932) on March 29, 2024, with $1 million to $10 million in both assets and liabilities. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC represents the Debtor as bankruptcy counsel. ULTIMATE JETCHARTERS: Unsecureds Will Get 12% to 17% in Plan ------------------------------------------------------------ Ultimate Jetcharters, LLC ("UJC") and Ultimate Jet, LLC ("UJ") filed with the U.S. Bankruptcy Court for the Northern District of Ohio a Joint and Consolidated Disclosure Statement to accompany Plan of Reorganization dated June 30, 2024. UJC is a limited liability company organized pursuant to the laws of the State of Ohio and is a charter airline authorized by the Federal Aviation Administration to provide private jet charters and corporate travel for up to thirty passengers and provides services to business travelers, casino visitors and sports teams throughout the United States. UJC was originally incorporated in 2003 by John Gordon as a corporation under Ohio law and was subsequently converted to a limited liability company in 2010. UJC was owned by UJ which was itself owned by Wooster Ohio Investments, LLC, entities formed by Mr. Gordon. These Chapter 11 cases were filed to compel the turnover of UJC's assets from the Receiver, allow current management to maintain operational control, and obtain the turnover of $829,662.36 interplead with the Summit County Court of Common Pleas to allow the Debtors to continue in business as a going concern in order to allow for the successful reorganization of the Debtors business. Effective on and after the Effective Date, (i) all assets and liabilities of the Debtors and their respective bankruptcy estates shall be deemed merged, (ii) no distribution shall be made under the Plan on account of inter-company claims among or between the Debtors; and (iii) each and every claim that is deemed filed under section 1111(a) of the Bankruptcy Code or that has been or hereafter filed under section 501 of the Bankruptcy Code in the Debtors' Cases shall be deemed filed against, and (to the extent allowed under 502(a) of the Bankruptcy Code or, if such claim is disputed, to the extent allowed by order of the Court) shall be payable from and after the Effective Date as provided in the Plan from, the consolidated bankruptcy estate. Class 3 consists of General Unsecured Claims. Class 3 is impaired by the Plan. Each holder of an Allowed Class 3 General Unsecured Claim shall be paid from the Contribution, not later than 30 days after the Effective Date of the Plan (the "Distribution Date"), a distribution in respect of its Allowed Class 3 General Unsecured Claim that is equal to not less than 12% and not more than 17% of the dollar amount of its respective Allowed Class 3 General Unsecured Claim (each, a "GU Distribution" and, collectively, the "GU Distributions"). To the extent the aggregate amount of the Allowed Class 3 General Unsecured Claims decreases prior to the Distribution Date as a result of partial or complete disallowance of any Unsecured Disputed Claims in Class 3, such decrease shall increase the percentage of the GU Distributions to holders of Allowed Class 3 General Unsecured Claims, up to a maximum of 17% of those holders' respective Allowed Class 3 General Unsecured Claims. To the extent the GU Distributions to be made to the holders of Allowed Class 3 General Unsecured Claims on the Distribution Date would exceed 17% of each holder's respective Allowed Class 3 General Unsecured Claim, Nations shall be entitled to a refund of that portion of the Contribution necessary to limit the GU Distribution to each holder of an Allowed Class 3 General Unsecured Claim to 17% of its respective Allowed Class 3 General Unsecured Claim. In addition, and without limiting or otherwise affecting the GU Distributions to be paid from the Contribution, each holder of an Allowed Class 3 General Unsecured Claim shall be paid a pro rata distribution of proceeds and recoveries derived from Avoidance and Recovery Actions (after first deducting therefrom any legal expenses incurred to initiate and prosecute such Avoidance and Recovery Actions and to collect any such proceeds and recoveries), if any, except for Avoidance and Recovery Actions against the Excluded Persons or (so long as the Court approves the NFS Settlement) against NFS Leasing, Inc. Class 4 consists of Interest Holders. Class 4 is unimpaired by the Plan. The holder of Interests shall continue their equity ownership under the Plan; such holders of Interest shall not receive any distributions from the Debtors or Reorganized Debtors on account of such Interests until the Contribution is paid and distributed to the holders of Class 3 General Unsecured Claims. On the Effective Date, automatically and without further action, all assets of the Debtors, other than the Creditor Fund assets, shall vest automatically in the Reorganized Debtor. To fund payments on allowed Priority Tax Claims, the Debtor shall make distributions from operating revenue in regular monthly installments commencing on the Effective Date over a period ending not later than 5 years after the Petition Date until paid in full. In addition, the Debtors may still object to certain tax claims under the Plan. In order to fund a distribution to holders of Allowed Class 3 General Unsecured Claims under the Plan, and in consideration for retaining its Class 4 Interests, Nations shall contribute a "new value contribution." Accordingly, the Effective Date is conditioned upon Nations delivering (and the Effective Date shall not occur