/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240729.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, July 29, 2024, Vol. 28, No. 210 Headlines 1457 N PRIEUR: Hires Brandon J. Meyer as Real Estate Agent 1918 EAST NINE STREET: Seeks Chapter 11 Bankruptcy Protection 210 SPRINGDALE: Gets Approval to Hire Webber McGill as Attorney 24-26 BARKER: Stephen Darr Named Subchapter V Trustee 2U INC: Case Summary & 30 Largest Unsecured Creditors 31 BEECH: Gets Approval to Hire Webber McGill as Attorney 33 HOLDINGS: Seeks Chapter 11 Bankruptcy Protection 360 GLOBAL: Hires Financial Relief Legal Advocates as Counsel 729-731 MEEKER GROUP: Files for Chapter 11 Bankruptcy 99 BOTTLES: Aaron Cohen Named Subchapter V Trustee A1 TRANSPORT: Tarek Kiem of Kiem Law Named Subchapter V Trustee AB BROTHERS: Tarek Kiem of Kiem Law Named Subchapter V Trustee ADM TRONICS: Rosenberg Rich Baker Berman Raises Going Concern Doubt ADOLE GROUP: Voluntary Chapter 11 Case Summary AEL INVESTMENT: Starts Subchapter V Bankruptcy Process AHP HEALTH: Moody's Affirms 'B2' CFR & Alters Outlook to Positive ALLERGY ASSOCIATES: Unsecureds Will Get 5% Dividend in Plan ALTICE FRANCE: Transfer Sales Cash from Reach of Creditors AMAZING POOLS: Ruediger Mueller of TCMI Named Subchapter V Trustee AMELIOM IT: Seeks to Hire H. Anthony Hervol as Legal Counsel AMERICAN CANNABIS: Reports Net Loss of $132,551 in Q1 2024 AMERICAN LEGACY REALTY: Starts Subchapter V Bankruptcy Process AMK TIKI: Unsecureds Will Get 5% of Claims over 3 Years ANTONOPOULOS LLC: U.S. Trustee Unable to Appoint Committee APPLIED ENERGETICS: Board Approves First Amended By-laws APPLIED UV: Seeks to Hire Auction Advisors as Business Broker ARCHBISHOP OF BALTIMORE: Seeks to Extend Plan Exclusivity AURORA GRACE: Hires Dilworth Paxson LLP as Bankruptcy Counsel AURORA MEDICAL: Gets OK to Hire Van Horn Law Group as Counsel BARTLEY INVESTMENTS: Taps Keller Williams South Tampa as Broker BAUSCH HEALTH: Denies Bankruptcy Rumors Following Reorg Report BINDER SCIENCE: Seeks Chapter 11 Bankruptcy Protection BISHOP OF SAN DIEGO: Hires GlassRatner as Financial Advisor BODY DETAILS: Case Summary & 20 Largest Unsecured Creditors BOTEILHO HAWAII: Loses Adversary Case Over Cattle Ownership BULLETPROOF DOG: Gets OK to Hire Stichter Riedel as Legal Counsel BURGER BUILDING: Updates Unsecured Claims Pay Details BXNG CLUB: Seeks Chapter 11 Bankruptcy Protection CALAMP CORP: Court Confirms Prepack Debt-Equity Swap Plan CALTIER FUND: DBBMcKennon Raises Going Concern Doubt CAMARILLO HHCA: Unsecureds Will Get 100% of Claims in Plan CBD RESOURCES: Case Summary & 20 Largest Unsecured Creditors CG ACQUISITIONS: Jennings, et al. Lose Challenge to Exit Plan CHAMPIONS ONCOLOGY: EisnerAmper Raises Going Concern Doubt CLR ADMIN: Hires SKS Legal Group as Special Litigation Co-Counsel CLR ADMIN: Seeks to Hire GGG Partners as Financial Advisor CLR ADMIN: Seeks to Hire SKS Legal Group as Special Counsel CLR ADMIN: Seeks to Hire Special Arbitration Litigation Counsel CMTRD LLC: Seeks to Hire Susan Lasky as Bankruptcy Counsel COCHRAN PLUMBING: Starts Chapter 11 Bankruptcy Process COCO SUSHI: Uhsecureds to Recover Between 1% and 100% COMMERCIAL OFFICE: Hires Guidant Law PLC as Bankruptcy Counsel COMPLETE BEVERAGE: Seeks to Hire Brevda CPA as Accountant CONN'S INC: Under Investigation for Federal Securities Violations CONVERGEONE HOLDINGS: S&P Upgrades ICR to 'B-' on Bankruptcy Exit COWORKRS 3RD STREET: Unsecureds' Recovery "Unknown" in Plan CURITEC LLC: Resolves CMS Allegations in Healthcare Services DANIEL SMART: Seeks to Hire Mcnamee Hosea P.A as Counsel DARKPULSE INC: Boladale Lawal & Co. Raises Going Concern Doubt DARKPULSE INC: Reports Net Loss of $536,398 in Q1 2024 DAVID ALONSO MD: Unsecureds Will Get 100% of Claims over 5 Years DIAMOND SPORTS: Gets Clearance to End Dallas Stars TV Deal Early DIMENSIONS IN SENIOR: Files Amendment to Disclosure Statement DIOCESE OF SACRAMENTO: Committee Taps FTI as Financial Advisor DMD CUSTOM: Case Summary & 16 Unsecured Creditors EARLY YEARS: Unsecureds to Get Share of Income for 5 Years ECI PHARMACEUTICALS: Hires National Auction Company as Appraiser EIGER BIOPHARMACEUTICALS: Foxhill Steps Down as Committee Member EL DORADO GAS: Online Auction for Oilfield Equipment Ends July 30 ELETSON HOLDINGS: Creditors Wants Reed Smith Fees Rejected ELITE HOME: Hires Simon Worldwide as Forensic Accountant ENERGY CORP: Moody's Cuts Unsecured Rating to B2, Outlook Negative ERIN BURKE: Ampla Case v. Burke Decor, et al. Can Proceed EROICA ENTERPRISES: Hires Susan D. Lasky P.A. as Legal Counsel ETON STREET: Case Summary & 20 Largest Unsecured Creditors FCA CONSTRUCTION: Unsecureds Will Get 4.31% to 5.79% of Claims FERRAND STREET ASSOCIATES: Seeks Chapter 11 Bankruptcy Protection FOUNDATION FITNESS: Hires Hergenhan as Chief Financial Officer FRANCISCO'S BUILDING: Katharine Clark Named Subchapter V Trustee FTX TRADING: Reaches Settlement with CFTC to Resolve Fraud Claims FYE SPORTS: Asset Sale Proceeds to Fund Plan Payments GIRARDI & KEESE: Tom Wants to Delay Client Theft Trial to October GRID AT MESA: UST Seeks OK to Appoint Keith Bierman as Trustee GROM SOCIAL: Generating Alpha Waives SPA Financing Restrictions GROUP 1 AUTOMOTIVE: S&P Rates New $500MM Unsecured Notes 'BB+' GULTON INC: Gets OK to Hire Weichert Commercial as Broker HAOB HORIZONTAL: Aleida Martinez Molina Named Subchapter V Trustee HEALTHIER CHOICES: Buys Retail Chain GreenAcres Market for $7.1M HEYWOOD HEALTHCARE: Seeks to Extend Plan Exclusivity to October 8 HIGHLAND CAPITAL: Court Hinders Acis to Intervene in Claim Row HOPEMAN BROTHERS: U.S. Trustee Appoints Creditors' Committee HRNI HOLDINGS: Fitch Alters Outlook on 'B' LongTerm IDR to Positive HRNI HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable HUDSON RIVER FOODS: Seeks Chapter 11 Bankruptcy IBIO INC: CEO to Get $522K Base Salary Under Amended Contract IMPERIAL PACIFIC: US Trustee Asks Court to Dismiss Case IN PHAZE: Hires Latham Luna Eden & Beaudine as Legal Counsel INCORA: Silver Point, Pimco Lose 2022 Debt Package Fight INIZIO GROUP: S&P Alters Outlook to Negative, Affirms 'B' ICR INSULATION COATINGS: No Default Judgment in ERISA Suit v. Owner IRREGULAR MIKES: Seeks to Tap Bronson Law Offices as Legal Counsel ISLAND BREEZE: Seeks to Hire Tranzon Key as Auctioneer ISPECIMEN INC: All Three Proposals Approved at Annual Meeting JGA DEVELOPMENT: Hits Chapter 11 Bankruptcy in New Jersey JGA DEVELOPMENT: Seeks to Hire Michelle Zelina as Special Counsel JSG I INC: S&P Rates New First-Lien Delayed-Draw Term Loan 'B-' JUS DOORS: Taps Ivey, McClellan, Siegmund, Brumbaugh as Counsel KINETIC ENTROPY: Commences Subchapter V Bankruptcy Process KNOWLTON DEVELOPMENT: Fitch Affirms 'B-' IDR, Outlook Stable LAKE CITY WAY: U.S. Trustee Unable to Appoint Committee LAKE CITY: Hires Emerald City Law Firm PC as Counsel LAPEER AVIATION: Jennings, et al. Lose Challenge to Exit Plan LEASING TRUCK: Seeks Chapter 11 Bankruptcy Protection LEFT TURN: Files Amendment to Disclosure Statement LEVINTE INC: Commences Subchapter V Bankruptcy Protection LITHIUM PRODUCTS: Taps Tarpy Cox Fleishman & Leveille as Counsel LL FLOORING: F9 Says 3 Nominees Elected to Board LOUISIANA FIRE: Hires Arville Paul Rachel Jr. as Accountant LSL PERKINS: Case Summary & Six Unsecured Creditor LUCKY NUMBER: Seeks to Hire ERA Ranch and Sea Realty as Broker M.P.M. PROPERTY: Seeks to Hire Robert M. Stahl as Legal Counsel MADDIEBRIT PRODUCTS: Taps Margulies Faith as Bankruptcy Counsel MAJOSTAN CORP: Hires Marcus & Millichip as Real Estate Broker MARIA INVESTMENTS: U.S. Trustee Unable to Appoint Committee MAX SALAS: District Court Allows Interlocutory Appeal MEIER'S WINE: July 30 Deadline Set for Panel Questionnaires MENO ENTERPRISES: Seeks to Extend Plan Exclusivity to Jan. 2, 2025 MERIDIEN ENERGY: MarkWest Appeals Can Proceed, District Court Says MIDAS GOLD: Hires Doncaster Law PLLC as Special Counsel MILLENKAMP CATTLE: Plan Exclusivity Period Extended to September 30 MINIM INC: Suspended From Trading on Nasdaq, CEO to Sell Shares MIRACLE RESTAURANT: Hires Peak Franchise as Financial Advisor MOBILEUM INC: Files for Ch. 11, Gets $60M Financial Restructuring MONTANTE PLASTIC: Hires Tavenner & Beran PLC as Counsel MONTGOMERY TREE: Hires Quilling Selander Lownds as Counsel MOUNTAIN SPORTS: Committee Hires Lowenstein Sandler as Counsel MOUNTAIN SPORTS: Committee Taps Morris James as Delaware Counsel MOUNTAIN SPORTS: Hires Silverman Consulting as Financial Advisor NABORS INDUSTRIES: Fitch Rates New Guaranteed Notes Due 2031 'CCC' NANTAHALA FOREST: Seeks to Tap Bradford Law Offices as Counsel NEVADA COPPER: Committee Hires Fox Rothschild as Local Counsel NEVADA COPPER: Committee Seeks to Tap Province as Financial Advisor NEVADA COPPER: Committee Taps Lowenstein Sandler as Legal Counsel NEW RUE21: Court Dismisses Case After Cutting Exculpations NEXTDECADE CORP: Appoints Tarik Skeik as Chief Operating Officer NUWELLIS INC: Prices $2 Million At-The-Market Offering OCEANWIDE PLAZA: Creditors to Get Proceeds From Liquidation ONE TABLE: July 29 Deadline Set for Panel Questionnaires OPTIO RX: Committee Hires Saul Ewing LLP as Counsel ORBIT MARKETING: Seeks to Hire Yeo & Yeo as Financial Consultants PARK SEVEN: Case Summary & Four Unsecured Creditors PARLEMENT TECHNOLOGIES: Taps Potter Anderson & Corroon as Counsel PARTNERS IN HOPE: Hires Hilco Real Estate as Real Estate Broker PEDRO RODRIGUEZ: Maria Yip Named Subchapter V Trustee PENNSYLVANIA ECONOMIC: Fitch Affirms BB- on 2013A-2 Parking Bonds PERFECTWERKS SOLUTIONS: Seeks to Hire DBS Law as Counsel PERMIAN RESOURCES: S&P Upgrades ICR to 'BB', Outlook Stable PINE TREE: Case Summary & 18 Unsecured Creditors PINNACLE FOODS: Hires Fox Rothschild as Special Franchise Counsel PLAZA MARIACHI: Taps Colliers International Nashville as Broker PRIZE MANAGEMENT: Hires Country Boys as Valuation Consultant PRUDENT AMERICAN: Files Amended Plan; Confirmation Hearing Aug. 20 PUERTO RICO: PREPA, Creditors Ordered to Find Debt-Cutting Deal PULSE PHYSICIAN: Seeks to Hire Saleem Lakhani CPA as Accountant PULSE PHYSICIAN: Seeks to Hire Viking Advisory Group as Bookkeeper R.R. DONNELLEY: Fitch Assigns 'B' LongTerm IDR, Outlook Stable RAI INC: Amends Unsecured Claims Pay Details REBEL STEEL: Hires Rountree Leitman Klein & Geer as Attorney REBORN COFFEE: Financial Strain Raises Going Concern Doubt RED CAT: Secures $4.4 Million of Non-Dilutive Financing REDHILL BIOPHARMA: Strengthens Cash Balance, Settles Obligations REGAL SAND: Ongoing Operations to Fund Plan Payments RIGHT ON BRANDS: Signs Products Distribution Agreement With LDI RITE AID CORP: Closes 3 More Stores in Lorain County in Chapter 11 ROCHESTER DIOCESE: Insurer Fails in Bid to Exclude Expert Reports ROCKY MOUNTAIN: Reports $1.7 Million Net Loss in Q1 2024 RODAN & FIELDS: Moody's Appends 'LD' Designation to PDR RODFER LLC: Hires Luis R. Carrasquillo as Financial Consultant RODFER LLC: Seeks to Hire Vilarino & Associates as Legal Counsel SC HEALTHCARE: Petersen Gets Court Approval to Sell Nursing Homes SENESTECH INC: Effects 1-for-10 Reverse Stock Split SHELSON NATURAL: Case Summary & 20 Largest Unsecured Creditors SM ENERGY: Fitch Assigns 'BB-' Rating on Proposed Senior Notes SOLAR BIOTECH: Hires Epiq as Claims and Noticing Agent SORRENTO THERAPEUTICS: Shareholders Wants Attys.' Fees Put on Hold ST. CHRISTOPHER'S: Hires Ariel Property as Real Estate Broker STEWARD HEALTH CARE: Pays Audera $1.6 Million Prior Ch. 11 Filing STEWARD HEALTH: Akin Gump Represents Creditors' Committee STUDIO PB: Case Summary & 18 Unsecured Creditors SUMMIT MIDSTREAM: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable SUNNY ENERGY: Voluntary Chapter 11 Case Summary SUPPLY SOURCE: Hospeco Brands Group Finalized Asset Purchase TACORA RESOURCES: Secures Up to $250M in Companies' Creditors Sale TIMEKEEPERS INC: Hires Villa & White LLP as Legal Counsel TOLIAO IOROI: Files for Chapter 11 Bankruptcy TOMMY'S FORT: Committee Hires Reed Smith as Bankruptcy Counsel TRESTLES CLO 2017-1: Fitch Assigns 'B-sf' Rating on Cl. F-RR Notes TRIMONT ENERGY: Asset Sale Proceeds to Fund Plan Payments TRP BRANDS: Hires SSG Advisors LLC as Investment Banker TUBULAR SYNERGY: U.S. Trustee Appoints Creditors' Committee UNIVERSAL SEATING: Unsecureds Will Get 10% of Claims over 60 Months URBAN OAKS: Insurer Loses Bid for Summary Judgment VINTAGE WINE: Files for Chapter 11, Plans Delisting From Nasdaq VIVOT EQUIPMENT: Unsecureds to Get $50K per Month for 36 Months VPR LLC: Seeks to Hire Steve Mayes as Financial Advisor WAGFLO LLC: Files for Chapter 11 Bankruptcy WAMU MORTGAGE 2005-AR15: Moody's Cuts Rating on 5 Tranches to Caa1 WEST HARWICH: Seeks to Hire Peter M. Daigle as Bankruptcy Counsel WFPAO HOLDINGS: Hits Chapter 11 Bankruptcy in Florida WILSONART LLC: Moody's Rates New Senior Unsecured Notes 'Caa2' WISCONSIN & MILWAUKEE: Seeks to Extend Plan Exclusivity to Dec. 9 WOODBRIDGE PARTNERS: U.S. Trustee Appoints Creditors' Committee YAK TIMBER: Court Stays AgWest Loan Case v. Parent Company YELLOW CORP: Court Rejects Bid for $137M Teamsters Fight Redo ZACHRY HOLDINGS: Court Approves Settlement With Golden Pass LNG ZAGACITY TECH: Seeks to Extend Plan Exclusivity to October 27 ZENITHEN HOLDINGS CORP: Starts Subchapter V Bankruptcy Process ZEUUS INC: Auditor Admits Procedural Mistake in 2023 Audit Report [*] RJLF Promotes David King and Connor S. Houghton to Partner [*] Three Public Companies With Bankruptcy Risks [*] US Corporate Bankruptcies Rose Above 2020 Pandemic-Era Peak [] Types of Businesses That Drive U.S. Corporate Bankruptcies Surge [^] BOND PRICING: For the Week from July 22 to 26, 2024 ********* 1457 N PRIEUR: Hires Brandon J. Meyer as Real Estate Agent ---------------------------------------------------------- 1457 N Prieur St. No, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Brandon J. Meyer as real estate agent. The firm will market and sell the Debtor's real property located at 1457 N Prieur St. New Orleans, LA 70116. The firm will be paid at contingent fee of 5 percent of the sale/purchase price. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brandon J. Meyer 3900 N Causeway Blvd Metairie LA, 70002-1726 Tel: (504) 458-1747 About 1457 N Prieur St. No, LLC 1457 N Prieur St No, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. La. Case No. 23-11657) on Sept. 26, 2023, with $100,001 to $500,000 in assets and up to $50,000 in liabilities. Greta Brouphy, Esq., at Heller, Draper and Horn, LLC serves as Subchapter V trustee. Judge Meredith S. Grabill oversees the case. James Graham, Esq., represents the Debtor as legal counsel. 1918 EAST NINE STREET: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------------- 1918 East Nine Street LLC filed Chapter 11 protection in the Eastern District of New York. According to court documents, the Debtor reports estimated assets between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 12, 2024 at 11:00 a.m. in Room Telephonically on telephone conference line: 1 (866) 919-4760. participant access code: 4081400#. About 1918 East Nine Street 1918 East Nine Street LLC is engaged in activities related to real estate. 1918 East Nine Street LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42819) on July 8, 2024. In the petition filed by Elie Sabbagh, as sole member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Nancy Hershey Lord oversees the case. The Debtor is represented by: Steven Amshen, Esq. PETROFF AMSHEN LLP 1795 Coney Island Avenue Third Floor Brooklyn, NY 11230 Tel: (718) 336-4200 Fax: (718) 336-4242 Email: bankruptcy@petroffamshen.com 210 SPRINGDALE: Gets Approval to Hire Webber McGill as Attorney --------------------------------------------------------------- 210 Springdale EO LLC received approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Webber McGill LLC as attorneys. The firm will render these services: a. advise the Debtor with respect to all matters in this case; b. assist and advice the Debtor with respect to proposing and confirming a chapter 11 plan of reorganization; and c. perform all necessary legal services. Webber McGill's hourly compensation rates are $450 to $575 for attorneys and $150 for paralegals. Webber McGill received a retainer in the amount of $7,500 from the ProudLiving Communities LLC, an entity controlled by Thomas Caleca, who wholly owns the LLC which is the sole member of the Debtor. Douglas McGill, Esq., member of Weber McGill LLC, attests that his firm does not hold or represent an adverse interest to the estate and is a "disinterested person" under 11 U.S.C. Sec. 101(14). The firm can be reached through: Douglas J. McGill, Esq. Michael J. Reynolds, Esq. WEBER MCGILL LLC 760 Route 10, Suite 104 Whippany, NJ 07981 Phone: (973) 739-9559 Email: dmcgill@webbermcgill.com About 210 Springdale EO LLC 210 Springdale EO LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 210 Springdale EO LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-15881) on June 11, 2024. In the petition signed by Thomas J. Caleca, on behalf of Managing Member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Douglas J. McGill, Esq. at WEBBER MCGILL LLC. 24-26 BARKER: Stephen Darr Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 1 appointed Stephen Darr of Huron Consulting Group as Subchapter V trustee for 24-26 Barker St, Inc. Mr. Darr will be paid an hourly fee of $775 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Darr declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Stephen Darr Huron Consulting Group 265 Franklin Street, Suite 402 Boston MA 02110 Phone: (617) 226-5593 Email: sdarr@hcg.com About 24-26 Barker St 24-26 Barker St, Inc. is primarily engaged in renting and leasing real estate properties. 24-26 Barker St, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass Case No. 24-40728) on July 11, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Miguel B. Aguilo, president. Cynthia Ravosa, Esq., at Ravosa Law Offices, PC represents the Debtor as bankruptcy counsel. 2U INC: Case Summary & 30 Largest Unsecured Creditors ----------------------------------------------------- Lead Debtor: 2U, Inc. 2345 Crystal Drive, Suite 1100 Arlington VA 22202 Business Description: The Debtors comprise a leading online education technology company providing over 80 million people worldwide with access to high-quality education, including graduate, undergraduate, and non-degree programs. Through a comprehensive platform, the Debtors enable non-profit universities and colleges to offer a wide range of online courses and programs. These span diverse fields such as artificial intelligence, data science, business, healthcare, and education, with over 4,600 programs accessible on the Debtors' platform, edX.org, which provides learners with essential information on admissions, enrollment requirements, application processes, curriculum, tuition, and completion times. By consolidating a vast array of educational offerings on a single platform, the Debtors offer flexible and affordable pathways for achieving professional and educational goals. Chapter 11 Petition Date: July 25, 2024 Court: United States Bankruptcy Court Southern District of New York Nine affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- 2U, Inc. (Lead Case) 24-11279 EdX LLC 24-11278 2U GetSmarter (US), LLC 24-11280 2U Harkins Road LLC 24-11281 2U NYC, LLC 24-11282 2U KEIH Holdco, LLC 24-11283 CritiqueIt, Inc. 24-11284 EdX Boot Camps LLC 24-11285 2U GetSmarter, LLC 24-11286 Judge: Hon. Michael E. Wiles Debtors' Bankruptcy Counsel: George A. Davis, Esq. George Klidonas, Esq. Anupama Yerramalli, Esq. Randall C. Weber-Levine, Esq. Scott Yousey, Esq. LATHAM & WATKINS LLP 1271 Avenue of the Americas New York, NY 10020 Tel: (212) 906-1200 Fax: (212) 751-4864 Email: george.davis@lw.com george.klidonas@lw.com anu.yerramalli@lw.com randall.weber-levine@lw.com scott.yousey@lw.com Debtors' Investment Banker: MOELIS & COMPANY LLC Debtors' Financial Advisor: ALIXPARTNERS, LLP Debtors' Noticing, Solicitation & Subscription Agent: EPIQ CORPORATE RESTRUCTURING, LLC Total Assets as of June 30, 2024: $1,224,353,000 Total Debts as of June 30, 2024: $1,146,597,000 The petitions were signed by Matthew Norden, chief legal officer/chief financial officer. Full-text copies of three of the Debtors' petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ITCSS6Q/2U_Inc__nysbke-24-11279__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/ZCAT6TQ/2U_GetSmarter_US_LLC__nysbke-24-11280__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/ZLWTAKI/2U_Harkins_Road_LLC__nysbke-24-11281__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Wilmington Trust, Senior Unsecured $380,000,000 National Association Convertible Notes 50 South Sixth Street Due 2025 Suite 1290 Minneapolis, MN 55402 Contact: Emilia Gazzuolo & Iris Munoz Phone: 612-217-5640 Email: EGAZZUOLO@WILMINGTONT RUST.COM; IMUNOZ@WILMINGTONTRUST.COM 2. Wilmington Trust, Senior Unsecured $147,000,000 National Association Convertible Notes 50 South Sixth Street Due 2030 Suite 1290 Minneapois, MN 55402 Contact: Emilia Gazzuolo & Iris Munoz Phone: 612-217-5640 Email: EGAZZUOLO@WILMINGTONTRUST.COM; IMUNOZ@WILMINGTONTRUST.COM 3. Maryland Department of Commerce Loan $2,000,000 401 East Pratt Street 17th Floor Baltimore, MD 21202 Contact: Mary Diferndinando Phone: 401-767-6300 Email: MARY.DIFERNDINANDO@MARYLAND.GOV 4. HarvardX University $1,938,602 125 Mt. Auburn Street Partner Cambridge, MA 02138 Contact: Burmaa Nergui Phone: 617-384-0435 Email: MKAN.HSPH@HARVARD.EDU; BURMAA_NERGUI@HARVARD.EDU 5. Cigna Health and Life Trade Payable $1,710,361 900 Cottage Grove Road Bloomfield, CT 06002 Contact: Asley Ellis Phone: 804-688-3411 Email: ASHLEY.ELLIS@CIGNAHEALTHCARE.COM 6. Prince Georges County Loan $1,500,000 Wayne K. Currey Administration Building 1301 McCormick Drive Suite 4000 Largo, MD 20774 Contact: Dawn Medley Phone: 301-883-6904 Email: DRMEDLEY@FSCFIRST.COM 7. Amazon Web Services Trade Payable $1,091,007 P.O. Box 84023 Seattle, WA 98127-8423 Contact: Greg Devine Phone: 206-266-1000 Email: AWS-RECEIVABLES-SUPPORT@AMAZON.COM; DEVINEG@AMAZON.COM 8. Massachusetts Institute University $976,741 of Technology (MIT) Partner 77 Massachusetts Avenue Cambridge, MA 02139 Contact: Bryan Adkison Phone: 617-258-6723 Email: WIRE-TRANSFERS@MIT.EDU; BADKISON@MIT.EDU 9. Red Ventures Education Trade Payable $966,231 1423 Red Ventures Drive Fort Mill, SC 29707 Contact: Ben Braun Phone: 704-971-2300 Email: HIGHEREDINVOICES@REDVENTURES.COM 10. Columbia University University $950,803 540 Mudd MC 4719 Partner 500 West 120th Street New York, NY 10027 Contact: Sean Wiggins Phone: 212-854-6447 Email: ST2840@COLUMBIA.EDU; SEAN.WIGGINS@COLUMBIA.EDU 11. SPI Global Content Holding Trade Payable $889,346 77 Robinson Road 13-00 Robinson Singapore 068896 Singapore Contact: Swapni Raut Phone: 609-512-4050 Email: SWAPNIL.RAUT@LEARNINGMATE.COM 12. Guild Education Inc. Trade Payable $797,585 370 17th Street Suite 300 Denver, CO 80202 Contact: Brittany Mitchell Phone: 720-378-5452 Email: AR@GUILDEDUCATION.COM 13. The Friday Conference Center University $705,747 (UNC-Chapel Hill) Partner 100 Friday Center Drive Chapel Hill, NC 27599 Contact: John Albrechtsen Phone: 919-962-3000 Email: JOHN.ALBRECHTSEN@UNC.EDU 14. McCombs School of Business University $636,877 Foundation Partner 2110 Speedway Stop, B6000 Austin, TX 78712-1750 Contact: Eric Steppe & Patricia Martinez Phone: 732-939-6688 Email: ERIN.STEPPE@AUSTIN.UTEXAS.EDU; PATRICIA.MARTINEZ@MCCOMBS.UTEXAS.EDU 15. Board of Regents, University $623,100 University of California Partner 2195 Hearst Ave., RM 159 Berkeley, CA 94720-1101 Contact: Angela Chang Phone: 510-642-1466 Email: ANGELACHANG@ISCHOOL.BERKELEY.EDU 16. Rutgers University University $605,396 Lifelong Learning Center Partner 3 Rutgers Plaza 3rd Floor New Brunswick, NJ 08901 Contact: Hyun-Ja Leeandre Lepine Phone: 848-932-6554 Email: HYUNJA@DOCS.RUTGERS.EDU; ANDRE.LEPINE@RUTGERS.EDU 17. Banner Edge Media Trade Payable $527,860 14350 North 87th Street Suite 110 Scottsdale, AZ 85260 Contact: Jenay Henning Phone: 480-254-8741 Email: JENAY@BANNEREDGEMEDIA.COM 18. University of Central Florida University $478,178 12424 Research Parkway Partner Suite 300 Orlando, FL 32826 Contact: Jana Breburdova Phone: 407-882-0247 Email: JANA.BREBURDOVA@UCF.EDU 19. Yale University University $477,609 Treasury Services Partner P.O. Box 208087 New Haven, CT 06520-8087 Contact: Elizabeth Roessler Phone: 203-785-7207 Email: CONTROLLERS.OFFICE@YALE.EDU; ELIZABETH.ROESSLER@YALE.EDU 20. RFR/K 55 Prospect Owner LLC Rent $457,567 P.O. Box 780887 Suite 204 Philadelphia, PA 19177-0887 Contact: Meisha Paris Phone: 917-647-5309 Email: MPARRIS@RFR.COM 21. Epwery Trade Payable $457,563 Jose P. Varela 532 70000 Colonia Del Sacramento Colonia Uruguay Contact: Gustavo Santucho Phone: +598-4522-0505 Email: GUSTAVOSANTUCHO@GMAIL.COM 22. Michigan State University University $421,236 Hannah Administration Bldg Partner 426 Auditorium Rd, RM 110 East Lansing, MI 48824 Contact: Stacey Nyeken Beer Phone: 517-353-3530 Email: NYESL@MSU.EDU; BEERK@MSU.EDU 23. Northwestern University University $339,392 339 East Chicago Ave Partner Wiebolt Hall 6th Floor Chicago, IL 60611-3008 Contact: Jeannine Puchtel & Erica Wilke Bova Phone: 847-467-1908 Email: PUCHTEL@NORTHWESTERN.EDU; ERICA.BOVA@NORTHWESTERN.EDU 24. Kforce Inc. Trade Payable $325,720 P.O. Box 277997 Atlanta, GA 30384-7997 Contact: Jeffrey Hackman Phone: 877-453-6723 Email: REMITS@KFORCE.COM 25. The University of Texas at University $321,051 Austin Partner P.O. Box 7518 Austin, TX 78713-7518 Contact: Heather Van Ligten & Josh Clements Phone: 512-471-4141 Email: HEATHER.VANLIGTEN@AUSTIN.UTEXAS.EDU; J.CLEMENTS@AUSTIN.UTEXAS.EDU 26. University of North University $314,479 Carolina at Charlotte Partner 9201 University City Boulevard Charlotte, NC 28223 Contact: Katie Addison & Jeff Anderson Phone: 704-687-8900 Email: generalaccounting@unc.edu; JANDERSON@CHARLOTTE.EDU 27. George Washington University University $313,840 College of Professional Studies Partner 802 21st NW, Ste 301 Washington, DC 20052 Contact: Kreda Boci Phone: 202-994-2083 Email: kboci@gwu.edu 28. Bright Labs Services LLC Trade Payable $298,029 485 Lexington Avenue 10th Floor New York, NY 10017 Contact: Robert Bird Phone: 718-916-7021 Email: ROBERT.BIRD@ANKURA.COM 29. The University of Utah University $286,817 1901 E S Campus Dr, 2175 Partner Salt Lake City, UT 84112 Contact: Sterling Moore & Jonlee Alvaro Phone: 801-587-4619 Email: STERLING.MOORE@UTAH.EDU; U6039172@UTAH.EDU; IRIS.MOULTON@UTAH.EDU 30. Marketplace Operations Inc. Trade Payable $265,170 c/o Funaro & Co., P.C. 350 5th Avenue 41st Floor New York, NY 10118 Contact: Sonny Anand Phone: 610-209-8657 Email: FINREPORTS@FORBESADVISOR.COM; SONNY.ANAND@FUNARO.COM 31 BEECH: Gets Approval to Hire Webber McGill as Attorney --------------------------------------------------------- 31 Beech EO Proud LLC received approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Webber McGill LLC as attorneys. The firm will render these services: a. advise the Debtor with respect to all matters in this case; b. assist and advice the Debtor with respect to proposing and confirming a chapter 11 plan of reorganization; and c. perform all necessary legal services. Webber McGill's hourly compensation rates are $450 to $575 for attorneys and $150 for paralegals. Webber McGill received a retainer in the amount of $7,500 from the ProudLiving Communities LLC, an entity controlled by Thomas Caleca, who wholly owns the LLC which is the sole member of the Debtor. Douglas McGill, Esq., member of Weber McGill LLC, attests that his firm does not hold or represent an adverse interest to the estate and is a "disinterested person" under 11 U.S.C. Sec. 101(14). The firm can be reached through: Douglas J. McGill, Esq. Michael J. Reynolds, Esq. WEBER MCGILL LLC 760 Route 10, Suite 104 Whippany, NJ 07981 Phone: (973) 739-9559 Email: dmcgill@webbermcgill.com About 31 Beech EO Proud LLC 31 Beech EO Proud LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 31 Beech EO Proud LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-15883) on June 11, 2024. In the petition signed by Thomas J. Caleca, as manager, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. The Debtor is represented by Douglas J. McGill, Esq. at WEBBER MCGILL LLC. 33 HOLDINGS: Seeks Chapter 11 Bankruptcy Protection --------------------------------------------------- 33 Holdings LLC filed Chapter 11 protection in the District of Utah. According to court documents, the Debtor reports $2,993,440 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. The petition states that funds will not be available to unsecured creditors. About 33 Holdings LLC 33 Holdings LLC is a limited liability company. 33 Holdings LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 24-23273) on July 3, 2024. In the petition signed by Blake Hansen, as manager, the Debtor reports total assets as of July 2, 2024 amounting to $3,150,000 and total liabilities as of July 2, 2024 of $2,993,440. The Honorable Bankruptcy Judge Peggy Hunt handles the case. The Debtor is represented by: Ted F. Stokes, Esq. STOKES LAW PLLC 2072 North Main Suite 102 North Logan, UT 84341 Tel: (435) 213-4771 Fax: (888) 443-1529 E-mail: ted@stokeslawpllc.com 360 GLOBAL: Hires Financial Relief Legal Advocates as Counsel ------------------------------------------------------------- 360 Global Warehousing and Distribution, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Financial Relief Legal Advocates, Inc. as bankruptcy counsel. The firm's services include: (a) advise the Debtor with respect to the requirements of the Bankruptcy Court, the Federal Rules of Bankruptcy Procedure, and the Office of the United States Trustee; (b) advise the Debtor with respect to its rights; (c) advise the Debtor with respect to the rights and remedies of its bankruptcy estate and the rights, claims, and interests of creditors; (d) seek to employ state court counsel in the Debtor's representation of its fraud/contract claim against its former landlord; (e) advise and consult with any state court or special counsel employed in the representation of Debtor in any state court or adversary proceeding; (f) consult with appointed Sub-Chapter V Trustee for the benefit of the Debtor's estate; (g) advise, consult, and represent the Debtor with such legal issues as are necessary concerning the use and disposition of its presently occupied warehouse property subject to the prior judgment of eviction with all accompanying issues; and (h) advise, consult, and procure the approval of a Chapter 11 Plan and thereafter seek confirmation of the Chapter 11 plan of reorganization. John Bauer, Esq., an attorney at Financial Relief Legal Advocates, will be compensated at an hourly rate of $350. In addition, the firm will seek reimbursement for expenses incurred. Mr. Bauer disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John H. Bauer, Esq. Financial Relief Legal Advocates, Inc. 4501 Cerritos Ave., Suite 101 Cypress, CA 90630 Telephone: (714) 319-3446 Email: johnbhud@aol.com About 360 Global Warehousing 360 Global Warehousing and Distribution, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-15084) on June 27, 2024, with up to $100,000 in assets and up to $500,000 in liabilities. Judge Vincent P. Zurzolo presides over the case. John H. Bauer, Esq., at Financial Relief Legal Advocates Inc. represents the Debtor as legal counsel. 729-731 MEEKER GROUP: Files for Chapter 11 Bankruptcy ----------------------------------------------------- 729-731 Meeker Group LLC filed Chapter 11 protection in the Eastern District of New York. According to court documents, the Debtor reports between $1 million and $10 million each. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 16, 2024 at 2:00 p.m. in Room Telephonically on telephone conference line: 1(877) 953-2748. participant access code: 3415538. About 729-731 Meeker Group LLC 729-731 Meeker Group LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 729-731 Meeker Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42846) on July 9, 2024. In the petition filed by Mitchell Steiman, as vice president of restructuring, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Jil Mazer-Marino handles the case. The Debtor is represented by: Joel M. Shafferman, Esq. SHAFFFERMAN & FELDMAN LLP 137 Fifth Avenue 9th Floor New York, NY 10010 Tel: (212) 509-1802 Email: shaffermanjoel@gmail.com 99 BOTTLES: Aaron Cohen Named Subchapter V Trustee -------------------------------------------------- The U.S. Trustee for Region 21 appointed Aaron Cohen, Esq., a practicing attorney in Jacksonville, Fla., as Subchapter V trustee for 99 Bottles Hospitality, LLC. Mr. Cohen will be paid an hourly fee of $315 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Cohen declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aaron R. Cohen, Esq. P.O. Box 4218 Jacksonville, FL 32201 Tel: (904) 389-7277 Email: aaron@arcohenlaw.com About 99 Bottles Hospitality 99 Bottles Hospitality, LLC owns and operates a full-service restaurant business. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03666) on July 17, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Kevin O. Andersen, manager, signed the petition. Michael Faro, Esq., at Faro & Crowder represents the Debtor as legal counsel. A1 TRANSPORT: Tarek Kiem of Kiem Law Named Subchapter V Trustee --------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Tarek Kiem, Esq., at Kiem Law, PLLC as Subchapter V trustee for A1 Transport Network, Inc. Mr. Kiem 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. Kiem declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Tarek Kiem, Esq. Kiem Law, PLLC 8461 Lake Worth Road, Suite 114 Lake Worth, FL 33467 Tel: (561) 600-0406 Email: tarek@kiemlaw.com About A1 Transport Network A1 Transport Network, Inc. operates in the general freight trucking industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17287) on July 20, 2024, with $106,290 in assets and $1,222,479 in liabilities. Ivan Antigua Escobar, president, signed the petition. Judge Robert A. Mark presides over the case. Jeffrey N. Schatzman, Esq., at Schatzman & Schatzman, P.A. represents the Debtor as legal counsel. AB BROTHERS: Tarek Kiem of Kiem Law Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Tarek Kiem, Esq., at Kiem Law, PLLC as Subchapter V trustee for AB Brothers USA, Inc. Mr. Kiem 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. Kiem declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Tarek Kiem, Esq. Kiem Law, PLLC 8461 Lake Worth Road, Suite 114 Lake Worth, FL 33467 Tel: (561) 600-0406 Email: tarek@kiemlaw.com About AB Brothers USA AB Brothers USA Inc. operates in the general freight trucking industry. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17288) on July 20, 2024, with $593,418 in assets and $1,050,153 in liabilities. Johania Tomas Diaz, president, signed the petition. Judge Robert A. Mark presides over the case. Jeffrey N. Schatzman, Esq., at Schatzman & Schatzman, P.A. represents the Debtor as legal counsel. ADM TRONICS: Rosenberg Rich Baker Berman Raises Going Concern Doubt ------------------------------------------------------------------- ADM Tronics Unlimited, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended March 31, 2024, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 15, 2024, citing that the Company has experienced losses from operations and negative cash flows from operating activities, which raise substantial doubt about its ability to continue as a going concern. ADM Tronics' management has initiated several strategic plans to improve the Company's financial position. The Company's net loss for the fiscal years ended March 31, 2024 and 2023 was $877,222 and $96,322, respectively. As of March 31, 2024, the Company had an accumulated deficit of $32,945,047 and cash used from operating activities of $709,889. Management's plans to address these conditions include leveraging existing resources and focusing on revenue growth and orders in the pipeline, which are expected to push the Company to profitability within the next fiscal year. There is substantial doubt that the funding plans will be successful and therefore these conditions have not been alleviated. As a result, there is substantial doubt about the Company’s ability to continue as a going concern for one year from July 15, 2024. ADM Tronics said, "Our future capital requirements will depend upon many factors, including progress with developing, manufacturing and marketing our technologies, the time and costs involved in preparing, filing, prosecuting, maintaining and enforcing patent claims and other proprietary rights, our ability to establish collaborative arrangements, marketing activities and competing technological and market developments, including regulatory changes and overall economic conditions in our target markets. Our ability to generate revenue and achieve profitability requires us to successfully market and secure purchase orders for our products from customers currently identified in our sales pipeline as well as new customers. We also will be required to efficiently manufacture and deliver equipment on those purchase orders. These activities, including our planned research and development efforts, will require significant uses of working capital. There can be no assurances that we will generate revenue and cash flow as expected in our current business plan." A full-text copy of the Company's Form 10-K is available at: https://tinyurl.com/3dcmz78j About ADM Tronics Unlimited Northvale, N.J.-based ADM Tronics Unlimited, Inc. is a technology-based developer and manufacturer of diversified lines of products and derives revenue from the production and sale of electronics for medical devices and other applications; environmentally safe chemical products for industrial, medical and cosmetic uses; and, research, development, regulatory and engineering services. The Company is a corporation that was organized under the laws of the State of Delaware on November 24, 1969. As of March 31, 2024, the Company had $2,138,728 in total assets, $1,446,337 in total liabilities, and $692,391 in total stockholders' equity. ADOLE GROUP: Voluntary Chapter 11 Case Summary ---------------------------------------------- Debtor: Adole Group, LLC 68 West 120th Street New York, NY 10027 Business Description: Adole Group is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 24, 2024 Court: United States Bankruptcy Court Southern District of New York Case No.: 24-11275 Judge: Hon. Lisa G Beckerman Debtor's Counsel: Leo Jacobs, Esq. JACOBS P.C. 595 Madison Avenue FL 39 New York, NY 10022 Tel: (718) 772-8704 Email: leo@jacobspc.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Cheryl A. Smith, MD as managing member. 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/EWRSX2A/Adole_Group_LLC__nysbke-24-11275__0001.0.pdf?mcid=tGE4TAMA AEL INVESTMENT: Starts Subchapter V Bankruptcy Process ------------------------------------------------------ AEL Investment Group LLC filed Chapter 11 protection in the Southern District of Florida. According to court documents, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for July 31, 2024 at 11:00 a.m. U.S. Trustee TELECONFERENCE. To participate call 866-915-4419 passcode 6071331. About AEL Investment Group AEL Investment Group LLC is a limited liability company. AEL Investment Group LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16739) on July 3, 2024. In the petition filed by Enrique E. Larach, Sr. as authorized member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Corali Lopez-Castro handles the case. The Debtor is represented by: Bradley S. Shraiberg, Esq. SCHRAIBERG PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: bss@slp.law AHP HEALTH: Moody's Affirms 'B2' CFR & Alters Outlook to Positive ----------------------------------------------------------------- Moody's Ratings affirmed AHP Health Partners, Inc.'s (AHP Health dba Ardent Health Partners, Inc.) B2 Corporate Family Rating and B2-PD Probability of Default Rating. Moody's also affirmed the company's B1 backed senior secured term loan B rating, and Caa1 rating on the senior unsecured notes. At the same time, Moody's revised the outlook to positive from stable. The affirmation of AHP Health's ratings reflects Moody's expectation that AHP Health will maintain solid credit metrics with very good liquidity. AHP Health has a solid track record of growth and operating under challenges such as labor and inflationary pressures that were headwinds in 2022 and 2023. Moody's anticipate that the company will continue to operate with leverage in the 3.5x-4.0x range as it will continue to invest in development of new facilities. Moody's calculate the company's leverage, as of March 31, 2024, and pro forma for the most recent debt pay down, at 4.3x In Moody's positive outlook, Moody's forecast that AHP Health will achieve mid-single digit revenue growth while maintaining consistent positive free cash flow. RATINGS RATIONALE AHP Health's B2 Corporate Family Rating reflects the company's good scale with a portfolio of 30 hospitals and presence in six US states. The rating benefits from the company's business model of working with select not-for-profit health systems in joint venture partnership arrangements. Further, Moody's expect AHP Health to maintain very good liquidity over the next 12-18 months and operate with leverage in the 3.5x-4.0x range as it will continue to invest in development of new facilities. AHP Health's rating is constrained by moderately high leverage and negative free cash flow following a cyber attack in late 2023. The disruptions caused by the cyber attack were primarily responsible for the negative free cash flow in the last 12 months ending March 2024. The company has geographic concentration in Texas, Oklahoma and New Mexico, as it derives more than 75% of its revenue from these states. Moody's expect that AHP Health will maintain very good liquidity over the next 12 to 18 months. As of March 31, 2024, the company's cash and cash equivalents totaled $373 million, of which approximately $50 million was held by the company's joint ventures. The company also had $289 million available on pro forma basis under its recently upsized $325 million asset-based revolving credit facility (ABL). Moody's expect that AHP Health will generate free cash flow of approximately $85 million in the next 12 months. AHP Health's senior secured first lien term loan is rated B1, one notch higher than the B2 CFR. This reflects its priority position to a considerable amount of unsecured notes. The term loan has a second lien pledge on substantially all of the company's accounts and other receivables that are securing the $325 million ABL facility (unrated). The $300 million unsecured notes would absorb losses ahead of the senior secured first lien term loan in a distress scenario. The secured term loan lenders benefit from a security pledge which includes the pledge of the UT Health East Texas hospitals as well as AHP Health's Lovelace (New Mexico), Hillcrest (Oklahoma), and BSA (Texas) systems. The senior unsecured notes are rated Caa1, reflecting the notes' junior position to a significant amount of senior secured debt and Moody's expectation of considerable losses in a bankruptcy scenario. AHP Health Partners, Inc.'s CIS-4 indicates that the rating is lower than it would have been if ESG risk exposures did not exist. The CIS-4 score reflects AHP Health's exposure to social and governance risk considerations. Social risk considerations (S-4) include reimbursement pressure from government payors like Medicare and Medicaid, potential liabilities related to patient care, and scarcity of qualified human capital. Governance risk considerations (G-4) involve the company's aggressive financial policy and risk management and somewhat concentrated decision making under ~55% private equity ownership. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if AHP Health sustains debt/EBITDA below 5.0 times while maintaining sustained organic growth and consistently positive free cash flow. An upgrade would also be supported by improved service line and geographic diversification. The ratings could be downgraded if liquidity weakens or if AHP Health experiences a deterioration in operating performance that can include a decline in margins or cash flow coverage metrics. A downgrade could also occur if the company makes a material debt-funded acquisition or shareholder initiative, or if debt/EBITDA is sustained above 6.0 times. AHP Health Partners, Inc., headquartered in Brentwood, TN, is a leading provider of healthcare through a system of 30 acute care hospitals and more than 200 sites of care across six states. Prior to the IPO, AHP Health was jointly owned by Equity Group Investments (EGI), Ventas, Inc., Pure Health and current and former management. Pro forma for the IPO, EGI will maintain about 55% ownership. Revenues for the twelve months ended March 31, 2024, totaled $5.5 billion. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. ALLERGY ASSOCIATES: Unsecureds Will Get 5% Dividend in Plan ----------------------------------------------------------- Allergy Associates of the Palm Beaches, P.A., filed with the U.S. Bankruptcy Court for the Southern District of Florida a Chapter 11 Plan of Liquidation dated July 10, 2024. The Debtor is professional association, incorporated in Florida in 1983, by Dr. Mark Stein. Dr. Alan Koterba and Dr. Elena Perez have owned and operated the Debtor since September 2018. The Debtor operated a small out-patient medical practice specializing in allergy and immunology. Its principal office was located at 840 US Hwy 1, Suite 235, North Palm Beach, Florida, and it operated a satellite office located at 1414 N. Flagler Dr., Suite 4100, West Palm Beach, Florida. In August of 2023, Debtor approached attorney Malinda Hayes, to investigate the feasibility of a chapter 11 reorganization, but cash flow instability and the inability to reliably cash flow positive led to a negative conclusion of Debtor's ability to successfully reorganize. Finally, in February of 2024, The Institute for Asthma and Allergy, P.C. Corp. ("IAA") offered to acquire Debtor's assets as a going concern, opening new offices at Debtor's existing locations and employing Dr. Koterba and Dr. Perez. AAPB filed for Chapter 11 relief on April 11, 2024, to facilitate the asset sale and conduct an orderly wind-down. At the time of filing, all of Debtor's equipment, inventory, intangibles, accounts receivable and funds in its Truist bank accounts were encumbered by security Interests in the following order and priority: Truist Bank (owed $368,000, ASD Specialty Healthcare (claim of $850,323), and Priority Healthcare Distribution, Inc (claim of $1,588,458). Debtor's only unencumbered asset was approximately $40,000 in an account at Regions bank that was not subject to a lien or pledged as a deposit. On May 2, 2024, Debtor filed its motions to approve the sale of substantially all assets to IAA and to assume and assign its insurance provider agreements to IAA, for a purchase price of $200,000. The sale closed on June 26, 2024, after Debtor and IAA executed the Asset Purchase Agreement and ancillary contracts filed with the Court on May 29th. The sale proceeds ($200,000) were paid directly to Truist, per the sale order. Debtor's operation ceased as of June 30, 2024, except to the limited extent required for Debtor to perform under the Transition Services Agreement. Class 3 consists of General Unsecured Claims. Holders of Allowed General Unsecured Claims shall receive a one-time, pro rata distribution, in cash of all Estate property remaining after payment of Allowed Administrative Claims, Authorized Final Expenses, and turnover of cash collateral to Holders of Allowed Secured Claims. Debtor will seek to maximize recovery for Class 3 by continuing its efforts to collect accounts receivable through September 30, 2024 (representing 90 days from the date Debtor's final claims for services rendered prior to the sale were submitted to insurance providers). Class 3 Claim Holders are estimated to receive a 5% pro rata dividend. The Class 3 distribution will be issued by October 31, 2024. The allowed unsecured claims total $877,320.97. Class 3 is Impaired. Class 4 consists of Equity Interest Holders, Dr. Alan Koterba (50%) and Dr. Elena Perez (50%). The existing equity holders will retain their Interests. Class 4 is Unimpaired. The Plan will be funded from the Debtor's cash on hand, proceeds of accounts receivable, and potentially from the surcharge of cash collateral and recovery of a preference demand to American Express. A full-text copy of the Liquidating Plan dated July 10, 2024 is available at https://urlcurt.com/u?l=lzwSJI from PacerMonitor.com at no charge. Counsel to the Debtor: Malinda Hayes, Esq. Law Offices of Malinda L. Hayes 378 Northlake Blvd Suite 218 North Palm Beach, FL 33408 Tel: (561) 537-3796 Email: malinda@mlhlawoffices.com About Allergy Associates of the Palm Beaches, P.A. Allergy Associates of the Palm Beaches, PA provides evidence based, comprehensive care in the diagnosis and management of the full spectrum of allergic and immunologic diseases. All of its doctors are highly trained and specialize in both the areas of adult/pediatric allergy and immunology. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13485) on April 11, 2024, with $391,140 in assets and $3,428,073 in liabilities. Alan Koterba, member, signed the petition. Malinda Hayes, Esq. at the LAW OFFICES OF MALINDA L HAYES, is the Debtor's legal counsel. ALTICE FRANCE: Transfer Sales Cash from Reach of Creditors ---------------------------------------------------------- Irene García Pérez of Bloomberg News reports that Altice France moved some of the proceeds from a recent divestiture out of creditors' reach as it prepares to start discussions over cutting its $26.2 billion debt pile, according to people with knowledge of the matter. The company shifted at least part of the proceeds it got from the €1.55 billion sale of Altice Media to an entity that sits above Altice France's operations, said the people, who asked not to be identified discussing private information. About Altice France Altice France provides wireless telecommunication services. The Company offers fiber optic network solutions for all type of media. AMAZING POOLS: Ruediger Mueller of TCMI Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 21 appointed Ruediger Mueller of TCMI, Inc. as Subchapter V trustee for Amazing Pools and Services, Inc. Mr. Mueller 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. Mueller declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Ruediger Mueller TCMI, Inc. 1112 Watson Court Reunion, FL 34747 Telephone: (678) 863-0473 Facsimile: (407) 540-9306 Email: truste@tcmius.com About Amazing Pools and Services Amazing Pools and Services, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case 24-04136) on July 19, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Roberta A. Colton presides over the case. Scott T. Orsini, Esq., at Orsini Law Group, LLC represents the Debtor as bankruptcy counsel. AMELIOM IT: Seeks to Hire H. Anthony Hervol as Legal Counsel ------------------------------------------------------------ Ameliom IT, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Western District of Texas to hire the Law Office Of H. Anthony Hervol as their counsel. The firm will render these services: (a) represent the Debtor in this Chapter 11 case and advise the Debtor as to its rights, powers, and duties; (b) negotiate and prepare one or more plans of reorganization for the Debtor; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in this case; (d) take necessary action to collect property of the estate and file suits to recover the same, pursue or defend other adversary proceedings as needed, or work with special counsel appointed by the court to pursue or defend any adversary proceedings; (e) prepare legal papers; (f) object to disputed claims; (g) prepare and present of final accounting and motion for final decree closing the bankruptcy case; and (h) perform all other legal services for the Debtor. The firm will be paid at its hourly rate of $325. The firm received a retainer in the amount of $4,000. H. Anthony Hervol, Esq., an attorney at Law Office of H. Anthony Hervol, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: H. Anthony Hervol, Esq. Law Office of H. Anthony Hervol 22211 IH-10 West, Suite 1206-168 San Antonio, TX 78257 Tel: (210) 522-9500 Fax: (210) 522-0205 Email: hervol@sbcglobal.net About Ameliom IT Ameliom IT, LLC, a company in Bulverde, Texas, provides computer systems design and related services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Texas Case No. 24-51148) on June 20, 2024, with $339,700 in assets and $1,986,557 in liabilities as of May 14, 2024. Brian L. Adams, president and authorized representative, signed the petition. Judge Craig A. Gargotta presides over the case. H. Anthony Hervol, Esq., at the Law Office of H. Anthony Hervol represents the Debtor as bankruptcy counsel. AMERICAN CANNABIS: Reports Net Loss of $132,551 in Q1 2024 ---------------------------------------------------------- American Cannabis Company, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $132,551 on $255,720 of total revenues for the three months ended March 31, 2024, compared to a net loss of $463,000 on $712,385 of total revenues for the three months ended March 31, 2023. The Company has an accumulated deficit of $13,873,676 as of March 31, 2024, and has recurring losses and expects continuing future losses. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company's primary source of operating funds during the three months ended March 31, 2024, and the year ended December 31, 2023, has been funds generated from operations. The Company has experienced net losses from operations since its inception and requires additional financing to fund future operations. As of March 31, 2024, the Company had $2,628,487 in total assets, $2,759,498 in total liabilities, and $131,001 in total stockholders' deficit. The Company said, "As of the date of our Quarterly Report on Form 10-Q, while we believe we have adequate capital resources to complete our near-term operations, there is no guarantee that such capital resources will be sufficient until such time we reach profitability. We may access capital markets to fund strategic acquisitions or ongoing operations on terms we believe are favorable. The timing and amount of capital that may be raised are dependent on market conditions and the terms and conditions upon which investors would be required to provide such capital. We may utilize debt or sell newly issued equity securities through public or private transactions. There can be no assurance that we will be able to obtain additional funding on satisfactory terms or at all. In addition, no assurance can be given that any such financing, if obtained, will be adequate to meet our capital needs and support our growth. If additional funding cannot be obtained on a timely basis and on satisfactory terms, our operations would be materially negatively impacted; however, we have been successful in accessing capital markets in the past, and we are confident in our ability to access capital markets again if needed." The Company is dependent upon management's ability to develop profitable operations and obtain additional funding sources. There can be no assurance that the Company's financing efforts will result in profitable operations or enhance liquidity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/35nhwdpf About American Cannabis Colorado Springs, Colo.-based American Cannabis Company, Inc. and its subsidiary is a publicly listed company quoted on the OTC Markets OTCQB Trading Tier under the symbol "AMMJ." It operates a fully integrated business model that features end-to-end solutions for businesses operating in the regulated cannabis industry in states and countries where cannabis is regulated and/or has been decriminalized for medical use and/or legalized for recreational use. Houston, Texas-based Hudgens CPA, the Company's auditor since 2022, issued a "going concern" qualification in its report dated May 8, 2024, attached to American Cannabis' Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, stating that the Company has a working capital deficit, has generated net losses since its inception, and further losses are anticipated. "The Company requires additional funds to meet its obligations and the costs of its operations. These factors raise substantial doubt about its ability to continue as a going concern," the auditor concluded. AMERICAN LEGACY REALTY: Starts Subchapter V Bankruptcy Process -------------------------------------------------------------- American Legacy Realty LLC filed Chapter 11 protection in the Central District of California. According to court documents, the Debtor reports between $500,000 and $1 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About American Legacy Realty American Legacy Realty LLC is an investment advisor based in California. American Legacy Realty LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-13887) on July 9, 2024. In the petition filed by Carl Hunking, as managing member, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. The Honorable Bankruptcy Judge Mark D. Houle handles the case. The Debtor is represented by: Reshma Kamath, Esq. LAW OFFICE OF RESHMA KAMATH 700 El Camino Real, #120-1084 Menlo Park, CA 94025-4847 Tel: 650-257-0719 Email: reshmakamath2021@gmail.com AMK TIKI: Unsecureds Will Get 5% of Claims over 3 Years ------------------------------------------------------- AMK Tiki LLC, d/b/a Jet Set, filed with the U.S. Bankruptcy Court for the Southern District of New York a Plan of Reorganization dated July 8, 2024. The Debtor was formed in 2022 and operates as a tiki bar and restaurant on the Newburgh waterfront in Orange County, New York. The bar and restaurant opened for business on Labor Day weekend, 2022. The shares of the Debtor are owned equally by four LLC entities (25% each): AHJIB RE1, LLC, Meet the Nunnaris, LLC, AJL Holdings Group, LLC, and AMK Holdings Group, LLC. Due to many unforeseen circumstances after the opening of the business, including the rise of labor costs, cost of goods generally and an extremely rainy 2023 summer season, the Debtor fell behind on its rent obligation to Riverfront Realty Newburgh, LLC, along with its sales tax and vendor obligations. The subchapter V case under Chapter 11 of the Bankruptcy Code was filed to provide the Debtor with an opportunity to evaluate its cash flow and restructure its pre-petition obligations. Class 6 consists of all Allowed Unsecured Claims against the debtor not entitled to priority treatment. The debtor proposes to pay Class 6 Claims 5% of the total claims over a period of 3 years. The amount of the Class 6 claims total the sum of $332,866.00. The payments to Class 6 creditors will be on a quarterly basis (January 15, April 15, July 15 and October 15), without interest. The estimated quarterly payment on Class 6 claims will be $1,387.00. Class 7 consists of the claims of certain insiders of the debtor holding general unsecured claims. The members of Class 7 are AHJIB RE1, LLC, Michael Kelly and Stephanie Nunnari. Class 7 members' claims are evidenced by valid and enforceable promissory notes between the debtor and Class 7 members. The amount of the Class 7 claims total the sum of $498,764.00. The debtor proposes to pay Class 7 claims 2% of the total claims over a period of 3 years. The payments to Class 7 creditors will be on a quarterly basis (January 15, April 15, July 15 and October 15), without interest. The estimated quarterly payment on Class 7 claims will be $831.27. Class 8 consists of the interests of the members of the debtor (25% each): AHJIB RE1, LLC, Meet the Nunnaris, LLC, AJL Holdings Group, LLC, and AMK Holdings Group, LLC. The holders of the Class 8 interests shall retain their interests. The debtor's Chapter 11 Plan will be implemented by revenues generated and received in the ordinary course and operation of the debtor's business. A full-text copy of the Plan of Reorganization dated July 8, 2024 is available at https://urlcurt.com/u?l=kAa48f from PacerMonitor.com at no charge. Attorneys for the Debtor: Michelle L. Trier, Esq. Genova, Malin & Trier LLP 1136 Route 9, Suite 1 Wappingers Falls, NY 12590 Tel: (845) 298-1600 Fax: (845) 298-1600 About AMK Tiki LLC AMK Tiki LLC, was formed in 2022 and operates as a tiki bar and restaurant on the Newburgh waterfront in Orange County, New York. The Debtor filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 24-35358) on April 10, 2024. The Debtor hired Genova Malin & Trier LLP as counsel. ANTONOPOULOS LLC: 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 Antonopoulos, LLC. About Antonopoulos LLC Antonopoulos, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns approximately 0.67 acres of land located in Seattle, Wash., valued at $6.7 million. Antonopoulos filed Chapter 11 petition (Bankr. W.D. Wash. Case No. 24-11635) on June 28, 2024, with $1 million to $10 million in both assets and liabilities. Judge Timothy W. Dore oversees the case. Thomas A. Buford, Esq., at Bush Kornfeld, LLP is the Debtor's legal counsel. APPLIED ENERGETICS: Board Approves First Amended By-laws -------------------------------------------------------- Applied Energetics, Inc., disclosed in a Form 8-K filed with the Securities and Exchange Commission that on July 17, 2024, the Board of Directors of the Company approved and adopted the First Amended and Restated By-laws of the company, effective immediately. The Amended By-laws effect revisions to update several by-law provisions to reflect the Company's current business, operations and conduct of its corporate affairs. These include conduct of stockholder meetings, titles and functions of officers, and board classification, the last of which will require approval of the stockholders before taking effect. Other revisions are intended to correspond with certain changes in Delaware law, including with respect to indemnification, and to modernize the by-laws to allow for such items as conduct of remote stockholder meetings. A few revisions are ministerial such as that pertaining to the company's address of record in the State of Delaware. About Applied Energetics Headquartered in Tucson, Arizona, Applied Energetics, Inc. -- http://www.appliedenergetics.com/-- specializes in the development and manufacture of advanced high-performance lasers and optical systems, and integrated guided energy systems, for prospective defense, national security, industrial, biomedical, and scientific customers worldwide. Las Vegas, NV-based RBSM LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations and will require additional capital to fund its current operating plan, that raises substantial doubt about the Company's ability to continue as a going concern. APPLIED UV: Seeks to Hire Auction Advisors as Business Broker ------------------------------------------------------------- Applied UV, Inc. and Sterilume, Inc. seek approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Auction Advisors LLC as business broker and auctioneer. The firm's services include: (a) prepare marketing materials, create a webpage, and gather a list of all owners of industry professionals and competitive businesses prior to and/or in conjuction with launching a thorough and intense sales and marketing campaign; (b) launch a sales and marketing campaign; and (c) conduct the live auction event and prepare a Report of Sale. The firm will be compensated as follows: (a) reimbursement of up to $2,500 for Applied UV and up to $1,250 for Sterilume for actual out-of-pocket expenses; (b) sales and marketing fees of $7,500 and $6,000 for Applied UV and Sterilume, respectively. Joshua Olshin, a managing partner at Auction Advisors, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joshua Olshin Auction Advisors LLC 1350 Avenue of Americas, 2nd Floor New York, NY 10019 Telephone: (800) 862-4348 About Applied UV Applied UV, Inc. is focused on the development and acquisition of technologies that address food security and air and surface pathogen reduction in the healthcare, hospitality, and commercial markets. Its products utilize disinfection technology that applies the power of narrow-range light (UVC) to destroy pathogens safely, thoroughly, and automatically. Applied UV, Inc. and and Sterilume, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22462) on May 24, 2024, listing up to $1 million in assets and up to $10 million in liabilities. Max Munn and Scott Hayman, chief executive officers, signed the petitions. Judge Sean H. Lane oversees the cases. Erica Aisner, Esq., at Kirby Aisner & Curley LLP, represents the Debtors as legal counsel. ARCHBISHOP OF BALTIMORE: Seeks to Extend Plan Exclusivity --------------------------------------------------------- Roman Catholic Archbishop of Baltimore asked the U.S. Bankruptcy Court for the District of Maryland to extend the periods within which the Debtor have the exclusive right to file a plan of reorganization and obtain acceptance thereof to January 21, 2025 and March 22, 2025, respectively. The Debtor claims that its case is certainly complex, although not as large as some cases. To move forward with a confirmable plan of reorganization, certain complex issues must first be resolved, including, but not limited to, the issues at the center of the Adversary Proceeding. The Debtor hopes to resolve the Adversary Proceeding as expeditiously as possible, but a final resolution will not be reached prior to the agreed form of mediation being approved by the Court and the commencement of said mediation. The outcome of the Adversary Proceeding will determine the scope of funds available to fund the Debtor's plan of reorganization. In addition to resolution of the Adversary Proceeding, the Debtor must finalize its review of each claim filed by creditors, primarily those claims arising from abuse, before it can formulate an adequate plan of reorganization. Additionally, with respect to claims arising from abuse, the Debtor correctly anticipated that many claims will be submitted without adequate information and the Debtor therefore has been actively coordinating with the counsel for the various claimants to request supplemental information to the proofs of claim. In the event the Debtor is unable to receive said supplemental information, the Debtor will be required to serve discovery on these claimants. This discovery process will further delay the Debtor's ability to quantify the number and dollar amount of the claims against its estate. The Debtor explains that it is not seeking an extension of the Exclusive Periods for purposes of delaying recoveries to creditors or forcing them to accede to the Debtor's demands. On the contrary, the Debtor requests this extension so that it can resolve the outstanding issues in a consensual manner and in an effort to ensure all parties are fairly compensated. The Debtor asserts that its payment of post-petition obligations as they come due supports a finding that the Debtor is not abusing its exclusivity period. The Debtor is current on all post-petition obligations and anticipates that this practice will continue. Thus, the requested extension of the Exclusive Periods will not prejudice any legitimate interests of its creditors. Attorneys for the Debtor: Catherine K. Hopkin, Esq. YVS LAW, LLC 185 Admiral Cochrane Drive, Suite 130 Annapolis, MD 21401 Tel: 443-569-0788 Fax: 410-571-2798 Email: chopkin@yvslaw.com - and - Blake D. Roth, Esq. Tyler N. Layne, Esq. HOLLAND & KNIGHT LLP 511 Union Street, Suite 2700 Nashville, TN 37219 Tel: 615.244.6380 Fax: 615.244.6804 Email: blake.roth@hklaw.com tyler.layne@hklaw.com - and - Philip T. Evans, Esq. HOLLAND & KNIGHT LLP 800 17th Street, NW, Suite 1100 Washington, DC 20006 Tel: 202.457.7043 Email: philip.evans@hklaw.com About Roman Catholic Archbishop of Baltimore Roman Catholic Archbishop of Baltimore is a non-profit religious institution that maintains its principal place of business at 320 Cathedral Street, Baltimore, Maryland 21201. Consistent with Canon Law and Maryland law, the RCAB holds property, including real property, as a corporation sole for the purposes of erecting churches, parsonages, burial grounds, or schools according to the discipline and government of the Roman Catholic Church, with all such property to be used only for such purposes. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 23-16969) on Sept. 29, 2023. In the petition signed by William E. Lori, archbishop, the Debtor disclosed $100 million to $500 million in assets and $500 million to $1 billion in liabilities. Judge Michelle M. Harner oversees the case. The Debtor tapped YVS Law, LLC and Holland & Knight LLP as legal counsel; Keegan Linscott & Associates, PC as financial and restructuring advisor; and Gallagher Evelius & Jones LLP as special counsel. Epiq Corporate Restructuring LLC is the claims, noticing, and balloting agent. The U.S. Trustee for Region 5 appointed an official committee to represent unsecured creditors in the Chapter 11 case of The Roman Catholic Archbishop of Baltimore. The committee hires Stinson LLP as counsel. Tydings & Rosenberg LLP as local counsel. AURORA GRACE: Hires Dilworth Paxson LLP as Bankruptcy Counsel ------------------------------------------------------------- Aurora Grace, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Dilworth Paxson LLP as bankruptcy counsel. The firm will provide these services: a. advise the Debtor of its rights, powers and duties as debtor-in-possession; b. prepare on behalf of the Debtor or assist the Debtors in preparing all necessary pleadings, motions, applications, complaints, answers, responses, orders, United States Trustee Reports, and other legal papers; c. advise the Debtor concerning, and assist in the negotiation and documentation of, the use of cash collateral and/or debtor-in-possession financing, debt restructuring and related transactions; d. review the nature and validity of agreements relating to the Debtor's business and advise the Debtor in connection therwith; e. review the nature and validity of liens, if any, asserted against the Debtor and advise as to the enforceability of such liens; f. advise the Debtor concerning the actions they might take to collect and recover property for the benefit of the estate; g. assist the Debtor in any matter involving contest with secured or unsecured creditors, including the claims and reconciliation process; h. assist the Debtor in providing legal services required to prepare, negotiate, and implement a plan or plans of reorganizations; and i. perform all other legal services for the Debtor which may be necessary in the administration of case, other than those requiring specialized expertise for which special counsel, if necessary, may be employed. The firm will be paid at these rates: James Matour $730 per hour Michelle Lee $410 per hour Stanford Ponson $455 per hour Christine Tomlin $300 per hour The firm received from the Debtor the amount of $15,850. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. James Matour, Esq., a partner at Dilworth Paxson LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: James Matour, Esq. Dilworth Paxson LLP Dilworth Paxson LLP 1500 Market Street Suite 3500e Philadelphia, PA 19102 Email: bky@dilworthlaw.com About Aurora Grace Aurora Grace LLC is a limited liability company in Pennsylvania. Aurora Grace sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Pa. Case No. 23-13863) on December 22, 2023, with assets of $100,000 to $500,000 and liabilities of $500,000 to $1 million. Aurora Wold, sole member, signed the petition. The Debtor is represented by Maggie S. Soboleski, Esq., at Center City Law Offices, LLC. AURORA MEDICAL: Gets OK to Hire Van Horn Law Group as Counsel ------------------------------------------------------------- Aurora Medical Group Corp. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Van Horn Law Group, PA as bankruptcy counsel. The firm's services include: (a) advise the Debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare all legal documents; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The hourly rates of the firm's professionals are as follows: Chad Van Horn, Attorney $450 Associate Attorneys $350 Senior Paralegals $225 - $250 Law Clerks/Paralegals $175 Mr. Horn disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chad Van Horn, Esq. Van Horn Law Group, P.A. 500 NE 4th Street #200 Fort Lauderdale, FL 33301 Telephone: (954) 765-3166 Facsimile: (954) 756-7103 Email: Chad@cvhlawgroup.com About Aurora Medical Group Aurora Medical Group Corp. is a medical group that offers cosmetic surgery including liposuction, J plasma renuvion, abdominoplasty, brachioplasty, radiesse, fat transfer, vaginal rejuvenation, botox, fillers, laser hair removal, facials, among other services. Aurora Medical Group Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03353) on June 13, 2024. In the petition signed by Anisley Lanza Diaz, president, the Debtor disclosed total assets of $2,348,816 and total liabilities of $1,308,359. Judge Roberta A. Colton oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, P.A. serves as the Debtor's counsel. BARTLEY INVESTMENTS: Taps Keller Williams South Tampa as Broker --------------------------------------------------------------- Bartley Investments, Ltd. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Keller Williams South Tampa Realty as real estate broker. The Debtor needs a broker to sell its properties located at: (a) 4509 Coachman, Tampa, Florida; (b) 6705 S. Kissimmee St., Tampa, Florida; (c) 4501 La Carmen Court, Tampa, Florida; (d) 4221 La Dega Court, Tampa, Florida; (e) 4320 La Mora Court, Tampa, Florida; (f) 4207 La Sorrento Court, Tampa, Florida; and (g) 4207 W. Bay Vista, Tampa, Florida The firm will receive a commission of 5 percent, to be split equally with the buyers. Ronak Patel, a real estate agent at Keller Willias South Tampa Realty, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ronak Patel Keller Willias South Tampa Realty 5690-B W. Cypress St. Tampa, FL 33607 Telephone: (813) 875-3700 Email: rpatelpharmd@gmail.com About Bartley Investments Bartley Investments Ltd owns 12 rental properties in Tampa Villa South, Tampa, Florida valued at $8.68 million. Bartley Investments Ltd sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02952) on May 23, 2024. In the petition signed by Allan N. Bartley, general partner, the Debtor disclosed total assets of $8,764,925 and total liabilities of $3,703,633. Honorable Bankruptcy Judge Catherine Peek McEwen oversees the case. Buddy D. Ford, Esq., at Buddy D. Ford, P.A. serves as the Debtor's counsel. BAUSCH HEALTH: Denies Bankruptcy Rumors Following Reorg Report -------------------------------------------------------------- Bausch Health Companies Inc. has become aware of a news article issued by Reorg(R) on July 24, 2024, citing unnamed sources. The article contains unsubstantiated rumors, including that the Company is considering a bankruptcy or insolvency proceeding of any kind - it is not. We understand that Reorg(R) has subsequently issued an update to its original news article to clarify that the Company has not been involved in discussions with its creditors regarding bankruptcy proceedings. The Company's policy is not to provide further comment on speculation. About Bausch Health Companies Inc. Bausch Health Companies Inc. develops drugs for unmet medical needs in central nervous system disorders, eye health and gastrointestinal diseases, as well as contact lenses, intraocular lenses, ophthalmic surgical equipment, and aesthetic devices. As of March 31, 2024, the Company had $26.91 billion in total assets, $27.09 billion in total liabilities, and $174 million in total deficit. * * * In April 22, 2024, S&P Global Ratings raised its issuer credit rating on Bausch Health Cos. Inc. to 'CCC+' from 'CCC'. S&P also raised its issue-level ratings on the senior secured debt to 'B-' from 'CCC+', and its ratings on the second-lien notes and unsecured notes to 'CCC' from 'CCC-'. The negative outlook reflects the risk that Bausch Health could pursue distressed exchanges as it approaches its sizable debt maturities. S&P said, "Our upgrade reflects Bausch Health's recent favorable outcome in the patent challenge to Xifaxan. On April 11, 2024, the U.S. Court of Appeals for the Federal Circuit upheld a previous court decision that bars the Food and Drug Administration from approving the abbreviated new drug application (ANDA) submitted by Alvogen Pharma US Inc. subsidiary Norwich Pharmaceuticals. We view this as significantly credit positive for Bausch because we do not believe there are sufficient candidates in the development pipeline to cover the material loss of Xifaxan sales from a near-term generic launch. Our base-case scenario no longer assumes an at-risk launch of a generic in 2024 or 2025. However, Xifaxan faces other patent challenges that could result in a generic launch ahead of the latest patent expiry in 2029, including a recently submitted ANDA by Amneal. We believe any new ANDA filings would be subject to a 30-month stay and that the earliest possible launch of a generic would be in late 2026." "Furthermore, we believe that this court decision makes the separation of subsidiary Bausch + Lomb Corp. (B+L) more likely. The company appears committed to completing the spin-off as soon as possible, which we view as a credit negative given our expectation for a pro forma increase in leverage and reduction in scale and diversity. We continue to believe Bausch Health could have trouble refinancing its sizable debt maturities as they come due, especially if it completes the spin-off. Management has indicated that Bausch Health will do so once leverage for remaining entities (remainco) hits 6.7x, which we estimate it will reach and sustain during 2024. We expect remainco adjusted leverage to remain high at above 5x through 2027, giving Bausch insufficient flexibility to rebuild its pipeline ahead of Xifaxan's eventual loss of exclusivity. "The decision lowers the likelihood of a below-par debt exchange, but not entirely removed due to distressed trading levels. The longer-dated unsecured notes continue to trade at 40-70 cents on the dollar (yielding 18%-26%), which we view as highly distressed. We think Bausch Health still could look to capture this significant discount ahead of its upcoming maturities, especially if the spin-off is completed. We would likely view any debt repurchases or exchanges on the distressed debt as tantamount to a default." Despite its challenges, the company performed well in 2023. All segments of the consolidated company expanded on a reported and organic basis in the fourth quarter of 2023. Full-year revenue growth was approximately 8%, exceeding the high point of management's previously provided guidance. On a consolidated basis, adjusted debt to EBITDA was 7.5x as of Dec. 31, 2023, up slightly from 7.2x in 2022, driven by B+L's debt-funded acquisition of Xiidra in the third quarter. S&P said, "Excluding B+L, we estimate adjusted debt to EBITDA of approximately 7.6x. In 2024, we expect consolidated debt to EBITDA to decline to 6.5x, driven by the full-year impact of Xiidra and moderate cash accumulation." S&P said, "Our negative outlook reflects the risk of distressed exchanges as Bausch Health approaches sizable debt maturities over the coming years." BINDER SCIENCE: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------ Binder Science LLC filed Chapter 11 protection in the Western District of Texas. According to court documents, the Debtor reports between $10 million and $50 million in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 8, 2024 at 10:00 a.m. in Room Telephonically on telephone conference line: (866)711-2282. participant access code: 3544189#. About Binder Science LLC Binder Science LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-70095) on July 6, 2024. In the petition filed by Patric Palcic, as chief restructuring officer, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. The Debtor is represented by: Robert T DeMarco, Esq. DEMARCO MITCHELL, PLLC 12770 Coit Road, Suite 850 Dallas TX 75251 Tel: (972) 991-5591 Email: robert@demarcomitchell.com BISHOP OF SAN DIEGO: Hires GlassRatner as Financial Advisor ----------------------------------------------------------- The Roman Catholic Bishop of San Diego seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. The firm's services include: (a) assist the Debtor in a review of its strategic options; (b) assist the Debtor in developing financial projections and liquidity projections; (c) assist the Debtor with negotiations with various stakeholders; (d) assist the Debtor in implementing potential operational and/or strategic enhancements; (e) assist the Debtor in preparation of the statutory reporting requirements during the Chapter 11 proceedings; (f) assist with the preparation of reports for, and communications with, the Bankruptcy Court, creditors, and any other constituents; (g) review, evaluate and analyze the financial ramifications of proposed transactions for which the Debtor may seek Bankruptcy Court approval; (h) provide appraisal and valuation services; (i) provide financial advice and assistance to the Debtor in connection with asset sale transactions; (j) assist the Debtor in in developing and supporting a proposed plan of reorganization; (k) provide testimony in connection with the foregoing, as required, on behalf of the Debtor; and (l) any other duty or task which falls within the normal responsibilities of a financial advisor at the direction of the Debtor. The firm will be paid at these hourly rates: Sr. Managing Directors $495 - $895 Directors, Managing Directors $325 - $595 Associates, Other Professionals $200 - $425 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received payments and advances in the aggregate amount of $261,439.05 from the Debtor. Wayne Weitz, senior managing director at GlassRatner Advisory & Capital Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Wayne Weitz GlassRatner Advisory & Capital Group, LLC 299 Park Avenue 21st Floor New York, NY 10171 Telephone: (212) 457-3308 Email: wweitz@brileyfin About The Roman Catholic Bishop of San Diego The Roman Catholic Bishop of San Diego sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02202) on June 17, 2024. In the petition signed by Rodrigo Valdivia, vice moderator of the Curia, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Debtor tapped Gordon Rees Scully Mansukhani, LLP as counsel and GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. BODY DETAILS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Body Details LLC f/k/a Body Details LLLP 801 N Federal Highway Boca Raton, FL 33432 Business Description: Body Detail is a laser treatment provider offering hair removal, tattoo removal and skin rejuvenation services. Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court Southern District of Florida Case No.: 24-17571 Debtor's Counsel: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. 500 NE 4th Street, Suite 200 Fort Lauderdale, FL 33301 Tel: (954) 765-3166 Email: chad@cvhlawgroup.com Total Assets: $8,755,768 Total Liabilities: $3,916,734 The petition was signed by Claudio Sorrentino as chief executive officer. 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/HHEHOZI/BODY_DETAILS_LLC__flsbke-24-17571__0001.0.pdf?mcid=tGE4TAMA BOTEILHO HAWAII: Loses Adversary Case Over Cattle Ownership ----------------------------------------------------------- Judge Robert J. Faris of the United States Bankruptcy Court for the District of Hawaii entered a judgment in favor of the defendants in the adversary case captioned as BOTEILHO HAWAII ENTERPRISES, INC., Plaintiff, vs. DUTCH-HAWAIIAN DAIRY FARMS, LLC, KEES KEA, MAUNA KEA MOO, LLC, Defendants, Adv. Pro. No.: 22-90021 (Bankr. D. Hawaii) based upon the findings of fact and conclusions of law. The Court held the trial in this adversary proceeding on June 5 and 6, 2024. BHE operates a dairy farm called the Cloverleaf Dairy and a beef cattle ranch in Hawi on Hawaii Island. The Boteilho family owned and controlled BHE. DHDF and MKM operate a ranch in 'O'okala on Hawaii Island. Despite its name, DHDF does not operate a dairy. Kees Kea and his family members own and control DHDF and MKM. In January 2020, BHE and DHDF entered into an agreement under which DHDF agreed to buy the Cloverleaf Dairy and related assets from BHE. Closing was subject to several conditions. The parties agreed to multiple extensions of the closing date under the purchase contract. The last extension to which the parties agreed in writing expired on July 24, 2021, but the sale did not close by that date. DHDF, MKM, and the Kea family blamed BHE and the Boteilho family for the failure to close and the relationship between the parties became acrimonious. Mr. Kea began to demand payment from BHE for the care of BHE's animals. The demands varied but he mostly claimed that there were 200 or more such animals. DHDF and MKM also billed BHE for the care of 200 animals. BHE refused to pay, claiming that it had no obligation to do so. The defendants refused to return any of BHE's animals unless BHE paid the amounts that MKM and DHDF claimed they had spent to care for them. On November 21, 2022, BHE commenced a bankruptcy proceeding under Chapter 11 Subchapter V. BHE proposed and the court confirmed a plan of reorganization. DHDF, MKM, and Mr. Kea appealed the order confirming the plan and the appeal remains pending. But in the meantime, the plan has become effective and been substantially consummated, and BHE has received its discharge. Soon after BHE commenced its bankruptcy case, it filed this adversary proceeding. The amended complaint alleges that DHDF, MKM, and Mr. Kea possessed cattle and their offspring, a trailer, and fencing panels belonging to BHE and had refused to return them. The complaint seeks turnover of BHE's property and damages. In their answer, the defendants admitted that MKM or Mr. Kea were in possession of the trailer and the fence panels, but they denied that they possessed any cattle or offspring belonging to BHE. They asserted a counterclaim alleging that BHE was in possession of about 100 cattle, about 450 dairy cow lockups, 50 calf pens, and other unspecified equipment belonging to MKM. The counterclaim also asserts that MKM owned the cattle that BHE claimed because BHE had abandoned the animals on MKM's land, and that MKM is entitled to an equitable lien on any animals belonging to BHE for the costs that MKM incurred to care for those animals. BHE immediately filed a motion for summary judgment compelling the defendants to turn over "Debtor's cattle (including all of their offspring)" and the trailer and fencing panels. Based on correspondence from Mr. Kea, BHE asserted that the defendants were holding 200 cattle and 65 heifers belonging to BHE. In response, the defendants argued that there were issues of material fact precluding summary judgment because "the cattle at issue are not legally branded or marked for identification and were abandoned by [BHE] and left to run wild" on MKM's land. The defendants also disputed the number of animals claimed by BHE. The defendants acknowledged that "MKM has been in possession of approximately 160 of the abandoned cattle sought by BHEI in its current motion." Judge Faris rejected the defendants' legal arguments that they owned the animals, including the defendants' abandonment claims. He ordered the defendants to turn over to BHE the trailer and fencing panels and the cattle that BHE delivered to the defendants, the identification of which was not in dispute. In late March 2023, pursuant to this order, the defendants turned over 165 cows and 15 bull calves that were offspring of BHE's cows. The defendants did not turn over any female calves or heifers. A few weeks later, BHE filed another motion for summary judgment. BHE complained that MKM and DHDF had not turned over all of BHE's animals. It argued that the court should order the defendants to turn over all offspring and commingled offspring in the defendants' possession or control. BHE argued that the owner of a mother animal owns that animal's offspring as a matter of law. BHE offered evidence that fifteen calves on the defendants' property during the turnover were the offspring of BHE's cows. Mr. Kea refused to turn over any offspring and said that he did not know which calves were the offspring of which cow. BHE argued that this confusion was the defendants' fault because they marked all offspring with the defendants' own tags. Therefore, argued BHE, the confusion of goods doctrine applied and BHE was the owner of the entire commingled herd. Judge Faris granted BHE's motion. He ruled that, as a matter of law, the owner of a cow owns that cow's offspring. He again rejected the defendants' abandonment argument. He noted that the defendants did not rebut BHE's evidence that the fifteen calves were the offspring of BHE's cows. He also held that the young animals were commingled and that only the defendants could have avoided that situation. Therefore, the doctrine of confusion of goods applies and all the commingled calves belong to BHE. The defendants filed a motion for reconsideration. For the first time, they produced documents which purported to record the mother of the female calves born while BHE's cows were on the defendants' property. The defendants explained that they had not produced this information earlier because they thought that they were not required to do so until BHE carried its burden of proving that the commingling was wrongful. They contended that BHE had not produced any evidence of wrongfulness. On September 1, 2023, while the motion for reconsideration was pending, the defendants turned over to BHE 69 heifers younger than 24 months that the defendants agreed were "undisputedly offspring of BHEI's cows." At a hearing on October 20, 2023, Judge Faris denied the defendants' motion for reconsideration. He declined to excuse the defendants' failure to produce the ownership records earlier. He orally ordered the defendants to turn over nine animals that they claimed were born of the defendants' cows. The defendants agreed to turn over the nine animals to BHE. But BHE did not immediately pick up those animals and demanded another 65 animals. The defendants refused to turn over the 65 animals. BHE then filed a motion seeking a civil contempt citation. BHE alleged that the prior orders required the defendants to turn over the additional 65 animals and the defendants had not complied. In response to this motion, the defendants provided an entirely new, detailed narrative with supporting documents that accounted for the animals. The defendants offered evidence that 45 of the 65 animals were calves born of the defendants' cows that the defendants moved to BHE's land for milking and that BHE later returned to the defendants. They also offered evidence that the defendants had purchased the remaining twenty animals from Double D Ranch. In its reply, BHE argued that the court had already decided that all offspring should be turned over and that the defendants' effort to prove that the offspring were not commingled came too late. BHE did not offer any responsive evidence. Judge Faris denied the motion. He declined to hold the defendants in contempt of the prior orders because none of them specified the exact number of animals that the defendants were required to turn over. The case then proceeded to trial on the question of the number of animals that the defendants were required to turn over to BHE, and what equipment and how many animals BHE must return to the defendants. BHE did not prove by a preponderance of the evidence admitted at trial that any of the animals remaining in the defendants' possession belonged to BHE or were commingled with animals belonging to BHE, the Court finds. The defendants offered convincing evidence that the remaining 65 animals in question always belonged to the defendants, the Court holds. The defendants delivered 45 of those 65 animals to BHE for milking, and BHE later returned them to the defendants. The defendants purchased 20 of those 65 animals from a third party. The 65 animals are not commingled with animals belonging to BHE. The defendants proved by a preponderance of the evidence, and BHE does not dispute, that BHE is in possession of one cow, one calf, six heifers, and certain equipment belonging to MKM. According to the Court, to succeed in this adversary proceeding, BHE must show that the 65 offspring it claims (1) are property of the estate, (2) are possessed by the defendants, (3) can be used, leased, sold, or exempted, and (4) are valuable to the estate. There is no dispute that the defendants possess the 65 animals in question, that BHE could use or sell the 65 animals if they are property of the estate, and that would be valuable to the estate. The parties dispute whether the animals are property of the estate. Because the defendants possessed their own cattle and BHE's cattle, they had a duty to keep the animals and their offspring separate, the Court states. If the defendants commingled the offspring and did not separate their offspring from the plaintiff's offspring, they must forfeit the all the offspring, the Court notes. According to the Court, the evidence at trial showed that the defendants did not commingle the 65 animals with any of BHE's animals. Therefore, the confusion of goods doctrine does not give BHE an interest in the 65 animals, the Court concludes. Based upon the findings of fact and conclusions of law, judgment will be entered in favor of the defendants for the 65 animals in DHDF's possession, the eight animals in BHE's possession, the lockups, and the and calf pens. Judgment will be entered in favor of BHE for the nine animals (unless BHE has already taken possession of them). The parties will arrange a mutually agreeable time to exchange animals (nine from the defendants, eight from BHE) and turn over the lockups and calf pens. A copy of the Court's decision dated July 10, 2024, is available at https://urlcurt.com/u?l=Yj72go About Boteilho Hawaii Enterprises Boteilho Hawaii Enterprises, Inc. operates the Cloverleaf Dairy in North Kohala, near Hawi, on the northern tip Hawaii island. The Boteilho family has operated it continuously since 1962. The Debtor is the last remaining commercial dairy farm in the State of Hawaii. Boteilho Hawaii Enterprises sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Hawaii Case No. 22-00827) on Nov. 21, 2022. In the petition signed by Edward Boteilho, Jr., president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Robert J. Faris oversees the case. The Debtor tapped Chuck C. Choi, Esq., at Choi & Ito as bankruptcy counsel, Dentons as special litigation counsel, and Richard M. Okuna as accountant. BULLETPROOF DOG: Gets OK to Hire Stichter Riedel as Legal Counsel ----------------------------------------------------------------- Bulletproof Dog Training, LLC and its affiliates received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Stichter, Riedel, Blain & Postler, PA as counsel. The firm's services include: (a) advise the Debtors with respect to their powers and duties; (b) prepare on behalf of the Debtors necessary legal papers; (c) appear before this court and the United States Trustee to represent and protect the interests of the Debtors; (d) assist with and participate in negotiations with creditors and other parties in interest in formulating a Chapter 11 plan, drafting such a plan, and taking necessary legal steps to confirm such a plan; (e) represent the Debtors in all adversary proceedings, contested matters, and matters involving administration of these cases; and (f) perform all other legal services. Stichter Riedel received the aggregate sum of $25,000 from Debtor Chelsea's Bed & Biscuits, LLC on account of prepetition services and as a retainer for postpetition services for the Debtors. The Debtors have agreed to compensate Stichter Riedel on an hourly basis in these cases in accordance with Stichter Riedel's ordinary and customary rates. Daniel Fogarty, Esq., an attorney at Stichter, Riedel, Blain & Postler, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Daniel Fogarty, Esq. Stichter, Riedel, Blain & Postler, P.A. 110 E. Madison St., Suite 200 Tampa, FL 33602 Telephone: (813) 229-0144 Facsimile: (813) 229-1811 Email: dfogarty@srbp.com About Bulletproof Dog Training Bulletproof Dog Training, LLC and its affiliates sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 24-01700) on June 14, 2024. In the petitions signed by William Thomas, manager, Bulletproof Dog Training disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Jason A. Burgess oversees the cases. Daniel Fogarty, Esq., at Stichter, Riedel, Blain & Postler, P.A. serves as the Debtors' counsel. BURGER BUILDING: Updates Unsecured Claims Pay Details ----------------------------------------------------- The Burger Building LLC submitted an