until and unless Nations delivers) to the Debtors a sum of money equal to 12% of the aggregate dollar amount of all Allowed Class 3 General Unsecured Claims, (the "Contribution"). The Contribution shall be $547,896.50. The Contribution shall be used solely and exclusively to pay holders of Allowed Class 3 General Unsecured Claims under the Plan. The Contribution shall be held by the Debtors in a segregated account that the Debtors shall identify to the Court, the Committee, Nations, and the office of United States Trustee and shall not be subject to any party in interest's security interest, lien or encumbrance. Any reduction in the aggregate amount of the Allowed Class 3 General Unsecured Claims as set forth in Exhibit C to the Disclosure Statement shall not reduce the dollar amount of the Contribution. To the extent the aggregate amount of the Allowed Class 3 General Unsecured Claims decreases prior to the Distribution Date as a result of partial or complete disallowance of any Unsecured Disputed Claims, such decrease shall increase the percentage of the distribution to holders of Allowed Class 3 General Unsecured Claims, up to a maximum of 17%. To the extent that the distribution from the Contribution to holders of Allowed Class 3 General Unsecured Claims would exceed 17% of their respective Allowed Class 3 General Unsecured Claims, Nations shall be entitled to a refund of that portion of the Contribution necessary to limit the distribution from the Contribution to each holder of an Allowed Class 3 General Unsecured Claim to 17% of each holder's Allowed Class 3 General Unsecured Claim. A full-text copy of the Joint and Consolidated Disclosure Statement dated June 30, 2024 is available at https://urlcurt.com/u?l=0oWBR8 from PacerMonitor.com at no charge. The Debtors' Counsel: Peter Tsarnas, Esq. GERTZ AND ROSEN, LTD. 159 S. Main Street, Suite 400 Akron, OH 44308 Tel:(330) 255-0735 E-mail: ptsarnas@gertzrosen.com About Ultimate Jetcharters Ultimate Jetcharters, LLC, is a private aviation company in North Canton, Ohio. Ultimate Jetcharters sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 23-51404) on Oct. 10, 2023. In the petition signed by its chief financial officer William S. Rudner, the Debtor disclosed $500,000 to $1 million in assets and $10 million to $50 million in liabilities. Judge Alan M. Koschik oversees the case. Peter Tsarnas, Esq., at Gertsz and Rosen, Ltd., is the Debtor's legal counsel. VAULT LLC: Voluntary Chapter 11 Case Summary -------------------------------------------- Debtor: Vault, LLC 6114 La Salle Avenue #205 Oakland, CA 94611 Chapter 11 Petition Date: July 14, 2024 Court: United States Bankruptcy Court Northern District of California Case No.: 24-41030 Debtor's Counsel: Marc Voisenat, Esq. LAW OFFICE OF MARC VOISENAT 2329 A Eagle Avenue Alameda, CA 94501 Tel: 510-263-8755 Fax: 510-272-9158 Email: voisenat@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rene Boisvert as managing member. The Debtor indicated in the petition it has no unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YAF2J6Y/Vault_LLC__canbke-24-41030__0001.0.pdf?mcid=tGE4TAMA WATCHMEN SECURITY: Amends Unsecured & Several Secured Claims Pay ---------------------------------------------------------------- Watchmen Security LLC submitted an Amended Small Business Chapter 11 Plan dated June 28, 2024. Watchmen has continued to pursue new business and obtained commitments for future contracts. Austin and Joi Smith have refocused on reducing expenses including relocating the business to a smaller premises. The length of the Plan is 3 years from the Effective Date of the Plan. Class 3 consists of the secured claims of The Freedom Bank of Virginia. Freedom Bank shall have an Allowed Secured Claim of $250,000.00. as of the Effective Date. The Allowed Secured Claim shall be collateralized by the Debtor's Assets. The Allowed Secured Claim of Freedom Bank shall be payable at 8.5% over 60 months, with payments of $5,130.00 on the first day of the month commencing in the first full month following entry of a Confirmation Order. Immediately following entry of the Confirmation Order, Onewatch, LLC and Onewatch Solutions, LLC will enter into a forbearance agreement with Freedom Bank which will provide that in exchange for Freedom Bank's agreement to forbear from exercising any of its rights in connection with claims against Onewatch, LLC and Onewatch Solutions, LLC. Such entities will each execute a Corporate Guaranty and Security Agreement, guarantying payment of Freedom Bank's secured claim. Any adequate protection payments received by Freedom Bank through the entry of the Confirmation Order and the $2,500 deposit currently held by Freedom Bank in connection with the Debtor's prepetition application for a line of credit shall be retained by Freedom Bank in addition to any payment it is entitled to receive under the Plan, to be applied to the Debtor's outstanding obligations at Freedom Bank's discretion. The Debtor will not receive a discharge of its obligations to Freedom Bank until completion of all Plan payments. Class 4 consists of the secured claim of U.S. Small Business Administration ("SBA"). The Debtor values the collateral at $250,000.00 which is encumbered in its entirety by the Allowed Secured Claim of Freedom Bank. SBA shall have an Allowed Secured Claim of $0.00. SBA shall have a deficiency claim in the amount of its Allowed Claim as an Allowed Unsecured Claim payable as a general unsecured claim. Class 5 consists of the secured claim of U.S. Bank National Association. U.S. Bank shall have an Allowed Secured Claim of $68,039.52 as of the Effective Date. The Allowed Secured Claim shall be collateralized by the Vehicle. The underlying documents of U.S. Bank supporting the Allowed Secured Claim shall be incorporated herein except as specifically modified by the Plan. The Allowed Secured Claim of U.S. Bank shall be payable at 5.14% over 60 months, with payments of $1,288.00 on the first day of the month commencing in the first full month following entry of a Confirmation Order. Class 7 consists of General Unsecured Claims. General Unsecured Claims shall include any Asserted Secured Creditors' deficiency claims in the amount of their respective Allowed Claims as an Allowed Unsecured Claims. The General Unsecured Claims shall receive an annual pro rata distribution of the disposable income of the Debtor commencing on or before February 15, 2025, for calendar year 2024 and continuing of February 15, of 2026 and 2027 for the prior calendar year for a 3-year term. The debtor shall be entitled to retain an operating capital reserve before calculating the disposable income to be distribute under his Plan. Class 8 consists of Equity Holders. Austin Smith and Joi Smith shall remain the sole shareholders. The source of funds used in this Plan for payments to creditors shall be the from the business operations of Watchmen. Austin and Joi have an interest, with a third party investor, in OneWatch Solutions, LLC ("OWS"), a separate entity. OWS focuses on patrol security and surveillance only. Watchmen and OWS have complementary scopes of business. For purposes of this plan, the cashflow of OWS shall be a source of funding of the Plan. Projections for Watchmen and OWS reflect the one time contracts expiring in May 2024. The projections after May 2024, are premised on in-house contracts. The Debtor and OWS will solicit and bid for additional one time contracts, but have taken a conservative approach to not anticipate that revenue and expense. A full-text copy of the Amended Plan dated June 28, 2024 is available at https://urlcurt.com/u?l=PWzUWn from PacerMonitor.com at no charge. Attorneys for the Debtor: Jeffrey M. Hester, Esq. HESTER BAKER KREBS LLC One Indiana Sq. Suite 1330 Indianapolis IN 46204 Telephone: (317) 833-3030 Email: jhester@hnkfirm.com About Watchmen Security Watchmen Security, LLC, is a commercial security, and surveillance company in Indianapolis, Ind. It specializes in physical security, camera installation, surveillance and low voltage security. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-00087) on Jan. 9, 2024, with up to $50,000 in assets and $1 million to $10 million in liabilities. Austin Smith, chief executive officer, signed the petition. Judge James M. Carr oversees the case. David Krebs, Esq., at Hester Baker Krebs, LLC represents the Debtor as legal counsel. WC 56 EAST: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------ WC 56 East Avenue, LLC filed with the U.S. Bankruptcy Court for the Western District of Texas a Disclosure Statement for Plan of Reorganization dated June 30, 2024. The Debtor owns 56 East Avenue, a 1.12-acre parcel (the "Property") located in the Rainey Street District in downtown Austin. The Debtor acquired the Property in February 2015. The Property is particularly unique and valuable given that it possesses entitlements, and is zoned as of right, for a 15:1 FAR development with no height restriction, enabling an over 700,000 square foot high rise to be built on the site. Based on comparable sales, this property is valued in excess of $48 million. The debt owed to the Successor Lender is approximately $28,500,000.00. The property improvements currently consist of an over 18,000 square foot single vacant building. The primary asset of the Debtor is the land located at 56 East Avenue, Austin, TX 78701, which Debtor estimates to be worth $48,000,000. The Debtor estimates the lender's current debt on the Property as of the date of the filing of the bankruptcy as approximately $28,500,000.00. The other secured debts against the property include approximately $1,250,000.00 in tax loans to a tax lender and approximately $1,200,000.00 in ad valorem property taxes to Travis County to which the Debtor agreed, and $665,998.98 in ad valorem taxes which the Debtor believes are disallowed by law. In the Debtor's estimation, the secured lenders are oversecured, and therefore, interest and fees are accruing on the Debts pursuant to the Bankruptcy Code, the contracts with the Lender and the tax lender, and the Texas Tax Code with respect to Travis County. Class 4 consists of Allowed Unsecured Claims. Each holder of an Allowed Unsecured Claim shall receive payment in full of the allowed amount of each holder's claim, to be paid within 30 days of the Confirmation Date. This Class will receive a distribution of 100% of their allowed claims. This Class is impaired. Allowed Unsecured Creditors in Class 4 include (a) City of Austin, in the amount of $803.38; (b) Empire Roofing Companies, Inc., in the amount of $555.87; (c) Spectrum Business, in the amount of $95.02; and (d) Texas Gas Service, in the amount of $69.21. Class 5 consists of Equity Interest Holders. Each holder of an Equity Interest shall retain such interests but shall not receive any distribution on account of such interests until Class 1 (Lender's Allowed Secured Claim), Class 2 (Tax Lender Allowed Secured Claim), Class 3 (Travis County's Allowed Secured Claim) and Class 4 (Allowed Unsecured Claims) are paid in full. All Cash necessary for