Amended Disclosure Statement describing Plan of Liquidation dated July 10, 2024. The Debtor owns the building located at 57-18 Myrtle Ave., Ridgewood, New York (the "Property") which is leased to Myrtle Wdy LLC d/b/a Wendy's (the "Tenant") pursuant to a lease dated August 1, 2021, (the "Lease"). The Plan is designed as a liquidating plan and therefore the Debtor will not be operating after the Confirmation of the Plan, except to wind down. All of the assets of the Debtor will be distributed as expeditiously as possible, and the Debtor will cease business. The Sale closing date is expected to be August 15, 2024 (the "Closing Date") to Xiaohong LI & Ian Alberts, or assigns (the "Purchaser") for $1,830,000 once the Plan is confirmed. A deposit of $65,000 was received upon entering into the sale contract and is being held by counsel to the Debtor with the balance to be paid on the Closing Date. An order for the sale of the Property free and clear of all liens, claims and encumbrances is expected to be entered by the Bankruptcy Court on July 10, 2024 (the "Sale Order"). The Sale Order will approve the sale of the Property to the Purchaser and the contract of sale entered into by and between the Debtor and the Purchaser which is attached to the sale motion, and is incorporated herein by reference, as well as other matters as approved by the Bankruptcy Court; subject to a Plan being confirmed. The Debtor will not be operating after the sale of the Property; however, it will make final distributions and file final operating reports (or affidavits) and take all necessary action to close the chapter 11 case, expeditiously. Class 3 consists of Unsecured Claims. Unsecured Creditors include U.S. Small Business Admin. ($12,051.03); and Cellco Partnership d/b/a Verizon Wireless ($2,122.68). The Allowed Unsecured Claims will be paid in full on the Effective Date. Disputed amounts, if any, will be escrowed pending resolution of the Claim. The Bankruptcy Court has scheduled a hearing to consider the Debtor's request for final approval of the Disclosure Statement and Confirmation of the Plan on August 14, 2024, at 11:00 a.m. before the Honorable Jill Mazer-Marino, 278-B Cadman Plaza East, Brooklyn, New York (the "Confirmation Hearing"). A full-text copy of the Amended Disclosure Statement dated July 10, 2024 is available at https://urlcurt.com/u?l=q2Rvgs from PacerMonitor.com at no charge. Counsel for the Debtor: H. Bruce Bronson, Esq. BRONSON LAW OFFICES, P.C. 480 Mamaroneck Ave. Harrison, NY 10528 Tel: 914-269-2530 Fax: 888-908-6906 Email: hbbronson@bronsonlaw.net About The Burger Building The Burger Building, LLC, is the fee simple owner of a property located at 5718 Myrtle Ave, Ridgewood, N.Y. The property is valued at $1.8 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40481) on Feb. 13, 2023, with $2,317,238 in assets and $1,614,216 in liabilities. Paul Amato, managing member, signed the petition. Judge Jil Mazer-Marino oversees the case. H. Bruce Bronson, Esq., at Bronson Law Office, P.C., is the Debtor's bankruptcy counsel. BXNG CLUB: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------- Danielle Dawson of Fox 5 KUSI News reports that Luxury boxing gym, The BXNG Club, files for Chapter 11 bankruptcy. The BXNG Club, a longstanding luxury boxing gym with four locations in San Diego, has filed for bankruptcy as it contends with significant debt amid rapid expansion over the last few years. The gym's owners filed for Chapter 11 bankruptcy -- also known as a financial "reorganization" bankruptcy -- late last month, due to a $600,000 disparity between its assets and debts. According to court filings, it currently has $5.1 million in assets and $5.7 million in debts. Typically, financial reorganization bankruptcies allow a business to maintain ownership of its enterprise and keep operating by placing it under a court-approved plan to pay off what it owes to creditors. However, the bankruptcy casts uncertainty over how the luxury gym will be able to stay afloat ahead of a planned opening of a fifth location in Los Angeles, all while one of their existing locations in North County is being threatened with eviction. Jason Turner, attorney for The BXNG Club, told FOX 5/KUSI in a phone call that the goal with the Chapter 11 is to "reorganize, restructure and come out of bankruptcy stronger than before," preserving what the company has while "continuing to support its members." The BXNG Club, which bills itself as the "fastest-growing combat sports and fitness brand" in Southern California, has opened most of its locations within the last five years. Its fourth and most recent location, a 17,000 square-foot gym in Rancho Bernardo, opened in March of 2023. About a year later, The BXNG Club began soliciting additional investor funds to support its "strategic expansion" goals. That included the new 15,000 square-foot facility in Los Angeles’ Arts District slated to open sometime in 2024. Yet, by about mid-April, The BXNG Club appeared to begin falling behind financially at its Rancho Bernardo location, racking up $95,403.99 in unpaid rent as of June 26 — when the building's owner served notice to pay or quit its lease, according to an unlawful detainer case filing. Based on financial details listed in the initial bankruptcy filing, the lease for the Rancho Bernardo location appears to be one of The BXNG Club's most expensive to date, carrying with it a $50,000 security deposit and rent in the second lease year of about $38,373 per month. It is unclear exactly how much the expansion to Rancho Bernardo and Los Angeles pushed The BXNG Club over the edge. According to the bankruptcy filings, the gym was also subject to two lawsuits resulting in a total of $329,000 in settlements, which could have similarly played a role. With fast-moving expansions, an unaffiliated litigation attorney and bankruptcy expert Kent Sharp said "it's not uncommon" to see businesses fall into more debt than its revenue can cover, especially when it takes on added liabilities in the form of lawsuits. "[Businesses] think they have a golden opportunity, then they maybe get stretched too thin," he said, adding the asset to debt ratio appears to position The BXNG Club in a decent enough position to land a successful Chapter 11 restructuring. Turner declined to comment on what factors contributed to the company's financial difficulties when asked by FOX 5/KUSI. In a statement sent to FOX 5/KUSI after publication, founder and CEO Artem Sharoshkin attributed their need to file for bankruptcy to "economic headwinds and pandemic consequences" that has affected businesses across all industries. "Decreased membership base and rising utility costs, combined with the overall increased cost of operating in California, have put immense pressure on our organization," Sharoshkin said. "We are going through a necessary restructuring to secure the business’s future and continue to provide our customers with the unmatched community and fitness experience that they know and love." How the restructuring process impacts investors, which The BXNG Club is still looking to bring in on its website, and existing members remains to be seen. Turner said the company "does not foresee" any impacts at this time and that they are working "as hard as [they] can" to make sure the bankruptcy process pans out in that way. Given the usual timeline of Chapter 11 bankruptcies, however, Sharp noted it may likely not be until next spring when the creditors of the business and the courts approve a restructuring plan, which still could include closing branches if necessary. According to court filings, an initial call between creditors and attorneys for The BXNG Club is scheduled at the end of this month on July 23, 2024. "It is our plan that the company will emerge from this process in a much stronger position," Sharoshkin said in an emailed note to members sent Thursday, July 11, 2024, evening. "In the meantime, the company will, through all our team's efforts, continue to be focused on creating the ultimate fitness experience for its members as well as taking care of its employees." About BXNG Club BXNG Club is a luxury boxing gym. BXNG Club sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Cal. Case No. 24-02239) on June 20, 2024. In its petition, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. CALAMP CORP: Court Confirms Prepack Debt-Equity Swap Plan --------------------------------------------------------- Ben Zigterman of Law360 Bankruptcy Authority reports that California-based cloud technology developer CalAmp Corp. received confirmation of its prepackaged Chapter 11 plan on Thursday, July 11, 2024, after making changes requested by the U.S. Trustee's Office and U.S. Securities and Exchange Commission to comply with the U.S. Supreme Court's recent ruling in Purdue Pharma. About CalAmp Corp. CalAmp (Nasdaq: CAMP) provides flexible solutions to help organizations worldwide monitor, track and protect their vital assets. Its unique device-enabled software and cloud platform enables commercial and government organizations worldwide to improve efficiency, safety, visibility and compliance while accommodating the unique ways they do business. With over 10 million active edge devices and 275+ approved or pending patents, CalAmp is the telematics leader organizations turn to for innovation and dependability. On the Web: http://www.calamp.com/ On June 3, 2024, CalAmp Corp. and three affiliated debtors, namely, CalAmp Wireless Network Corporation, LoJack Global LLC, and Synovia Solutions, LLC (Bankr. D. Del. Lead Case No. 24-11136). The Honorable Laurie Selber Silverstein is the case judge. CalAmp reports $281 million in assets and $355 million in liabilities as of the bankruptcy filing. The Debtors have $275 million of funded debt obligations, specifically $45 million in term loans and $230 million in secured notes. Potter Anderson & Corroon is serving as lead counsel. Bradley Arant Boult Cummings serves as special counsel for the Company. Oppenheimer & Co. Inc., is the financial advisor, and Stretto is the claims agent. CALTIER FUND: DBBMcKennon Raises Going Concern Doubt ---------------------------------------------------- CalTier Fund I, LP (the "Partnership") disclosed in a Form 1-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that its auditor, DBBMcKennon, expressed substantial doubt about the Company's ability to continue as a going concern. San Diego, Calif.-based DBBMcKennon, issued a "going concern" qualification in its report dated July 19, 2024, citing that the Partnership has sustained losses and used capital from inception and has raised capital to fund operations. These factors, among others, raise substantial doubt about the Partnership's ability to continue as a going concern. The Partnership has not generated profits since inception, has sustained net losses of $991,570 and $1,557,246 for the years ended December 31, 2023 and 2022, respectively, and has incurred negative cash flows from operations for the years then ended. The Partnership's cash balance and revenues generated are not currently sufficient and cannot be projected to cover its operating expenses and obligations for the next 12 months from the date of these financial statements. The Partnership's ability to continue as a going concern is dependent upon its ability to obtain the necessary financing and generate future profitable operations to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has in the past, and is expected to in the future, arrange additional equity or debt financing and grow revenues that may assist in addressing these issues. No assurance can be given that management's actions will result in additional financing or profitable operations or the resolution of its liquidity problems. A full-text copy of the Company's Form 1-K is available at: https://tinyurl.com/445ee3bh About CalTier Fund I Poway, Calif.-based CalTier Fund I, LP, was formed on January 23, 2019, and is organized as a Delaware limited partnership formed to invest primarily in multi-family real estate properties in the West, Southwest, and Midwest United States. The Partnership is managed by CalTier, Inc., a Delaware corporation. The General Partner was formed in 2017 as a California limited liability company to be a fund management and real estate acquisition Partnership focusing on acquiring assets either on its own behalf or with strategic partner(s). The Partnership was formed to raise funds under Regulation A of Title IV of the Jobs Act. In 2022, the General Partner converted into a Delaware corporation. The Partnership intends to raise up to $70 million from a wide range of individual and institutional investors, with a primary focus on individual non-accredited investors, to acquire multi-family and commercial real estate. Each Limited Partner's liability is limited to the Partner's capital contribution. As of December 31, 2023, the Partnership had $4,303,106 in total assets, $1,903,780 in total liabilities, and $2,399,326 in Partners' capital. CAMARILLO HHCA: Unsecureds Will Get 100% of Claims in Plan ---------------------------------------------------------- Camarillo HHCA, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Plan of Reorganization for Small Business. The Debtor is a corporation formed in 2015 and provides home health care services. The Debtor's equity security holders are Anushavan Chalikyan, who is the Debtor's Chief Executive Officer and a 51% shareholder and Zhozef J. Zargarian, who is the Debtor's Secretary and the remaining 49% shareholder. The Debtor's scheduled secured creditor is the U.S. Small Business Administration (the "SBA"). The Debtor has been paying $485.00 adequate protection payments to the SBA per month and is current. On July 9, 2024, Debtor entered into a Stipulation with SBA for Adequate Protection and Use of Cash Collateral, increasing the monthly adequate protection payments from $485.00 to $1,240.19 effective July 22, 2024. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of approximately $5,541.74/month. The final Plan payment is expected to be paid on November 2029 (estimated). The Debtor's proposed 5-year projections itemize the Debtor's revenue source and the expenses for the next 5 years. The Debtor intends to fund its plan from the continued operation of its business. Debtor's projections were prepared by carefully analyzing the historical income and expenses, the Debtor's performance during the present case, and the prospective income and expenses. 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 3A consists of Non-Priority Unsecured Claim of COR Enterprises, LLC. COR Enterprises, LLC is the landlord for the Commercial Lease for the premises the Debtor occupies as an office space. COR Enterprises, LLC holds a pre-petition claim of $4,867.20 for arrears, which includes May 2024 post-petition rent obligation. Debtor paid May 2024 post-petition rent, and is only one-month delinquent for pre-petition April 2024 rent in the amount of $2,433.60. The Debtor proposes to assume the Lease and cure the pre-petition arrears by tendering a one-time lump sum payment of $2,433.60 to COR Enterprises, LLC on the Effective Date. Debtor will remain current with the monthly obligation to COR Enterprises, LLC pursuant to the terms of the Commercial Lease Agreement. Effective July 2024, the monthly rent obligation increased to $2,530.95. Class 3B consists of Non-Priority Unsecured Claims. The total amount of the allowed general unsecured claims, excluding $4,867.20 for COR Enterprises, LLC which is classified separately in Class 3A, is $23,854.93. The holders of allowed general unsecured claims will be receiving an estimated 100% pro-rata distribution through the plan. The distribution to allowed general unsecured claims will be made monthly, with the first payment of $397.58 due on the Effective Date, followed by 59 consecutive payments, each in the amount of $397.58 to be paid pro-rata to each holder of allowed general unsecured claim until each claim is paid in full. Class 4 consists of Equity security holders of the Debtor. The equity security holders of the Debtor are Anushavan Chalikyan and Zhozef J. Zargarian. Mr. Chalikyan is the CEO and a 51% equity security holder of the Debtor. He will retain his interest in the Reorganized Debtor as of the Effective Date. Mr. Zargarian is the Secretary and a 49% equity security holder of the Debtor. He will retain his interest in the Reorganized Debtor as of the Effective Date. The Debtor's proposed 5-year projections itemize the Debtor's revenue sources and the expenses for the next 5-years. The Debtor intends to fund its plan from the continued operation on its business. Debtor's projections were prepared by carefully analyzing the historical income and expenses, the Debtor's performance during the present case, and the prospective income and expenses. A full-text copy of the Plan of Reorganization dated July 10, 2024 is available at https://urlcurt.com/u?l=jBpf6I from PacerMonitor.com at no charge. About Camarillo HHCA Camarillo HHCA, Inc. is a corporation formed in 2015 and provides home health care services. The Debtor sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10677) on April 24, 2024, listing $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Martin R Barash presides over the case. Michael Jay Berger, Esq., at the Law Office of Michael Jay Berger, is the Debtor's counsel. CBD RESOURCES: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: CBD Resources, Inc. 23151 Hwy 421 Hyden, KY 41749 Business Description: The Debtor is primarily engaged in mining coal. Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court Eastern District of Kentucky Case No.: 24-70306 Judge: Hon. Gregory R Schaaf Debtor's Counsel: Dean A. Langdon, Esq. DELCOTTO LAW GROUP PLLC 200 North Upper St. Lexington, KY 40507 Tel: (859) 231-5800 Fax: (859) 281-1179 Total Assets: $318,622 Total Liabilities: $4,917,011 The petition was signed by Charlie Collins as designated representative. 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/5RL3V7A/CBD_Resources_Inc__kyebke-24-70306__0001.0.pdf?mcid=tGE4TAMA CG ACQUISITIONS: Jennings, et al. Lose Challenge to Exit Plan ------------------------------------------------------------- In the appealed case styled CARL JENNINGS, et al., Appellants, v. CG ACQUISITIONS, LLC, Appellee, Civil Case No. 22-10510, (E.D. Mich.), Judge Linda V. Parker of the United States District Court for the Eastern District of Michigan denied the Appellants' Motion for Rehearing. Carl Jennings, Christopher Lewis, Ron Keil, and Betty Keil raise two arguments for rehearing: (1) the Court overlooked certain facts when considering whether the bankruptcy court had jurisdiction to enter an order confirming the Bankruptcy Plan while an appeal of the motion to dismiss the case was pending; and (2) the Court misapplied the law when considering whether the appeal was constitutionally moot. According to Judge Parker, the Court did not overlook these facts when it previously considered whether the bankruptcy court had jurisdiction to confirm the Bankruptcy Plan while the appeal of its decision on Appellants' motion to dismiss was pending. The Court found that the bankruptcy court had jurisdiction to confirm the Bankruptcy Plan as it did not revisit, comment upon, or supplement its earlier decision on the motion to dismiss for lack of authority when confirming the Plan, while the appeal of the motion to dismiss was underway. The Court held that the issue on appeal -- whether there was corporate authority to file the bankruptcy plan -- was not so closely related to the issue of confirmation of the Plan as to "impermissibly interfere with the rights of Appellants," which would implicate the bankruptcy court's jurisdiction over the issue. Appellants argue that the Court misapplied the law as it relates to its constitutional mootness finding. Specifically, Appellants argue that this matter is not moot as granting their motion, and reversing the bankruptcy court's order that there was authority to file the bankruptcy petition, will result in one of the Appellants -- Carl Jennings -- having equal management rights and will prevent Gene Kopczyk -- the sole member of CGA -- from taking future actions as the sole authority on behalf of all Debtors. They argue that this would be "meaningful relief" the Court could grant, thus, the appeal is not constitutionally moot. The Court pointed out Appellants did not seek a stay of the proceedings during the pendency of the appeal and the Bankruptcy Plan was confirmed. Failure to obtain a stay is fatal when seeking revocation, the Court noted. The bankruptcy court denied Appellants' motion. In Appellants' original motion before the bankruptcy court, their requested relief was dismissal of the bankruptcy petition, arguing that it was filed without corporate authority, in bad faith, and as a litigation tactic, the Court recounted. At this stage, reversal of the bankruptcy court's decision that there was proper authority to file the petition would amount to revocation of the order confirming the Bankruptcy Plan, according to the Court. This is relief the Court cannot grant as the Bankruptcy Plan has been confirmed, more than 180 days have passed, no accusations of fraud have been asserted, and Appellants did not obtain a stay, the Court held. Thus, the appeal is moot as this Court cannot grant any meaningful relief, the Court concluded. A copy of the Court's decision dated July 22, 2024, is available at https://urlcurt.com/u?l=LA6C74 About Lapeer Aviation and CG Acquisitions Since 1997, Lapeer Aviation, Inc., has operated as a fixed-based operator ("FBO") at the "D95" airport in Mayfield Township, Michigan. D95 is home to runways, hangers, and other accommodations which LAI operates pursuant to agreement with Mayfield Township. The FBO offers a wide range of services to aviators across the country, including but not limited to aircraft maintenance. LAI also operates a flight school at D95 where aspiring aviators can take classes in an effort to earn a pilot's license. All of the shares of LAI were purchased by CG Acquisitions, LLC, on June 22, 2018. Since that date, the current member of CG Gene Kopczyk has been involved with FBO operations. The FBO currently has 8 full time employees and is a dealer for one of the largest manufacturers of avionics equipment in the country. Lapeer Aviation, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-31500) on Nov. 5, 2021, listing under $1 million in both assets and liabilities. CG Acquisitions, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-31511) on Nov. 9, 2021, listing under $1 million in both assets and liabilities. Gene Kopczyk, as president of LAI and as member of CG, signed the petitions. The two cases were jointly administered. Judge Joel D. Applebaum presided over the cases. Winegarden, Haley, Lindholm, Tucker & Himelhoch, PLC served as the Debtors' counsel. A Chapter 11 plan was confirmed in the bankruptcy cases on Nov. 4, 2022. CHAMPIONS ONCOLOGY: EisnerAmper Raises Going Concern Doubt ---------------------------------------------------------- Champions Oncology, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended April 30, 2024, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. West Palm Beach, Fla.-based EisnerAmper LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated July 16, 2024, citing that the Company has experienced net losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. In accordance with Accounting Standards Codification Subtopic 205-40, Presentation of Financial Statements—Going Concern, the Company has the responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its obligations as they become due within one year after the date that the financial statements are issued. As required under ASC 205-40, management's evaluation should initially not take into consideration the potential mitigating effects of management's plans that have not been fully implemented as of the date the financial statements are issued. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. In performing this evaluation, the Company concluded that under the standards of ASC 205-40 the following conditions raised substantial doubt about its ability to continue as a going concern: * a history of net losses, including a net loss of $7.3 million for the year ending April 30 2024; * cash used in operations of $6.1 million for the year ended April 30, 2024; * working capital deficit of $7.9 million as of April 30, 2024; and * an accumulated deficit of $84.6 million. The Company's liquidity needs have typically arisen from the funding of our research and development programs and the launch of new products, working capital requirements, and other strategic initiatives. Most recently, the Company has met these cash requirements through cash on hand, working capital management, and sales of products and services. In the past, the Company has also received proceeds from certain private placements and public offerings of our securities. While the Company believes it has strategies to increase revenues and reduce costs which can be implemented without disrupting the business or completely restructuring the Company, there can be no assurances. Should the Company be required to raise additional capital or seek to obtain financing, there can be no assurance that management would be successful in raising such capital or obtaining such financing on terms acceptable to us, if at all. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/drpvh453 About Champions Oncology Hackensack, N.J.-based Champions Oncology, Inc. is a technology-enabled research organization engaged in creating technology solutions to be utilized in drug discovery and development. Its research center operates in both regulatory and non-regulatory environments and consists of a comprehensive set of computational and experimental research platforms. Its pharmacology, biomarker, and data platforms are designed to facilitate drug discovery and development at lower costs and increased speeds. As of April 30, 2024, the Company had $26.1 million in total assets, $28 million in total liabilities, and $1.9 million in total stockholders' deficiency. CLR ADMIN: Hires SKS Legal Group as Special Litigation Co-Counsel ----------------------------------------------------------------- CLR Admin Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ SKS Legal Group, P.A. as special litigation co-counsel. The Debtor needs the firm's legal assistance in connection with a case (Case No. 2023-017255-CA-01) filed in the Circuit Court of the Eleventh Judicial Circuit, in and for Miami-Dade County, Florida. The firm will be paid at these rates: Partner $450 per hour Associate $400 per hour The firm will be paid a retainer in the amount of $10,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert C. Streit, Esq., a partner at SKS Legal Group, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert C. Streit, Esq. SKS Legal Group, P.A., 101 NE 3rd Ave, Suite 1500, Fort Lauderdale, FL 33301, Tel: (954) 637-3713 Email: rstreit@skslegalgroup.com About CLR Admin Services, LLC CLR Admin Services, LLC, offers advertising, public relations, and related services, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16135) on June 20, 2024. In the petition signed by Darren Silverman, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law PLLC as bankruptcy counsel and McDonald Hopkins, LLC as special counsel. CLR ADMIN: Seeks to Hire GGG Partners as Financial Advisor ---------------------------------------------------------- CLR Admin Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ GGG Partners, LLC as its financial advisor. The firm will render these services: a. advise the Debtor with respect to finances and to guide the Debtor in making sound financial decisions for its operations in order to ensure that the Debtor reaps the benefits of reorganization and will be able to continue its operations and to comply with the rules of the Court; b. prepare financial documents for the Debtor's edification and use in making sound financial decisions, and other documents as necessary for the success of the Debtor's Chapter 11 case; and c. provide financial advice to the Debtor in negotiation with its creditors and in the preparation of a confirmable plan. The firm will be paid at these hourly rates: Katie Goodman, Managing Partner $425 Other Partners $350 - $400 In addition, the firm will seek reimbursement for expenses incurred. The Debtor will also pay the firm a retainer of $25,000. Ms. Goodman disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Katie S. Goodman GGG Partners, LLC 2870 Peachtree Rd., Ste. 502 Atlanta, GA 30305 Telephone: (404) 293-0137 Email: kgoodman@gggpartners.com About CLR Admin Services CLR Admin Services, LLC, offers advertising, public relations, and related services, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16135) on June 20, 2024. In the petition signed by Darren Silverman, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law PLLC as bankruptcy counsel and McDonald Hopkins, LLC as special counsel. CLR ADMIN: Seeks to Hire SKS Legal Group as Special Counsel ----------------------------------------------------------- CLR Admin Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ SKS Legal Group as special counsel. The Debtor needs a special counsel to prosecute its claims against Robert Giardina, Lawrence Giardina and Richard Cardinale, Case No. 2023-017255-CA-01, in the Circuit Court of the Eleventh Judicial Circuit, in and for Miami-Dade County. The firm's hourly rates are as follows: Partners $450 Associates $400 In addition, the firm will seek reimbursement for expenses incurred. The firm will also require an initial retainer of $10,000 from the Debtor. Robert Streit, Esq., an attorney at SKS Legal Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert C. Stret, Esq. SKS Legal Group 101 NE 3rd Ave., Suite 1500 Fort Lauderdale, FL 33301 Telephone: (954) 637-3713 Email: rstreit@skslegalgroup.com About CLR Admin Services CLR Admin Services, LLC, offers advertising, public relations, and related services, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16135) on June 20, 2024. In the petition signed by Darren Silverman, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law PLLC as bankruptcy counsel and McDonald Hopkins, LLC; Daniels, Rodriguez, Berkely, Daniels & Cruz, P.A.; and SKS Legal Group as special counsel. CLR ADMIN: Seeks to Hire Special Arbitration Litigation Counsel --------------------------------------------------------------- CLR Admin Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Daniels, Rodriguez, Berkeley, Daniels & Cruz, PA as special arbitration litigation counsel. The firm will assist the Debtor in working with law enforcement concerning an employee theft matter, as well as filing a demand for arbitration for its claims against Marius St. Gerard, with the American Arbitration Association. The firm's hourly rates are as follows: Partners $325 Associates $250 Research and Legal Assistant/Paralegals $85 In addition, the firm will seek reimbursement for expenses incurred. The firm will also require an initial retainer of $3,500 from the Debtor. Lorne Berkeley, Esq., an attorney at Daniels, Rodriguez, Berkeley, Daniels & Cruz, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lorne E. Berkeley, Esq. Daniels, Rodriguez, Berkely, Daniels & Cruz, P.A. 490 Sawgrass Corporate Parkway, Suite 320 Sunrise, FL 33325 Telephone: (954) 577-8332 Email: LBerkeley@drbdc-law.com About CLR Admin Services CLR Admin Services, LLC, offers advertising, public relations, and related services, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16135) on June 20, 2024. In the petition signed by Darren Silverman, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law PLLC as bankruptcy counsel and McDonald Hopkins, LLC; Daniels, Rodriguez, Berkely, Daniels & Cruz, P.A.; and SKS Legal Group as special counsel. CMTRD LLC: Seeks to Hire Susan Lasky as Bankruptcy Counsel ---------------------------------------------------------- CMTRD, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Susan Lasky, Esq., an attorney practicing at Ft. Lauderdale, Fla., as legal counsel. The attorney's services include: (a) advise the Debtor with respect to its powers and duties and the continued management of its financial affairs; (b) advise the Debtor with respect to its responsibilities; (c) prepare legal documents; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. Ms. Lasky will be compensated at $500 per hour and paralegal at $200 per hour. The attorney also received a retainer in the amount of $5,000 from the Debtor. Ms. Lasky disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: Susan D. Lasky, Esq. 320 S.E. 18th St Ft. Lauderdale, FL 33316 Telephone: (954) 400-7474 Facsimile: (954) 206-0628 Email: Sue@SueLasky.com About CMTRD LLC CMTRD LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16374) on June 26, 2024. In the petition signed by Yuletsy Beatriz Granadillo, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Corali Lopez-Castro oversees the case. Susan D. Lasky, Esq., serves as the Debtor's counsel. COCHRAN PLUMBING: Starts Chapter 11 Bankruptcy Process ------------------------------------------------------ Cochran Plumbing Company LLC filed Chapter 11 protection in the Southern District of Georgia. According to court documents, the Debtor reports $1,602,174 in debt owed to 1 and 49 creditors. The petition staates funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 8, 2024 at 11:00 a.m. in Room Telephonically on telephone conference line: 1-866-718-1381. participant access code: 8529945#. About Cochran Plumbing Company Cochran Plumbing Company LLC is a provider of plumbing services based in Guyton, Georgia. Cochran Plumbing Company LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ga. Case No. 24-40568) on July 5, 2024. In the petition filed by Christopher J. Cochran, as managing member, the Debtor reports total assets of $646,438 and total liabilities of $1,602,174. The Honorable Bankruptcy Judge Edward J. Coleman III oversees the case. The Debtor is represented by: Jon Levis, Esq. LEVIS LAW FIRM, LLC Post Office Box 129 Swainsboro GA 30401 Tel: 478-237-7029 Email: levis@levislawfirmllc.com COCO SUSHI: Uhsecureds to Recover Between 1% and 100% ----------------------------------------------------- Coco Sushi, LLC filed with the U.S. Bankruptcy Court for the Southern District of Florida a Plan of Reorganization dated July 9, 2024. The Debtor owns and operates a 145-seat Japanese Restaurant located in Coconut Grove neighborhood (the "Restaurant"). The Restaurant which is housed in a 3,400 square leased prides itself on serving high-quality traditional fare with a deliberately modern and elegant execution. Coco Sushi was ambitiously launched in early 2022, amidst the lingering economic and public health challenges posed by the COVID-19 pandemic. Despite careful planning and a clear vision, external pressures and unforeseen internal issues have led the Debtor to seek protection under Chapter 11, Subchapter V, of the Bankruptcy Code. The Plan Proponent's financial projections show that the Debtor will have sufficient projected disposable income to make all payments under the Plan. The final Plan payment is expected to be paid on or before the expiration of 36 months from the Effective Date. This Plan proposes to pay Allowed Claims no less than the value of Coco Sushi'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 the aggregate amount of $24,500.003 commencing on the one year anniversary of the Effective Date 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 distribute the sum $3,500.00 in months 12, 18, 24, 30 and 36, 24 and 48 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 to (after payment of legal fees and costs) to be disbursed in accordance with the priorities set forth in Section 507(a) of the Bankruptcy Code. For example, if the Debtor recovers $100,000 (after payment of legal fees and costs), the estate will receive an additional distribution of $50,000.00 to be disbursed to first to Class 1 with any remainder to Class 3. As such, the Debtor estimates that Holders of Allowed Class 3 Claims may receive a distribution of between 1% and 100% subject to resolutions of claims objections, resolution of Retained Causes of Action, and Plan voting. Notwithstanding the foregoing, 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 Sushi Garage Holding, LLC in Coco Sushi. 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. On the Effective Date, all property of the Debtor not otherwise disposed of under the Plan, shall vest with the Reorganized Debtor. The Plan proposes to pay Allowed Claims to be paid under the Plan from Projected Net Disposable Income. The term "Debtor's Projected Net Disposable Income" has the meaning ascribed to the term under Section 1191(d) of the Bankruptcy Code and includes operational reserve equal to 15 days of operating expenses. This operational reserve represents what the Debtor considers to be the minimum amount of cash on hand to pay its ordinary course of business expenses without defaulting on its Plan obligations. The Debtor has committed more than 100% of its Projected Net Disposable Income for a period of 36 months. A full-text copy of the Plan of Reorganization dated July 9, 2024 is available at https://urlcurt.com/u?l=5EuJE2 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 Coco Sushi Coco Sushi, LLC is a Japanese restaurant in Miami Fla., which conducts business under the name Sushi Garage. Coco Sushi filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-13421) on April 9, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Aleida Martinez Molina, Esq., serves as Subchapter V trustee. Judge Laurel M. Isicoff oversees the case. Jacqueline Calderin, Esq., at Agentis PLLC, represents the Debtor as legal counsel. COMMERCIAL OFFICE: Hires Guidant Law PLC as Bankruptcy Counsel -------------------------------------------------------------- Commercial Office Resource Environments, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Guidant Law, PLC as bankruptcy counsel. The firm will render legal advice and assistance with respect to the Debtor's Chapter 11, Subchapter V proceedings and reorganization. The firm will be paid at these rates: Attorneys $375 to $490 per hour Paralegals $125 to $175 per hour Paralegal Assistants $80 to $125 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As of the filing of the bankruptcy petition, the Debtor owed the firm $222.75 in pre-petition fees. The firm has given the Debtor a courtesy discount for these pre-petition fees so that they are no longer owed. Mercedes D. Flores, Esq., a partner at Guidant Law, PLC, 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: D. Lamar Hawkins, Esq. JoAnn Falgout, Esq. Guidant Law, PLC 402 E. Southern Ave. Tempe, AZ 85282 Tel: (602) 888-9229 Fax: (480) 725-0087 Email: lamar@guidant.law joann.falgout@guidant.law About Commercial Office Resource Environments, LLC Commercial Office Resource Environments, LLC d/b/a Core, LLC is a full-service corporate procurement & commercial furniture dealer. It serves corporate businesses, federal government, and an array of industries including education, healthcare, hospitality, and non-profit. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-05551) on July 10, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Mercedes Flores, manager, signed the petition. Judge Scott H. Gan presides over the case. JoAnn Falgout, Esq. at GUIDANT LAW, PLC represents the Debtor as legal counsel. COMPLETE BEVERAGE: Seeks to Hire Brevda CPA as Accountant --------------------------------------------------------- Complete Beverage Center, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Brevda CPA, PA as its certified public accountant. The firm's services include: (a) advise the Debtor and assist in the preparation of the Monthly Operating Reports; (b) provide general accounting advice; and (c) assist the Debtor in possible adversary proceedings against certain lenders. Paul Brevda, CPA, a member at Brevda, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul Brevda, CPA Brevda CPA, P.A. 4510 N. Federal Hwy., Ste. 103 Lighthouse Point, FL 33064 Telephone: (954) 718-5656 About Complete Beverage Center Complete Beverage Center Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16099) on June 20, 2024, listing $100,001 to $500,000 in assets and up to $50,000 in liabilities. Judge Scott M. Grossman oversees the case. The Debtor tapped David W. Langley, Esq., as counsel and Brevda CPA, PA as accountant. CONN'S INC: Under Investigation for Federal Securities Violations ----------------------------------------------------------------- The Law Offices of Frank R. Cruz announced an investigation of Conn's, Inc. on behalf of investors concerning the Company's possible violations of federal securities laws. On June 26, 2024, Bloomberg reported that Conn's hired a financial adviser to help rework its debt load and integrating a chain of stores it bought last year. On this news, Conn's stock price fell $0.75, or 38.3%, over two consecutive trading days to close at $1.21 per share on June 27, 2024, thereby injuring investors. Then, on July 24, 2024, Bloomberg reported that Conn's had filed for bankruptcy, stating that the Company "plans to shut down after trouble integrating a recent acquisition compounded the pain of lagging sales." On this news, Conn's stock price fell as much as 38% during intraday trading on July 24, 2024, thereby injuring investors further. About Conn's Inc. Headquartered in The Woodlands, Texas, Conn's (NASDAQ: CONN) is a retailer of predominantly durable home goods including furniture and mattresses, home appliances as well as consumer electronics. To facilitate retail sales, Conn's provides its customers with proprietary in-house financing on a secured installment loan basis as well as third-party and lease-to-own payment options. Conn's operated 161 retail stores located in 15 states and generated revenue of about $1.6 billion as of the last twelve month period ended April 30, 2022. CONVERGEONE HOLDINGS: S&P Upgrades ICR to 'B-' on Bankruptcy Exit ----------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on U.S.-based IT services provider ConvergeOne Holdings Inc. (now doing business as C1) to 'B-' from 'D'. The outlook is stable. S&P said, "We assigned our 'B-' issuer credit rating to PVKG Intermediate Holdings Inc., the new rated entity. We plan to subsequently withdraw our rating on ConvergeOne. "At the same time, we assigned our 'B' issue-level and '2' recovery ratings (70%–90%; rounded estimate: 80%) to the company's $242 million exit term loan issued by PVKG. "The stable outlook reflects our expectation that the company will increase revenue and EBITDA and generate positive free cash flow in 2025 due to its debt reduction and organization improvements. "C1 eliminated about 75% of its debt in bankruptcy, and we believe its new capital structure is sustainable." This culminated several years of underperformance, beginning with lower revenue early in the pandemic, subsequent industrywide supply chain issues, operating problems at a key vendor Avaya, large debt load, and unhedged floating-interest rate exposure. C1 eliminated nearly $1.4 billion of its debt in bankruptcy, significantly reducing leverage to the low-5x area (including a $164 million subordinated payment-in-kind shareholder loan) from over 20x. The lower interest burden should significantly improve EBITDA interest coverage and free operating cash flow (FOCF). S&P forecasts a modest free cash flow deficit in 2024 primarily due to higher working capital needs, lower year-over-year revenue, restructuring costs, and disruptions caused by the bankruptcy proceedings. S&P said, "However, we project reported free cash flow of more than $40 million in 2025, giving C1 good cushion to withstand operating volatility relative to our forecast. Liquidity is adequate, with nearly $40 million cash and $100 million of excess asset-based lending (ABL) facility availability after emergence. "The biggest risk in our view is whether C1's competitive position was more damaged by the bankruptcy than we thought and now unable to accelerate revenue as we expect." C1 has taken meaningful actions to improve its business. Its executive management team hired in early 2023 has made significant changes including cutting costs, completing the integration of past acquisitions, reorganizing the salesforce, adding new leadership (chief growth officer, chief revenue officer, senior vice president of marketing, and others), deploying a new enterprise resource planning system, and rebranding and refocusing the organization. It also developed and launched open architecture generative AI tools to help clients save costs and improve quality. However, its unsustainable balance sheet pre-bankruptcy resulted in losing employees and customer opportunities, and redirected business from manufacturer partners. S&P said, "We believe employee attrition has stabilized, and customer and partner conversations are more favorable now that C1 exited with a manageable debt load. We also understand the company is tracking well to its first-half plan, but still underperforming last year's revenue and bookings. Therefore, we expect 2024 revenue to be down more than 10% due to weak bookings in the back half of 2023, industrywide softness in early 2024, and the noise caused by the bankruptcy proceedings." S&P said, “zWe are skeptical of C1's ability to achieve market growth rates in 2025, but believe revenue declines bottomed in the first half. We expect revenue growth will accelerate in the second half of 2024 and into 2025. "The stable outlook reflects our expectation that C1 will increase revenue and EBITDA and generate positive free cash flow in 2025 due to its debt reduction and organization improvements." S&P could lower its rating on C1 if S&P views its capital structure as unsustainable because: -- Operating performance does not improve as expected and remains insufficient to generate positive free cash flow; or -- Liquidity deteriorates and we believe it will be insufficient to support business needs and financial commitments. While unlikely over the next 12 months, S&P could upgrade C1 if the company: -- Improves operating performance and exceeds our expectations, leading to robust revenue, profits, and free cash flow growth on a sustained basis; and -- Maintains leverage below 5x. COWORKRS 3RD STREET: Unsecureds' Recovery "Unknown" in Plan ----------------------------------------------------------- CoWorkrs 3rd Street LLC, d/b/a Bond Gowanus, submitted a Corrected Amended Disclosure Statement describing Chapter 11 Plan dated July 10, 2024. The Debtor continues to operate its business and manage its property as a debtor in possession pursuant to Sections 1107(a) and 1108 of the Bankruptcy Code. The Debtor previously was the tenant under that certain non residential lease (the "Bond Lease") between the Debtor, as tenant, and 92 Third Street, as landlord, of the premises consisting of a portion of the cellar, a portion of the first floor and a portion of the second floor (collectively, the "Demised Premises") in the building located at 68-80 Third Street Brooklyn, New York 11231 (the "Building"). 