the Reorganized Debtor to make payments pursuant to the Plan shall be obtained from proceeds of sale, proceeds of a refinance or rental receipts. A full-text copy of the Disclosure Statement dated June 30, 2024 is available at https://urlcurt.com/u?l=JoFtDt from PacerMonitor.com at no charge. Attorney for the Debtor: Mary Elizabeth Heard, Esq. Grable Martin PLLC 7700 Broadway St, Ste 104 PMB 308 San Antonio, TX 78209 Tel: (210) 572-4925 Email: meheard@grablemartin.com About WC 56 East Avenue WC 56 East Avenue, LLC in Austin TX, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Tex. Case No. 24-10364) on April 1, 2024, listing $50 million to $100 million in assets and $10 million to $50 million in liabilities. Natin Paul as authorized signatory, signed the petition. Judge Christopher G. Bradley oversees the case. HAYWARD PLLC serves as the Debtor's legal counsel. WC 5TH AND WALLER: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------------- WC 5th and Waller, LLC filed with the U.S. Bankruptcy Court for the Western District of Texas a Disclosure Statement for Plan of Reorganization dated June 30, 2024. The Debtor owns 501 Waller, a city block that runs from East Fifth Street to Waller Street to Attayac Street (the "Property") located in the Plaza Saltillo District in East Austin. The Debtor purchased the Property in 2017. The Property includes a 36,130 square foot creative, mixed-use street level building. Based on comparable sales, this property is valued in excess of $18 million. The debt owed to the Lender is approximately $12,000.000.00. The Debtor acquired the Waller Property on September 19, 2017 in an open market transaction and financed the purchase with The First National Bank of Beeville ("Original Lender") pursuant to a loan agreement and promissory note issued on such date for $6,640,000.00. Based on an asserted default by the Original Lender, the Debtor filed a previous Chapter 11 bankruptcy on May 4, 2021 ("Case 1"). The Debtor and the Original Lender eventually entered into a forbearance agreement, and the Debtor and the Original Lender filed an Agreed Order Dismissing Case 1 which was entered by the Court on July 1, 2021. The Debtor repaid the Original Lender via a refinancing on July 1, 2021 with Fairview Investment Fund V, LP (otherwise referenced herein as "Fairview LP," and the loan with Fairview LP is reference herein as the "Fairview Loan"). As the Fairview Loan reached maturity, the Debtor determined it would need additional time to repay the loan in full, leading to the filing of this case to preserve the substantial equity in the Debtor's property and provide a breathing spell prior to Fairview attempting to exercise foreclosure remedies. As a consequence, the Debtor was compelled to file for Chapter 11 to preserve its substantial equity in the Property. Just after filing, Fairview then sold the loan in its purportedly defaulted condition to WMRE Ventures, Inc. ("Lender") in April 2024. The primary asset of the Debtor is the land and improvements located at 501 Waller, Austin, TX 78702, which Debtor estimates to be worth $18,000,000. The Debtor estimates the Lender's current debt on the property as of the date of the filing of the bankruptcy as approximately $12,000,000.00. The other secured debts against the property include approximately $200,000.00 in tax loans to a tax lender, and approximately $160,000.00 in ad valorem property taxes to Travis County. Class 4 consists of Allowed Unsecured Claims. Each holder of an Allowed Unsecured Claim shall receive payment in full of the allowed amount of each holder's claim, to be paid within 30 days of the Confirmation Date. City of Austin has an unsecured claim in the amount of $523.15. This Class will receive a distribution of 100% of their allowed claims. This Class is impaired. Class 5 consists of Equity Interests. Each holder of an Equity Interest shall retain such interests but shall not receive any distribution on account of such interests until Class 1 (Lender's Allowed Secured Claim), Class 2 (Tax Lender Allowed Secured Claim), Class 3 (Travis County's Allowed Secured Claim), and Class 4 (Allowed Unsecured Claims) are paid in full. All Cash necessary for the Reorganized Debtor to make payments pursuant to the Plan shall be obtained from proceeds of sale, proceeds of a refinance or rental receipts. A full-text copy of the Disclosure Statement dated June 30, 2024 is available at https://urlcurt.com/u?l=5TvzFn from PacerMonitor.com at no charge. Attorney for the Debtor: Mary Elizabeth Heard, Esq. Grable Martin PLLC 7700 Broadway St, Ste 104 PMB 308 San Antonio, TX 78209 Tel: (210) 572-4925 Email: meheard@grablemartin.com About WC 5th and Waller WC 5th and Waller, LLC in Austin TX, filed for Chapter 11 protection (Bankr. W.D. Tex. Case No. 24-10366) on April 1, 2024, listing as much as $10 million to $50 million in both assets and liabilities. Natin Paul as authorized signatory, signed the petition. Judge Christopher G. Bradley oversees the case. HAYWARD PLLC serves as the Debtor's legal counsel. WHAIRHOUSE LIMITED: Court OKs Sale of Property to Lati for $1.95MM ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of New Jersey has given the go-signal for Taylor Court Apartments, LLC's Chapter 11 trustee to sell the company's real property to Lati Properties, LLC. Lati offered $1.95 million for the property located at 555-563 Main St., Paterson, N.J. The property is being sold "free and clear" of liens, claims and encumbrances, according to the buyer's sale contract with the company. Taylor, an affiliate of Whairhouse Limited Liability Company, is the record owner of the property. About Whairhouse LLC and Taylor Court Apartments Taylor Court Apartments, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 23-16641) on August 2, 2023, with $1 million to $10 million in both assets and liabilities. On August 4, 2023, Whairhouse Real Estate Investments, LLC filed a voluntary Chapter 11 petition (Bankr. D. N.J. Case No. 23-16723), with $1 million to $10 million in both assets and liabilities. On August 22, 2023, an involuntary petition was filed against Whairhouse Limited Liability Company by RG3, LLC and eight other creditors (Bankr. D.N.J. Case No. 23-17272). The creditors are represented by Sean Mack, Esq., at Pashman Stein Walder Hayden, PC. Judge Rosemary Gambardella oversees the cases. Mark Politan was appointed the Chapter 11 trustee on October 16, 2023. The trustee is represented by McManimon, Scotland & Baumann, LLC. On April 19, 2024, the court ordered the joint administration of the cases of Whairhouse LLC and Taylor under Case No. 23-17272, and on April 23, 2024, ordered the dismissal of Whairhouse RE's case. Whairhouse LLC and Taylor are represented by the Law Firm of Brian W. Hofmeister. 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 June 28, 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. In the scope of those operations, Debtor would source, integrate, and provide ongoing maintenance support for industrial-grade insulation systems in piping infrastructure, heavy equipment, and other applications to promote worker safety and maximize energy conservation and efficiency. The Debtor filed this case to maximize the value of its assets and provide an appropriate distribution plan for the benefit of its creditors in accordance with the priority scheme under the Bankruptcy Code. In this Plan, the Debtor proposes to pay existing debts from the proceeds of sales of its assets, collection of accounts receivables and possible prosecution of causes of action related thereto. The Debtor believes the terms of this Plan will maximize distributions to the creditors of the Debtor. This Plan is proposed under subchapter V of chapter 11 of the Bankruptcy Code as a liquidating Plan insofar as the Debtor is no longer operating. As such, the Plan dedicates all of the net proceeds from the Debtor's liquidation of its assets and causes of action belonging to the Debtor after payment of costs and expenses associated with the implementation of the Plan. 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 $673,000 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 Debtor scheduled 1,252 general unsecured creditors in this case, though many were filed as holding claims in the amount of $0.00 for notice purposes. 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 $14,943,749.40. 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. The Debtor ceased operations prior to the Petition Date. Accordingly, the funds to be distributed to allowed Claim holders under the Plan are derived solely from the Sale Proceeds and collection of any accounts receivable. A full-text copy of the Subchapter V Self-Liquidating Plan dated June 28, 2024 is available at https://urlcurt.com/u?l=pssr6F 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. WILLIAM-WALTON INC: Joe Supple Named Subchapter V Trustee --------------------------------------------------------- The Acting U.S. Trustee for Region 4 appointed Joe Supple, Esq., at Supple Law Office, PLLC as Subchapter V trustee for William Walton, Inc. Mr. Supple 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. Supple declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Joe M. Supple, Esq. Supple Law Office, PLLC 801 Viand Street Point Pleasant, WV 25550 Phone: 304-675-6249 Email: joe.supple@supplelawoffice.com About William-Walton Inc. William-Walton, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 24-50049) on June 28, 2024, with up to $50,000 in assets and up to $1 million in liabilities. The Debtor tapped Paul W. Roop, II, Esq., at Roop Law Office, LC as its bankruptcy counsel and Bartos & Associates Inc. as its bookkeeper. WINTER GARDEN: Unsecured Creditors to Split $38K over 3 Years ------------------------------------------------------------- Winter Garden Health and Wellness, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated June 27, 2024. The Debtor is a Florida profit company organized by Articles of Organization filed with the Florida Secretary of State on June 22, 2020, with an effective date of June 21, 2020. The Debtor is a full-service medical practice providing compassionate and reliable quality care. The Debtor's principal place of business is located at 15820 Shaddock Drive, Ste 130, Winter Garden, FL 34787-1707, which is a commercial space leased from NADZ, LLC ("Landlord"). The Debtor's annual gross receipts were as follows: (i) 2022 - $652,682.00; and (ii) 2023 - $562,288.00. The Debtor's projected Disposable Income over the life of the Plan is $37,281.00. Class 6 consists of the Allowed Unsecured Claims against the Debtor. This Class is Impaired. * Consensual Plan Treatment: The Debtor proposes to pay unsecured creditors a pro rata portion of $38,000.00. Payments will be made in equal quarterly payments of $3,166.66. Payments shall commence on the fifteenth day of the month, on the first month that begins more than ninety days after the Effective Date and shall continue quarterly for eleven additional quarters. Pursuant to Section 1191 of the Bankruptcy Code, the value to