92 Third Street is holding the Innovo Lease and Innovo License Agreement in escrow pursuant to the terms of such agreements. On November 30, 2023, the Debtor commenced the adversary proceeding (the "Adversary Proceeding") by filing a complaint (the "Complaint") against the Defendants and applied for the entry of a temporary restraining order by the Bankruptcy Court (the "TRO"). Prior to the Bankruptcy Court's ruling on the Debtor's application for a TRO and/or the Debtor serving the Complaint, the Parties negotiated at arms' length and reached a Settlement Agreement, subject to the Bankruptcy Court's approval, resolving the Parties' claims against each other as set forth in the Settlement Agreement. Class 1 consists of Allowed Secured Claim of the SBA. The Debtor will seek to have either a consensual or Court ordered auction sale of the SBA’s collateral (the "Sale") on or before July 31, 2024, pursuant to the terms of the Amended Stipulation of Settlement. The net Proceeds of that Sale, meaning the proceeds after payment of the auctioneer's commissions and expenses of sale, will be paid to the SBA and the balance of the SBA Allowed Secured Claim shall be paid pursuant to the treatment in Class 6, below. The filed amount of the SBA claim is $165,426.37. Class 2 consists of Allowed Secured Claim of Chubb. The Debtor objected to the secured claim of Chubb, which was filed in the amount of $973,087.50. The Debtor and Chubb have resolved the Objection pursuant to a separate Stipulation which will be filed with the Court. Chubb shall be paid the sum of $25,000.00 on the Effective Date in full satisfaction of all Claims against the Debtor. Chubb's rights against any co-obligors on its Claim, including any guarantors are expressly reserved and are not released by this Plan. Class 3 consists of Allowed Secured Claim of Ephraim D. Zagelbaum. The asserts that any funds due have been repaid and that this claim, being a third priority secured claim is wholly unsecured and no claim has been filed. To the extent that this claim is allowed, it shall be paid as a member of Class 5. Class 4 consists of Class 4 Allowed Landlord's Judgment Claim. The claim of the Landlord 92 Third Street, LLC was in the approximate amount of $2,435,884.53. Pursuant to the Amended Settlement Agreement and made a part of this Plan and also subject to a separate Rule 9019 motion, the Landlord's Claim is being resolved by the benefits being conferred by that Agreement and is in full satisfaction of all pre-petition and all Allowed Administrative Claims, all of which are waived. Class 5 consists of the Unsecured Claim of Chubb. This Claim has been waived in full under the treatment in Class 2. The amount of claim in this Class total $973,087.50. This Class will receive a distribution of 0% of their allowed claims. Class 6 shall consist of all Allowed Unsecured Claims. Allowed Unsecured Claims shall be paid a pro rata distribution from the sum of $10,000.00 put up by New Equity Holders or from available cash on hand to be paid upon the Effective Date, but not more than their Allowed Claims, without interest. Class 6 is impaired and is entitled to vote on the Plan. The estimated recovery for General Unsecured Claims is "unknown", according to the Amended Disclosure Statement. The Class 7 Equity members shall not retain their equity in the Reorganized Debtor in exchange for the infusion of at least $250,000.00 into the Debtor, plus, funding the payments to Allowed Unsecured Creditors and paying for the Costs of Administration, the New Equity Members shall own 100% of the Reorganized Debtor. All distributions under this Plan will be provided by the Debtor's receipt of funds from operations or from a cash infusion by New Equity. A full-text copy of the Corrected Amended Disclosure Statement dated July 10, 2024 is available at https://urlcurt.com/u?l=y30pJf from PacerMonitor.com at no charge. The Debtor's Counsel: Avrum J. Rosen, Esq. LAW OFFICES OF AVRUM J. ROSEN, PLLC 38 New St Huntington, NY 11743-3327 Tel: 631-423-8527 Fax: 631-423-4536 E-mail: arosen@ajrlawny.com About CoWorkrs 3rd Street CoWorkrs 3rd Street LLC is primarily engaged in renting and leasing real estate properties. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 23-44306) on Nov. 27, 2023. In the petition signed by David Goldwasser, chief restructuring officer, the Debtor disclosed $4,860,560 in assets and $2,987,216 in liabilities. Judge Elizabeth S. Stong oversees the case. Avrum J. Rosen, Esq., at Law Offices of Avrum J. Rosen, PLLC, is the Debtor's legal counsel. CURITEC LLC: Resolves CMS Allegations in Healthcare Services ------------------------------------------------------------ Curitec, LLC, the leader in high-quality wound care products, innovative technology, and robust educational resources, proudly announces the successful resolution of all issues with the Centers for Medicare Services (CMS), marking a significant milestone in our journey. "Throughout this challenging period, we remained steadfast in our commitment to delivering exceptional products and services to our facility partners and their patients," stated Maria Percival, President and Chief Executive Officer of Curitec. She continued, "Our operations continued uninterrupted, a testament to our resilience and unwavering dedication." Chief Operating Officer, Nick Percival, added, "We emerged from this ordeal stronger and more determined than ever. Our strategic investments have fortified our foundation, positioning Curitec for sustained growth and industry leadership." Together, Maria and Nick Percival expressed gratitude to "the entire Curitec team for their resilience and dedication, as well as to our valued partners for their steadfast support. Curitec is now poised for continued success as the standard in wound care education and supplies. This resolution underscores our commitment to excellence and innovation in serving healthcare facilities nationwide." About Curitec LLC Curitec LLC -- https://curitec.com/ -- is a Medicare accredited Part B provider of durable medical supplies (DMEPOS). Its services include the delivery of advanced wound care products as well as ostomy, urological, and tracheostomy supplies to long term care facilities and hospice. Curitec LLC filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-90108) on March 3, 2023. In the petition filed by Nicholas Percival as manager and chief operating officer, the Debtor reported assets and liabilities between $1 million and $10 million each. The case is overseen by the Honorable Bankruptcy Judge Christopher M. Lopez. The Debtor is represented by Casey William Doherty, Jr, Esq., and Samuel R. Maizel, Esq., at Dentons US LLP. DANIEL SMART: Seeks to Hire Mcnamee Hosea P.A as Counsel -------------------------------------------------------- Daniel Smart Manufacturing, Inc seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Mcnamee Hosea, P.A as counsel. The firm's services include: a. providing the Debtor legal advice with respect to its powers and duties as a debtor in possession and in the operation of its business and management of its property; b. preparing any necessary applications, answers, orders, reports and other legal papers, and appearing on the Debtor's behalf in proceedings instituted by or against the Debtor; c. assisting the Debtor in the process of selling its property and/or the confirmation of a plan and approval of a disclosure statement; d. assisting the Debtor with other legal matters; and e. performing all of the legal services for the Debtor that may be necessary or desirable herein. The firm will be paid at these rates: Janet M. Nesse $525 per hour Justin P. Fasano $400 per hour The firm will be paid a retainer in the amount of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Janet M. Nesse, Esq., a principal at McNamee Hosea, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Janet M. Nesse, Esq. McNamee Hosea, P.A. 6404 Ivy Lane, Suite 820 Greenbelt, MD 20770 Tel: (301) 441-2420 Email: jnesse@mhlawyers.com About Daniel Smart Manufacturing, Inc. Daniel Smart Manufacturing, Inc. is a manufacturer and distributor of motorcycle gear, accessories and fashion leather apparel in Baltimore City, Md. It conducts business under the name Daniel Smart Leather. Daniel Smart Manufacturing filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 24-15658) on July 5, 2024, with $1 million to $10 million in both assets and liabilities. Hassan Tariq, president and owner, signed the petition. Judge Michelle M. Harner presides over the case. Janet M. Nesse, Esq., at McNamee Hosea, P.A. represents the Debtor as legal counsel. DARKPULSE INC: Boladale Lawal & Co. Raises Going Concern Doubt -------------------------------------------------------------- DarkPulse, Inc. disclosed in a Form 10-K Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended December 31, 2023, that its auditor expressed substantial doubt about the Company's ability to continue as a going concern. Lagos, Nigeria-based Boladale Lawal & Co., the Company's auditor since 2024, issued a "going concern" qualification in its report dated July 15, 2024, citing that the Company suffered an accumulated deficit of $67,376,221, net loss of $21,273,043 and a negative working capital of $18,126,281. The Company is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities to execute its plans and continue operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company generated net losses of $21,723,043 and $35,517,505 during the years ended December 31, 2023, and 2022, respectively, and net cash used in operating activities of $5,653,214 and $21,738,542, respectively. As of December 31, 2023, the Company's current liabilities exceeded its current assets by $18,126,281, resulting in the accumulated deficit. As of December 31, 2023, the Company had $11,912 of cash. The Company will require additional funding during the next 12 months to finance the growth of its current operations and achieve its strategic objectives. The Company is seeking to raise additional capital principally through private placement offerings and is targeting strategic partners in an effort to finalize the development of its products and begin generating revenues. The ability of the Company to continue as a going concern is dependent upon the success of future capital offerings or alternative financing arrangements or expansion of its operations. A full-text copy of the Company's Form 10-K is available at: https://tinyurl.com/muhxaaja About DarkPulse Houston, Texas-based DarkPulse, Inc. is a technology-security company incorporated in 1989 as Klever Marketing, Inc. Its wholly-owned subsidiary, DarkPulse Technologies Inc., originally started as a technology spinout from the University of New Brunswick, Fredericton, Canada. The Company's security and monitoring systems will initially be delivered in applications for border security, pipelines, the oil and gas industry and mine safety. Current uses of fiber optic distributed sensor technology have been limited to quasi-static, long-term structural health monitoring due to the time required to obtain the data and its poor precision. The Company's patented BOTDA dark-pulse sensor technology allows for the monitoring of highly dynamic environments due to its greater resolution and accuracy. As of December 31, 2023, the Company had $4,112,352 in total assets, $20,787,671 in total liabilities, and $16,675,319 in total stockholders' deficit. DARKPULSE INC: Reports Net Loss of $536,398 in Q1 2024 ------------------------------------------------------ DarkPulse, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $536,398 on $10,850 of total revenues for the quarterly period ended March 31, 2024, compared to a net loss of $14,799,264 on $1,537,833 of total revenues for the quarterly period ended March 31, 2023. The Company has net cash used in operating activities of $91,687 and $2,323,783, respectively. As of March 31, 2024, the Company’s current liabilities exceeded its current assets by $18,532,909 and has an accumulated deficit of $67,909,611. As of March 31, 2024, the Company had $990 of cash. Lastly, the Optilan Liquidation raises serious concerns about the viability of the Optilan (UK) Limited entity and related operations of the Optilan subsidiaries. The Company will require additional funding during the next 12 months to finance the growth of its current operations and achieve its strategic objectives. These factors, as well as the uncertain conditions that the Company faces relative to capital raising activities, create substantial doubt as to the Company’s ability to continue as a going concern. The Company is seeking to raise additional capital principally through private placement offerings and is targeting strategic partners in an effort to finalize the development of its products and begin generating revenues. The ability of the Company to continue as a going concern is dependent upon the success of future capital offerings or alternative financing arrangements or expansion of its operations. As of March 31, 2024, the Company had $4,142,382 in total assets, $21,213,516 in total liabilities, and $17,071,134 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/yt3wu9hj About DarkPulse Houston, Texas-based DarkPulse, Inc. is a technology-security company incorporated in 1989 as Klever Marketing, Inc. Its’ wholly-owned subsidiary, DarkPulse Technologies Inc., originally started as a technology spinout from the University of New Brunswick, Fredericton, Canada. The Company’s security and monitoring systems will initially be delivered in applications for border security, pipelines, the oil and gas industry and mine safety. Current uses of fiber optic distributed sensor technology have been limited to quasi-static, long-term structural health monitoring due to the time required to obtain the data and its poor precision. The Company’s patented BOTDA dark-pulse sensor technology allows for the monitoring of highly dynamic environments due to its greater resolution and accuracy. As of December 31, 2023, the Company had $4,112,352 in total assets, $20,787,671 in total liabilities, and $16,675,319 in total stockholders' deficit. Lagos, Nigeria-based Boladale Lawal & Co., the Company's auditor since 2024, issued a "going concern" qualification in its report dated July 15, 2024, citing that the Company suffered an accumulated deficit of $67,376,221, net loss of $21,273,043 and a negative working capital of $18,126,281. The Company is dependent on obtaining additional working capital funding from the sale of equity and/or debt securities to execute its plans and continue operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. DAVID ALONSO MD: Unsecureds Will Get 100% of Claims over 5 Years ---------------------------------------------------------------- David Alonso, MD Inc. filed with the U.S. Bankruptcy Court for the Eastern District of California a Plan of Reorganization dated July 10, 2024. The Debtor is a closely held corporation owned wholly by David George Alonso who is a board certified internal medical physician with over 21 years of experience. The Debtor operates an outpatient medical practice open to the general public with a total of four providers and currently serves around 3,000 patients. Debtor operates from its two leased commercial spaces located at 564 Rio Lindo Avenue, Suites 100 & 102, Chico, CA 95926 and 564 Rio Lindo Avenue, Suite 101, Chico, CA 95926. The Debtor filed the instant case as a result of obtaining too many loans prior, during and after the COVID pandemic, including shareholder loans to Dr. David Alonso and an Economic Injury Disaster Loan ("EIDL") from the United States Small Business Administration. The Debtor ultimately was not able to service its debts, including the EIDL loan, which resulted in the loan being transferred to the Department of Treasury for collections and thereafter accelerated the loan as well as adding additional fees and penalties of approximately $700,000. Beginning in February of 2024, the Department of Treasury began off-setting Debtor's Medicare receivables, which account for approximately $90,000 or 40% of its monthly gross revenue. With the Department of Treasury unwilling to work with reasonable restructuring of the EIDL loan and intercepting 40% of its revenue, Debtor determined the only course of action, other than closing its doors, was to file the underlying bankruptcy and restructure its debts. The Debtor's financial projections show that the Debtor will have projected disposable income for the 60-month period of $1,377,393.00. The final Plan payment is expected to be paid at the end of the fifth year of the Effective Date. This Plan of Reorganization proposes to pay creditors of the Debtor from future disposable income for a period of 60 months received from Debtor's operation of its medical practice. Class 5 consists of Unsecured Nonpriority Claims. The Debtor estimates that the total amount of general unsecured claims, including the deficiency claims of Classes 2, 3, & 4 to be approximately $401,320.00. The Debtor shall pay $401,320 or 100% of allowed unsecured claims over 5 years from the Effective Date of the Plan. On the first day of the month following the month in which the Effective Date of the Plan occurs, the Debtor shall begin either monthly or quarterly payments on the Class 5 Unsecured Nonpriority Claims as provided in the General Unsecured Class Distribution Table. The Debtor may also make quarterly payments to Claimants. This Class is impaired. Class 6 consists of Equity Holder Dr. David G. Alonso. Equity Security Holders shall not receive a dividend until the payments contemplated by this Plan are completed. However, Equity Security Holders may receive payment for their services to the Debtor. In the event that an Equity Security Holder forgoes postconfirmation pay that pay shall accrue to the Equity Security Holder as a post confirmation liability payable when cash flow permits or upon the sale or transfer of the Debtor. The Debtor shall fund the Plan with the proceeds and profits from operating its medical practice and servicing the general public. A full-text copy of the Plan of Reorganization dated July 10, 2024 is available at https://urlcurt.com/u?l=fIrWic from PacerMonitor.com at no charge. Attorney for the Debtor: Gabriel E. Liberman, Esq. Law Offices Of Gabriel Liberman, APC 1545 River Park Drive, Ste 530 Sacramento, CA 95815 Tel: (916) 485-1111 Fax: )916) 485-1111 Email: attorney@4851111.com About David Alonso, MD Inc. David Alonso, Md Inc. d/b/a North State Primary Care d/b/a Magnolia Comprehensive Internal Medicine is a medical services provider offering general well checks, consultations, and thorough evaluations. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 24-21517) on April 12, 2024, with $2,512,423 in assets and $4,311,212 in liabilities. Dr. David Alonso, president, signed the petition. Judge Christopher M. Klein presides over the case. Gabriel E. Liberman, Esq. at the Law Offices of Gabriel Liberman, APC. DIAMOND SPORTS: Gets Clearance to End Dallas Stars TV Deal Early ---------------------------------------------------------------- Jonathan Randles of Bloomberg News reports that Diamond Sports Group is ending its broadcast deal with the National Hockey League's Dallas Stars, as the bankrupt broadcaster seeks to make it through the summer. The deal was scheduled to run through the NHL's upcoming 2024-2025 season, but Diamond said it was losing money broadcasting Stars games and had its lenders' support to end the agreement early. Last year, 2023, the company dropped the NHL’s Arizona Coyotes and Major League Baseball's San Diego Padres and Arizona Diamondbacks. Judge Christopher Lopez granted Diamond's request to end its Stars telecast deal. About Diamond Sports Group Diamond Sports Group, LLC, and its affiliates own and/or operate the Bally Sports Regional Sports Networks, making them the nation's leading provider of local sports programming. DSG's 19 Bally Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also holds joint venture interests in Marquee, the home of the Chicago Cubs, and the YES Network, the local destination for the New York Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local professional telecasts each year in addition to a wide variety of locally produced sports events and programs. DSG is an unconsolidated and independently run subsidiary of Sinclair Broadcast Group. Diamond Sports Group and 29 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 23-90116) on March 14, 2023. In the petition signed by David F. DeVoe, Jr., as chief financial officer and chief operating officer, Diamond Sports Group listed $1 billion to $10 billion in both assets and liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP and Porter Hedges, LLP as bankruptcy counsel; Wilmer Cutler Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan, LLP as special counsel; AlixPartners, LLP as financial advisor; Moelis & Company, LLC and LionTree Advisors, LLC as investment bankers; Deloitte Tax, LLP, as tax advisor; Deloitte Financial Advisory Services, LLP, as accountant; and Deloitte Consulting, LLP as consultant. Kroll Restructuring Administration, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI Consulting, Inc., as financial advisor; and Houlihan Lokey Capital, Inc., as investment banker. DIMENSIONS IN SENIOR: Files Amendment to Disclosure Statement ------------------------------------------------------------- Humboldt Assisted Living, LLC, a debtor affiliate of Dimensions In Senior Living, LLC, submitted an Amended Disclosure Statement in support of Chapter 11 Plan of Reorganization dated July 10, 2024. The Plan, after it has been confirmed, will constitute a contract between Humboldt and its creditors and stockholders. Humboldt will continue to operate what remains of Humboldt's operations for the purpose of collecting, liquidation, and distributing any remaining assets. The manager of Humboldt will continue to be Dimensions in Senior Living, LLC. Humboldt has applied for tax credits under the Employee Retention Credit (ERC) – sometimes called the Employee Retention Tax Credit or ERTC. The ERTC is a refundable tax credit for certain eligible businesses and tax-exempt organizations that had employees and were affected during the COVID-19 pandemic. Humboldt has submitted the necessary forms to claim and receive the credit, which is tentatively valued at $215,694.77, though this amount is subject to change and the fees or costs associated with obtaining the credit, including fees possibly payable to One Legal Advisory equal to 20% of the gross credit. Humboldt does not possess a traditional secured lender in the sense that Humboldt does not have structured secured debt. However, Humboldt is a commercial guarantor for two affiliated companies: (i) WB Real Estate Of Iola, LLC (an entity also in Chapter 11 at Case No. 22-80864 in the District of Nebraska ("IOLA"); and (ii) Wilcox Properties of Fort Calhoun (an entity also in Chapter 11 at Case No. 22-80866 in the District of Nebraska ("Fort Calhoun"). American National Bank (the "Bank") is the primary lender for IOLA and Fort Calhoun. ANB advanced funds to Fort Calhoun in the original amount of approximately: $2,000,000.00 in 2010; and $2,200,000.00 in 2013. The Bank filed two proofs-of-claim in the Fort Calhoun's chapter 11 case for $1,968,603.11. Humboldt granted the Bank a mortgage on Humboldt's real estate holdings as additional collateral for the obligations owed by Fort Calhoun to the Bank. Humboldt's schedules and proofs of claims filed to date indicate unsecured claims of approximately $72,675.11. Of this amount, approximately $67,484.75 is a contingent, unliquidated claims owed to the US DHHS and arising from Humboldt's receipt of HHS Provider Relief Funds. However, the amounts due to the US DHHS have been forgiven and need not be repaid. Like in the prior iteration of the Plan, each holder of an Allowed Claim in Class 2 will be paid in full plus interest at the federal judgment rate in 6 equal installments beginning on the 1st day of the calendar month following the Effective Date. Classes One through Two will be paid from the revenue derived from Humboldt's post-petition income and operations derived from its facility in Humboldt, Kansas. Payments made to the holders of Allowed Class 1 and Class 2 Claims shall be paid directly from Humboldt. As of the Effective Date of the Plan, Humboldt shall be vested with ownership of all property of Humboldt's Chapter 11 Estate, as defined in Section 541 of the Bankruptcy Court, and as provided for in the Plan. Upon such transfer, Humboldt shall own all such property free and clear of all liens, claims and interests of any person or entity, except as specifically provided in the Plan or the Order Confirming the Plan. A full-text copy of the Amended Disclosure Statement dated July 10, 2024 is available at https://urlcurt.com/u?l=iq3mlY from PacerMonitor.com at no charge. Counsel to the Debtors: Patrick Turner, Esq. Turner Legal Group, LLC 139 S. 144th Street, Suite 665 Omaha, NE 68010 Tel: (402) 690-3675 Email: pturner@turnerlegalomaha.com About Dimensions in Senior Living Dimensions in Senior Living, LLC -- https://www.dimsrivg.com/ -- through a series of entities, owns and manages a series of senior living and assisted living facilities in Nebraska, Iowa, Missouri, and Kansas. Dimensions in Senior Living and six affiliates each filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Lead Case No. 22-80860) on Nov. 21, 2022. In the petition filed by its chief