be distributed to unsecured creditors is greater than the Debtor's projected disposable income to be received in the 3-year period beginning on the date that the first payment is due under the plan. Holders of Class 6 claims shall be paid directly by the Debtor. * Nonconsensual Plan Treatment: The Debtor proposes to pay unsecured creditors a pro rata portion of its projected Disposable Income, $37,281. If the Debtor remains in possession, plan payments shall include the Subchapter V Trustee's administrative fee which will be billed hourly at the Subchapter V Trustee's then current allowable blended rate. Plan Payments shall commence on the first day of the month, in the first month that is one year after the Effective Date and shall continue annually for two additional years. The initial estimated annual payment shall be $1,844.00. Holders of Class 6 claims shall be paid directly by the Debtor. Class 7 consists of any and all equity interests, membership interests, and warrants currently issued or authorized in the Debtor. This Class is Unimpaired. Holders of a Class 7 interests shall retain their respective interests in the same amounts, percentages, manner, and structure as existed on the Petition Date. The Plan contemplates that the Reorganized Debtor will continue to operate the Debtor's business. Except as explicitly set forth in this Plan, all cash in excess of operating expenses generated from operation until the Effective Date will be used for Plan Payments or Plan implementation, cash on hand as of Confirmation shall be available for Administrative Expenses. A full-text copy of the Plan of Reorganization dated June 27, 2024 is available at https://urlcurt.com/u?l=cN67ov from PacerMonitor.com at no charge. Counsel to the Debtor: BransonLaw, PLLC Jeffrey S. Ainsworth, Esq. Jacob D. Flentke, Esq. Cole Bailey Davidson Branson, Esq. 1501 East Concord Street Orlando, Florida 32803 Telephone: (407) 894-6834 Facsimile: (407) 894-8559 E-mail: jeff@bransonlaw.com E-mail: jacob@bransonlaw.com E-mail: cole@bransonlaw.com About Winter Garden Health and Wellness Winter Garden Health and Wellness, LLC is a full-service medical practice providing compassionate and reliable quality care. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01581) on March 29, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Judge Tiffany P. Geyer presides over the case. Robert B. Branson, Esq., and Jeffrey Ainsworth, Esq., at Bransonlaw PLLC represents the Debtor as legal counsels. WINTERS RUN: Amends RWA Claims Pay Details ------------------------------------------ Winters Run Condominium Association, Inc., submitted a First Amended Plan of Reorganization for Small Business dated June 28, 2024. The Plan Proponent's financial projections show that the Debtor will have projected disposable income after payment administrative claims, of $120,000.00. The final Plan payment is expected to be paid on September 3, 2029. The financial projections assume (1) increases to common charges from $452.00 per unit in 2025 to $529.00 per unit by 2029; (2) an additional special assessment in the amount of $150,000.00, which will be collected on a monthly basis from each unit owner beginning in August 2024 to be paid over a period of 60 months; (3) increase in cost of insurance of 30 percent per unit with the November 2026 renewal; (4) increase in operating expenses of 3% each year; (5) increase in utility expenses of 2.5% each year. This Plan of Reorganization proposes to pay creditors of the Debtor from future income, including special assessments. In this case there is one creditor, the general unsecured claim of the South Central Connecticut Regional Water Authority (the "RWA") in the amount of $138,776.40 [See POC No. 1 (as amended)]. There are no priority claims. This Plan provides for payment of the RWA claim and allowed administrative priority claims of Counsel for the Debtor and the SubChapter V Trustee, George M. Purtill. Class 1 consists of the Claim of the RWA. Class 1 will receive a dividend of $120,000.00 payable in monthly installments beginning in January 2025. Installments will be in varying amounts based on the Debtor's cashflow in a particular month. RWA shall not pursue any collection activity as the Condominium Units or the Unit Owners so long as the Debtor is making timely payments of the RWA claim under the Plan. During the term of the Plan, to the extent that the RWA has a lien on an individual unit in the Debtor association, such lien and Unit owner shall be released, upon the payment to the RWA of such unit's pro-rata share of the RWA claim as provided herein, and the debt owed to the RWA under this Plan shall be reduced accordingly. To generate sufficient revenue to fund the payment to the RWA, the Debtor will be assessing each Unit the sum of $5,000.00 ($150,000.00 total assessment) commencing in August 2024 and payable in monthly installments over the term of the Plan. Normal collection of common charges will fund the operations of the Debtor. A full-text copy of the First Amended Plan dated June 28, 2024 is available at https://urlcurt.com/u?l=kfv3mA from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Gregory F. Arcaro, Esq. GRAFSTEIN & ARCARO, LLC 1 Regency Drive, Suite 200B Bloomfield, CT 06002 Telephone: (860) 242-0574 Facsimile: (860) 676-9168 Email: garcaro@grafsteinlaw.com About Winters Run Condominium Association Winters Run Condominium Association, Inc., filed its petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No. 23-30836) on Oct. 31, 2023, listing up to $50,000 in assets and $100,001 to $500,000 in liabilities. Judge Ann M Nevins presides over the case. Gregory F. Arcaro, Esq. at Grafstein & Arcaro LLC, is the Debtor's counsel. YECHAI LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Yechai LLC 1119 Ocean Parkway #3C Brooklyn NY 11230 Chapter 11 Petition Date: July 11, 2024 Court: United States Bankruptcy Court Eastern District of New York Case No.: 24-42871 Judge: Hon. Jil Mazer-Marino Debtor's Counsel: Moshe K. Silver, Esq. LAW OFFICE OF MOSHE K. SILVER 347 Fifth Avenue Suite 1402-703 New York NY 10016 Tel: (212) 444-9972 Email: msilverlaw@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Lionel Nadel as authorized agent. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/X5T2E4Y/Yechai_LLC__nyebke-24-42871__0001.0.pdf?mcid=tGE4TAMA ZIFF DAVIS: S&P Rates New $263MM of 3.625% Convertible Notes 'BB-' ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' issue-level rating and '5' recovery rating to Ziff Davis Inc.'s proposed $263 million of 3.625% convertible notes due 2028. The '5' recovery rating indicates its expectation for modest (10%-30%; rounded estimate: 20%) recovery for lenders in the event of a payment default. Ziff Davis plans to exchange approximately $401 million of principal of its 1.75% convertible notes due 2026 with the proposed $263 million convertible notes along with approximately $135 million of cash. The outstanding principal on its 1.75% notes following the exchange will be approximately $149 million. There are no changes to our existing ratings or recovery prospects on the company's existing debt because principal reduction on the existing 1.75% convertible notes is more than offset by the company's recent upsizing of its revolving credit facility to $350 million from $100 million. S&P assumes the revolving credit facility is 85% drawn in its default scenario. Issue Ratings--Recovery Analysis Key analytical factors -- The company's capital structure comprises an undrawn $350 million senior secured revolving credit facility (not rated) due 2027, $460 million (outstanding) of 4.625% senior unsecured notes due 2030, $149 million (post exchange) of 1.75% convertible notes due 2026, and the proposed $263 million of 3.625% convertible notes due 2028. -- S&P caps its recovery ratings on the unsecured debt issued by companies it rates in the 'BB' category at '3' to reflect its expectation that lenders' recoveries could be impaired by the issuance of significant additional pari passu or priority debt on the path to default. Simulated default assumptions -- S&P's simulated default scenario contemplates a default in 2029 because of a sharp decline in advertising and marketing spending (due to economic weakness) and key client losses or pricing pressures (due to increased competition). It assumes Ziff Davis refinances its debt and pushes out its maturities on the path to default. -- Other default assumptions include an 85% draw on the revolving credit facility, the spread on the revolving credit facility rises to 5% as the company obtains covenant amendments, and all debt includes six months of prepetition interest. -- S&P values Ziff Davis on a going-concern basis using a 6x multiple of its projected emergence EBITDA, which is in line with the multiples it uses for comparable digital marketing companies. -- S&P raised its gross recovery valuation to $912 million from $761 to reflect a revision on its emergence EBITDA to $152 million from $127 million. The change incorporates expectations for increased EBITDA generation given the company's recent performance. Simplified waterfall -- EBITDA at emergence: $152 million -- EBITDA multiple: 6.0x -- Gross enterprise value (EV): $912 million -- Net EV (after 5% administrative costs): $866 million -- Value available for senior secured debt claims: $866 million -- Estimated senior secured debt claims (revolving credit facility): $309 million -- Value available for senior unsecured debt claims: $558 million -- Estimated senior unsecured debt claims: $471 million --Recovery expectations: 50%-70% (rounded estimate: 65%) -- Value available for convertible debt claims: $87 million -- Estimated convertible debt claims: $418 million --Recovery expectations: 10%-30% (rounded estimate: 20%) [*] 31st Distressed Investing Conference: Registration Now Open! ---------------------------------------------------------------- Registration is now open for the 31st Annual Distressed Investing Conference, presented by Beard Group, Inc. This year's event is being sponsored by: * Kirkland & Ellis, LLP, as conference co-chair; * Foley & Lardner LLP, as conference co-chair; * Davis Polk & Wardwell LLP; * Dentons; * Hilco Global; * Locke Lord LLP; * Morrison & Foerster LLP; * Proskauer Rose LLP; * Skadden, Arps, Slate, Meagher & Flom LLP; * Wachtell, Lipton, Rosen & Katz; and * Weil, Gotshal & Manges LLP This year's Media Partners: * BankruptcyData; * Debtwire; * LevFin Insights; * PacerMonitor; and * Reorg This year's Knowledge Partner: * Creditor Rights Coalition Once a year, the top industry experts gather together to discuss the latest topics and trends in the distressed investing industry. This value-packed event features special presentations from keynote speakers, live panel discussions with industry experts and networking with other insolvency professionals. This in-person conference will be held Wed., Dec. 4, 2024 at The Harmonie Club in New York City. Visit https://www.distressedinvestingconference.com for more information. For sponsorship opportunities, please contact: Will Etchison Conference Producer Tel: 305-707-7493 E-mail: will@beardgroup.com [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- 99 ACQUISITION G NNAGU US 78.5 (2.9) (0.9) ABEONA THERAPEUT ABEO US 74.8 (8.9) 54.8 AEMETIS INC AMTX US 242.2 (232.1) (85.0) AGENUS INC AGEN US 256.6 (190.3) (195.7) ALCHEMY INVESTME ALCYU US 122.6 (5.5) (0.5) ALCHEMY INVESTME ALCY US 122.6 (5.5) (0.5) 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) 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 ANNOVIS BIO ANVS US 7.8 (3.4) 2.9 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 ARMATA PHARMACEU ARMP US 120.4 (56.5) (68.3) ATLANTIC COAST-A ACAB US 7.5 (9.6) (6.6) ATLANTIC COASTAL ACABU US 7.5 (9.6) (6.6) AULT DISRUPTIVE ADRT/U US 1.0 (5.0) (2.4) AUTOZONE INC AZO US 17,108.4 (4,838.2) (1,903.1) AVEANNA HEALTHCA AVAH US 1,643.0 (136.3) (45.9) AVIS BUDGET GROU CAR US 33,528.0 (508.0) (741.0) BATH & BODY WORK BBWI US 5,221.0 (1,676.0) 696.0 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 BIOHARVEST SCIEN BHSC CN 17.5 (4.3) (7.8) BIOHARVEST SCIEN CNVCF US 17.5 (4.3) (7.8) BIOTE CORP-A BTMD US 160.1 (44.9) 90.3 BOEING CO/THE BA US 134,484.0 (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 INC 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 CENTURION ACQUIS ALFUU US 0.5 (0.0) (0.5) CHENIERE ENERGY CQP US 17,497.0 (822.0) (1,845.0) CHILDREN'S PLACE PLCE US 848.3 (34.9) (63.6) CHURCHILL CAPITA CCIXU US 0.2 (0.0) - CHURCHILL CAPITA CCIX US 0.2 (0.0) - 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 CONTANGO ORE INC CTGO US 66.2 (34.0) (23.7) COOPER-STANDARD CPS US 1,844.4 (123.8) 233.5 CORE SCIENTIFIC CORZ US 814.0 (318.5) 5.2 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 80,190.0 (2,723.0) (13,107.0) 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 204.4 (163.5) (94.0) DROPBOX INC-A DBX US 2,797.7 (277.2) 172.4 ELUTIA INC ELUT US 35.4 (50.3) (14.1) EMBECTA CORP EMBC US 1,199.6 (769.6) 399.6 ETSY INC ETSY US 2,497.7 (583.8) 839.3 EXCO RESOURCES EXCE US 1,032.7 (1,026.5) (421.2) FAIR ISAAC CORP FICO US 1,703.1 (735.7) 326.4 FERRELLGAS PAR-B FGPRB US 1,487.7 (262.7) 148.3 FERRELLGAS-LP FGPR US 1,487.7 (262.7) 148.3 FOGHORN THERAPEU FHTX US 255.0 (97.5) 159.5 FORTINET INC FTNT US 7,662.1 (137.5) 759.3 GCM GROSVENOR-A GCMG US 497.3 (100.9) 84.5 GCT SEMICONDUCTO GCTS US 35.8 (62.4) (39.8) GOAL ACQUISITION PUCKU US 4.0 (10.4) (12.7) GP-ACT III ACQUI GPATU US 1.3 (0.2) (1.2) GP-ACT III ACQUI GPAT US 1.3 (0.2) (1.2) GRAF GLOBAL CORP GRAF/U US 0.1 (0.2) (0.2) 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 37,433.0 (916.0) (6,246.0) ILEARNINGENGINES AILE US 111.8 (47.1) 39.8 IMMUNITYBIO INC IBRX US 400.7 (691.0) 142.0 INHIBRX BI INBX US 28.2 (10.8) (24.2) INSEEGO CORP INSG US 122.1 (105.6) 3.6 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 170.8 (43.9) 10.9 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) LIONS GATE ENT-B LGF/B US 7,092.7 (187.2) (2,528.6) LIONS GATE-A LGF/A US 7,092.7 (187.2) (2,528.6) LOWE'S COS INC LOW US 45,365.0 (14,606.0) 3,244.0 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 7.1 (15.4) (0.3) MARBLEGATE ACQUI GATEU US 7.1 (15.4) (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 48.9 (32.9) 23.2 NEW ENG RLTY-LP NEN US 381.2 (69.0) - NOVAGOLD RES NG CN 121.6 (27.5) 110.1 NOVAGOLD RES NG US 121.6 (27.5) 110.1 NOVAVAX INC NVAX US 1,353.5 (867.1) (77.3) NUTANIX INC - A NTNX US 2,774.9 (619.5) 955.7 O'REILLY AUTOMOT ORLY US 14,213.1 (1,391.2) (2,288.7) OMEROS CORP OMER US 437.5 (71.3) 221.9 OTIS WORLDWI OTIS US 9,791.0 (4,816.0) (180.0) OUTLOOK THERAPEU OTLK US 59.0 (134.2) 3.7 PAPA JOHN'S INTL PZZA US 847.2 (445.5) (56.7) PELOTON INTERA-A PTON US 2,408.5 (590.4) 675.5 PHATHOM PHARMACE PHAT US 356.5 (148.5) 296.9 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 PTC THERAPEUTICS PTCT US 1,789.6 (893.9) 594.2 RAPID7 INC RPD US 1,488.5 (86.4) 101.8 RDE INC RSTN US 1.8 (3.2) (4.0) RE/MAX HOLDINGS RMAX US 566.7 (77.9) 30.9 REALREAL INC/THE REAL US 431.6 (327.1) 31.6 REDFIN CORP RDFN US 1,071.1 (5.8) 93.8 REVANCE THERAPEU RVNC US 508.1 (98.7) 300.8 RH RH US 4,186.5 (289.9) 179.5 RIGEL PHARMACEUT RIGL US 126.5 (31.7) 19.3 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) RUBRIK INC-A RBRK US 1,166.4 (514.6) 114.9 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 1,376.5 (313.1) 314.4 SIM ACQUISITION SIMAU US 0.1 (0.0) (0.1) 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) SIX FLAGS ENTERT 6FE GR 2,737.9 (457.4) (449.9) SIX FLAGS ENTERT SIXEUR EU 2,737.9 (457.4) (449.9) SIX FLAGS ENTERT 6FE TH 2,737.9 (457.4) (449.9) SIX FLAGS ENTERT 6FE QT 2,737.9 (457.4) (449.9) SIX FLAGS ENTERT S2IX34 BZ 2,737.9 (457.4) (449.9) SIX FLAGS ENTERT FUN US 2,264.3 (730.9) (234.1) SLEEP NUMBER COR SNBR US 908.5 (445.9) (725.1) SOLARMAX TECHNOL SMXT US 54.7 (0.6) (9.1) SPECTRAL CAPITAL FCCN US 0.0 (0.4) (0.4) 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 TEMPUS AI INC TEM US 469.3 (339.6) 57.0 TORRID HOLDINGS CURV US 479.7 (198.6) (40.0) TPI COMPOSITES I TPIC US 745.9 (184.1) 70.6 TRANSDIGM GROUP TDG US 21,577.0 (3,022.0) 6,047.0 TRAVEL + LEISURE TNL US 7,023.0 (925.0) 975.0 TRISALUS LIFE SC TLSI US 17.9 (34.9) (1.2) TRIUMPH GROUP TGI US 1,686.3 (104.4) 583.1 TRULEUM INC TRLM US 2.0 (3.0) (3.6) 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 UNITED HOMES GRO UHG US 287.2 (4.7) 179.5 UNITED PARKS & R PRKS US 2,669.2 (243.1) (113.0) 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. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. 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 ***