restructuring officer, Amy Wilcox Burns, Dimensions in Senior Living reported assets and liabilities between $1 million and $10 million. Judge Brian S. Kruse oversees the cases. The Debtors are represented by Patrick Raymond Turner, Esq., at Turner Legal Group, LLC. Abigail T. Mohs, Esq., at Baird Holm, LLP, is the patient care ombudsman appointed in the Debtors' cases. DIOCESE OF SACRAMENTO: Committee Taps FTI as Financial Advisor -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 case of the Roman Catholic Bishop of Sacramento seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to employ FTI Consulting, Inc. as its financial advisor. The firm's services include: (a) assist in the review of financial related disclosures required by the court; (b) assist with the assessment and monitoring of the Debtor's and its affiliates' short term cash flow, liquidity, operating results and financing, if applicable; (c) assist with the review, valuation, and, if applicable, the terms of any sale of assets of the Debtor or its affiliates; (d) assist in the review of the claims reconciliation and any estimation process; (e) assist in the review of other financial information prepared by the Debtor; (f) attend at meetings and assistance in discussions with the Debtor, affiliates, parishes, banks, lenders, the committee and any other committees organized in this Chapter 11 case, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; (g) assist in the review and/or preparation of information and analysis necessary for the confirmation of a plan and related disclosure statement in this Chapter 11 case; (h) assist in the evaluation and analysis of avoidance actions; (i) assist with financial analysis surrounding any mediation process and the development of economic analysis in connection with a settlement framework; (j) assist in the prosecution of committee responses/objections to the Debtor's motions; and (k) render such other general business consulting or such other assistance as the committee, Stinson, or KBK may deem necessary that are consistent with the role of a financial advisor and not duplicative of services provided by other professionals in this proceeding. The firm will be paid at these hourly rates: Senior Managing Directors $1,095 – 1,495 Directors/Senior Directors/Managing Directors $825 - 1,110 Consultants/Senior Consultants $450 - 790 Administrative/Paraprofessionals $185 - 370 In addition, the firm will seek reimbursement for expenses incurred. Conor Tully, a senior managing director at FTI Consulting, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Conor P. Tully FTI Consulting Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Telephone: (212) 247-1010 Email: conor.tully@fticonsulting.com About Diocese of Sacramento The Diocese of Sacramento is a Latin Church ecclesiastical territory or diocese of the Catholic Church in the northern California region of the United States. Facing hundreds of lawsuits after California paused for three years its statute of limitation on claims for child sexual abuse, the Roman Catholic Bishop of Sacramento filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 24-21326) on April 1, 2024. In its petition, the Diocese listing estimated liabilities between $100 million and $500 million in its petition. It listed assets also between $100 million and $500 million. The Honorable Christopher M. Klein is the case judge. Felderstein Fitzgerald Willoughby Pascuzzi & Rios LLP and Sheppard, Mullin, Richter & Hampton LLP are the Debtor's attorneys. The Debtor tapped Weinstein & Numbers, LLP as special insurance counsel; B. Riley as financial advisor; and Greene & Roberts, LLP as special litigation counsel and general corporate counsel. On April 12, 2024, the Office of the United States Trustee appointed an official committee of unsecured creditors in this Chapter 11 case. The committee tapped Stinson LLP as lead counsel, Keller Benvenutti Kim LLP as local counsel, and FTI Consulting, Inc. as financial advisor. DMD CUSTOM: Case Summary & 16 Unsecured Creditors ------------------------------------------------- Debtor: DMD Custom Critical, Inc. 150 NE River Road Unit 238 Des Plaines, IL 60016 Business Description: DMD is a trucking company that provides expedited transportation services to all 48 states. Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 24-10873 Judge: Hon. Donald R Cassling Debtor's Counsel: David P Leibowitz, Esq. LEIBOWITZ, HILTZ & ZANZIG, LLC 53 W Jackson Blvd Ste 1301 Chicago, IL 60604-3552 Tel: (312) 662-5750 E-mail: dleibowitz@lakelaw.com Total Assets: $874,500 Total Liabilities: $1,885,742 The petition was signed by Damjan Dikanovic as president. 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/3C374XQ/DMD_Custom_Critical_Inc__ilnbke-24-10873__0001.0.pdf?mcid=tGE4TAMA EARLY YEARS: Unsecureds to Get Share of Income for 5 Years ---------------------------------------------------------- Early Years Academy, Inc., filed with the U.S. Bankruptcy Court for the District of Minnesota a Plan of Reorganization dated July 9, 2024. The Debtor is a child care center licensed by the state of Minnesota operating in two locations, Cambridge and Pine City. Debtor provides educational daycare programs for infants, toddlers, preschool and school-age children with experienced and nurturing care providers. The Debtor was established in 2015 by Amy Miesner who has always been the sole owner and officer of the Debtor. EYA has grown to employ 29 persons and provide services for 66 children. Despite suffering significant losses during the Covid pandemic, Debtor is slowly recovering and is making income enough to cover its ongoing expenses. There has seen a steady increase in its business in 2024 and Debtor expects that trend to continue. The financial issues suffered by the Debtor are primarily COVID related. Specifically, during Covid, in order to expand to a second location, Debtor took out a loan from On-Deck Capital, Inc. in the amount of $75,000. Shortly after that location opened, COVID hit and the Debtor's business was devastated, making repayment of the On Deck loan impossible. On June 12, 2024, On Deck sent a garnishment request to Choice Bank. The bank held $70,000 for the garnishment starting on June 18. Although the Debtor was current on all of its obligations, in order to make payroll, the garnishment by On Deck forced the Debtor to seek an emergency reorganization filing under Chapter 11 of the United States Bankruptcy Code. Other than a $500,000 EIDL debt owed to the Small Business Administration, the unsecured debt owed to On Deck, $60,000 owed on a corporate credit card, and a disputed debt owed to the State of Minnesota, Debtor has no other debt. The Debtor believes that if allowed to reorganize, the relief from the garnishment of On Deck will allow its recovering business to reorganize, pay all of its secured creditors and pay a substantial return to its unsecured creditors. Class 4 shall consist of allowed unsecured claims not entitled to priority and not treated in any other Class in the Plan. The allowed claims in Class 3 are estimated to be $0 if the disputed claim of the state of Minnesota is disallowed and $66,000.00 if the disputed claim of the State of Minnesota is allowed in full. The holder of a Class 4 Allowed Claim shall be paid the Pro Rata Share of all of the disposable income of the company's operations over a five-year period in variable monthly payments, without interest. The plan presumes that income will increase 4% per year and costs will increase 3% per year. Based on the assumptions per the projections, payments to Class 4 claims shall begin in January of 2026 and continue thereafter in the varying sums listed per month with a total paid of $72,947.00 or the total Allowed Claims of class 4, whichever is less. The claim of the state of Minnesota is disputed and in litigation. No payments will be made to the state of Minnesota unless they obtain a final non appealable order upholding their asserted claim against the Debtor. All of the rights of Amy Miesner shall not be affected by the bankruptcy, and those rights as provided for in the Articles and bylaws of the Debtor shall continue in full force. Under the provisions of the Bankruptcy Code, a creditor having a lien or security interest in the assets of Debtor will have a secured claim only up to the value of the collateral securing the claim. Per the schedules the assets of the Debtor at liquidation are approximately $115,000.00 Without a reorganization the unsecured creditors would receive nothing in liquidation based upon the properly perfected SBA loan of $500,000.00. Unsecured creditors will be paid in periodic payments. If Debtor pursues any Avoidance Actions, any net proceeds of the Avoidance Actions will be paid separately to Class 2 creditors after the conclusion of all Avoidance Action Proceedings up to the amount of their Allowed Claim. A full-text copy of the Plan of Reorganization dated July 9, 2024 is available at https://urlcurt.com/u?l=zDJAoC from PacerMonitor.com at no charge. Attorneys for the Debtor: Kenneth C. Edstrom, Esq. Alexander J. Beeby, Esq. Karl J. Johnson, Esq. Sapientia Law Group 120 South Sixth Street, Suite 100, Minneapolis, MN 55402 Tel: (612) 756-7108 Email: kene@sapientialw.com About Early Years Academy Early Years Academy, Inc., is a child care center licensed by the state of Minnesota operating in two locations, Cambridge and Pine City. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 24-41601) on June 19, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Kenneth C. Edstrom, Esq., at Sapientia Law Group, is the Debtor's legal counsel. ECI PHARMACEUTICALS: Hires National Auction Company as Appraiser ---------------------------------------------------------------- ECI Pharmaceuticals, LLC and BioRamo, LLC seek approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ National Auction Company as personal property appraiser and auctioneer. The Debtors need an appraiser and auctioneer for the purposes of conducting an appraisal of their assets, and to the extent such services be required, conducting an auction of their assets. The firm will charge a total buyer's premium of 15 percent. George Richards, founder and president of National Auction Company, will charge $150 per hour for his services. Mr. Richards disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: George Richards National Auction Company 1900 SW 100th Ave. Miramar, Fl 33025 Telephone: (561) 364-7004 Email: grichards@natlauction.com About ECI Pharmaceuticals ECI Pharmaceuticals LLC is a specialty generic and branded pharmaceutical manufacturing and marketing company specializing in the manufacturing of non-sterile, solid oral dose products. The Debtor's business premises are located at 5311 NW 35th Terrace, Fort Lauderdale, Florida 33309. ECI Pharmaceuticals, LLC and BioRamo, LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-14430) on May 3, 2024, listing up to $500,000 in assets and up to $10 million in liabilities. The case is jointly administered in Case No. 24-14430. Judge Scott M. Grossman oversees the cases. Aaron A. Wernick, Esq., at Wernick Law, PLLC serves as the Debtors' counsel. EIGER BIOPHARMACEUTICALS: Foxhill Steps Down as Committee Member ---------------------------------------------------------------- The U.S. Trustee for Region 6 disclosed in a court filing the resignation of Foxhill Capital Management for Foxhill Family Partnership, LP from the official committee of equity security holders of Eiger BioPharmaceuticals, Inc. and its affiliates. The remaining members of the committee are: 1. Adam Gui 806 Oberlin Road, #12533 Raleigh, NC 27605 (646) 736-2567 Gui.Adam@gmail.com 2. Gary C. Ribe 23 Blackberry Place Long Valley, NJ 07853 (973) 769-3023 garycribe@gmail.com 3. Kenneth S. Grossman 18 Norfolk Road Great Neck, NY 11020 (516) 993-2604 kensgrossman@gmail.com About Eiger BioPharmaceuticals Palo Alto, California-based Eiger BioPharmaceuticals, Inc., is a commercial-stage biopharmaceutical company focused on the development of innovative therapies for rare metabolic diseases. The company's shares traded on Nasdaq under the symbol "EIGR". Eiger Biopharmaceuticals Inc. and its subsidiaries sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 24-80040) on April 1, 2024. In its petition, Eiger listed $38.8 million in assets and $53.1 million in liabilities as of the bankruptcy filing. Judge Stacey G. Jernigan oversees the cases. The Debtors are represented by Sidley Austin LLP as legal counsel, Alvarez & Marsal as financial advisor and SSG Capital Advisors, LLC as restructuring investment banker. Kurtzman Carson Consultants LLC is the claims agent. EL DORADO GAS: Online Auction for Oilfield Equipment Ends July 30 ----------------------------------------------------------------- More than 70 gas compressor packages, downhole and fishing tools, and other oilfield and heavy equipment assets are available in an online auction that closes on July 30th. Tiger Group and Liquidity Services are conducting the sale, which boasts more than 180 lots from two locations in Victoria, Texas, as part of a series of court-ordered auctions related to the bankruptcy of El Dorado Gas & Oil, Inc. (Bankruptcy Case No. 23-51715). "Energy services firms have the opportunity to acquire any of more than 75 compressor skids by sought-after brands such as Ajax, Ariel and Gemini," noted Chad Farrell, Managing Director, Tiger Commercial & Industrial. "We also anticipate strong buyer interest in available lots such as air-cooled heat exchangers by Air-X-Changer, multiple Kato generator sets, pumps, blowout preventers and a wide variety of downhole and fishing tools." Bidders can participate in the timed, online auction--with no Buyer's Premium--which closes on July 30, at the following site: -- https://soldtiger.com/sales/oilfield-equipment-auction-victoria-texas/ "Power tools, trailers, a Mack gin pole/winch truck and trailers by Taylor and Toyota are part of what make this sale a strong opportunity for companies outside of the energy services sector," added Wayne Hecht, Senior Director of Operations at Tiger Commercial & Industrial. Gulfport, Mississippi-based El Dorado filed for Chapter 11 this past December in the U.S. Bankruptcy Court for the Southern District of Mississippi. The company held a diverse array of equipment at 37 locations. For asset photos, descriptions, and inspection or other information, visit: https://soldtiger.com/sales/oilfield-equipment-auction-victoria-texas/ About Tiger Group Tiger Group provides asset valuation, advisory and disposition services to a broad range of retail, wholesale, and industrial clients. With over 40 years of experience and significant financial backing, Tiger offers a uniquely nimble combination of expertise, innovation and financial resources to drive results. Tiger's seasoned professionals help clients identify the underlying value of assets, monitor asset risk factors and provide capital or convert assets to capital quickly and decisively. Tiger maintains offices in New York, Los Angeles, Boston, Chicago, Houston and Toronto. https://tigergroup.com/ About Liquidity Services Liquidity Services operates the world's largest B2B e-commerce marketplace platform for surplus assets with over $10 billion in completed transactions to more than five million qualified buyers and 15,000 corporate and government sellers worldwide. The company supports its clients' sustainability efforts by helping them extend the life of assets, prevent unnecessary waste and carbon emissions, and reduce the number of products headed to landfills. https://liquidityservices.com/ About El Dorado Gas & Oil and Hugoton Operating Company Hugoton Operating Company, Inc. filed a voluntary Chapter 11 petition (Bankr. S.D. Miss. Case No. 23-51139) on Aug. 14, 2023. El Dorado Gas & Oil, Inc., a company in Gulfport, Miss., filed Chapter 11 petition (Bankr. S.D. Miss. Case No. 23-51715) on Dec. 22, 2023, with $500 million to $1 billion in assets and $50 million to $100 million in liabilities. Thomas L. Swarek, president, signed the petition. On Feb. 22, 2024, Bluestone Natural Resources II - South Texas, LLC and World Aircraft, Inc. filed separate Chapter 11 petitions (Bankr. S.D. Miss. Case Nos. 24-50223 and 24-50224). On Jan. 12, 2024, the Court entered an order directing the appointment of a Chapter 11 trustee for Hugoton. On Jan. 22, 2024, the Court approved Dawn Ragan as the Chapter 11 trustee for Hugoton. On Jan. 31, 2024, the Court ordered the appointment of a Chapter 11 trustee for El Dorado. On Feb. 2, 2024, the Court approved Ms. Ragan as Chapter 11 trustee for El Dorado. No official committee of unsecured creditors has been established in any of the Debtor cases. Hugoton and El Dorado are both Arkansas corporations engaged in the exploration, production, and development of crude oil and natural gas properties. El Dorado is a lease holder and operator of oil and gas wells covering about 4,000 net acres in South Texas. El Dorado also owns a substantial amount of oil field equipment and owns real estate in multiple locations and states. Hugoton also owns oil and gas interests and operates wells in South Texas. Hugoton is 100% owned by El Dorado and El Dorado is 100% owned by Thomas Swarek. Bluestone is 100% owned by Hugoton. Bluestone owns oil and gas interests operated by the EDGO Debtors. World Aircraft is 100% owned by EDGO. World Aircraft owns various aircraft and equipment assets. Judge Katharine M Samson oversees the cases. Patrick Sheehan, Esq., at Sheehan & Ramsey, PLLC, is Debtors Bluestone Natural Resources II-South Texas, LLC and World Aircraft, Inc. R. Michael Bolen, Esq., at Hood & Bolen, PLLC; and Nancy Ribaudo, Esq., Katherine Hopkins, Esq., and Joseph Austin, Esq., at Kelly Hart & Hallman LLP, serve as counsel to Dawn Ragan, Chapter 11 Trustee for El Dorado Gas & Oil, Inc. and Hugoton Operating Company, Inc. ELETSON HOLDINGS: Creditors Wants Reed Smith Fees Rejected ---------------------------------------------------------- Yun Park of Law360 Bankruptcy Authority reports that unsecured creditors of shipping company Eletson asked a New York bankruptcy judge to reject or pare back fees for Reed Smith, arguing that the law firm's work on the shipper's Chapter 11 plan and disclosure statement was "deficient." About Eletson Holdings Eletson Holdings Inc. is a family-owned international shipping company, which touts itself as having a global presence with headquarters in Piraeus, Greece as well as offices in Stamford, Connecticut, and London. At one time, Eletson claimed to own and operate one of the world's largest fleets of medium and long-range product tankers and boasted a fleet consisting of 17 double hull tankers with a combined capacity of 1,366,497 dwt, 5 LPG/NH3 carriers with a combined capacity of 174,730 cbm and 9 LEG carriers with capacity of 108,000 cbm. Eletson Holdings, a Liberian company, is Eletson's ultimate parent company and is the direct parent and owner of 100% of the equity interests in the two other debtors, Eletson Finance (US) LLC, and Agathonissos Finance LLC. Eletson and its two affiliates were subject to involuntary Chapter 7 bankruptcy petitions (Bankr. S.D.N.Y. Case No. 23-10322) filed on March 7, 2023 by creditors Pach Shemen LLC, VR Global Partners, L.P. and Alpine Partners (BVI), L.P. The petitioning creditors are represented by Kyle J. Ortiz, Esq., at Togut, Segal & Segal, LLP. On Sept. 25, 2023, the Chapter 7 cases were converted to Chapter 11 cases. The Honorable John P. Mastando, III is the case judge. Derek J. Baker, Esq., represents the Debtors as bankruptcy counsel. On Oct. 20, 2023, the U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Dechert, LLP as its legal counsel. ELITE HOME: Hires Simon Worldwide as Forensic Accountant -------------------------------------------------------- Elite Home Health, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Simon Worldwide Investigations, LLC as forensic accountant. The firm will provide these services: a. review all pertinent loan transactions documents; b. communications as needed with parties and representatives; and c. preparation of a formal forensic loan audit report, testimony at trial, other related services as needed, further Court Approval, subject to final approval by the Court upon the filing of a final fee application. The firm will be paid a flat fee of $8,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Tom Simon, Esq., a partner at Simon Worldwide Investigations, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Tom Simon Simon Worldwide Investigations, LLC 53 Willow Bay Dr. Ponte Vedra, FL 322081 Tel: (904) 325-9555 About Elite Home Health, LLC Elite Home Health, LLC, is a provider of home health care services in Jacksonville, Fla. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-01863) on Aug. 8, 2023, with $417,800 in assets and $3,686,831 in liabilities. Brandon Groover, president, signed the petition. Rehan N. Khawaja, Esq., at the Bankruptcy Law Offices of Rehan N. Khawaja represents the Debtor as legal counsel. ENERGY CORP: Moody's Cuts Unsecured Rating to B2, Outlook Negative ------------------------------------------------------------------- Moody's Ratings downgraded the senior unsecured rating of Sunnova Energy Corporation to B2 from B1 and changed its outlook to negative from stable. Moody's affirmed Sunnova Energy International, Inc.'s B3 corporate family rating and B3-PD probability of default rating and changed its outlook to negative from stable. Sunnova Energy International's speculative grade liquidity rating of SGL-3 is unchanged. RATINGS RATIONALE "Sunnova's cash flow to debt ratios declined in 2023 due to a higher than expected reliance on the non-investment grade tranche of asset-backed securitization debt issuance," said Toby Shea, Vice President - Sr. Credit Officer, "In addition, the company has been adversely affected by rising interest rates in recent years, increased financing costs, and a more difficult market environment for the rooftop solar industry" added Shea. As a result, Sunnova faces significant refinancing risk associated with its $400 million Sunnova Energy Corporation notes due in September 2026 and $575 million of Sunnova Energy International's convertible notes due in December 2026. Sunnova may face challenges in successfully refinancing these notes unless the interest rate and market conditions improve materially over the next year or two, The residential solar industry has grown 20 fold over the past ten years. This growth has been driven by a combination of federal and state subsidies, the declining cost of distributed generation over time, and the rise in utility electric rates. The most important state-level incentives for the residential solar industry are solar renewable energy credits (SRECs) and those embedded in net energy metering regulation. States have generally cut back on net metering incentives, resulting in lower solar export credits, which has negatively affected the sector. The company leans heavily on its extensive network of dealers for customer origination, construction work, and upfront construction costs. Demand on capital is managed through the use of non-recourse warehouse loan facilities and tax equity for projects that are under construction or recently completed, and the use of securitization debt for projects in operation. Securitization debt is supported by cash flow generated through long-term contractual relationships with customers, mainly in the form of 25-year power purchase agreements (PPAs), solar leases, and solar loans. Sunnova's operating cash flow and free cash flow continue to be heavily pressured by high spending related to marketing and sales, financial transaction costs, and related solar installation costs such as holding inventory for deployment. The high consolidated debt burden is attributable to a large amount of non-recourse debt (securitization debt and borrowings under warehouse credit facilities) of about $5.8 billion at the end of the first quarter of 2024, $1.175 billion of convertible notes, and $0.8 billion of high-yield corporate debt, exacerbated by higher interest rates. The company has generated very low consolidated CFO pre-WC to debt ratios of 0.4%, 0.2%, and -1.1% in 2021, 2022, and 2023, respectively. The CFO pre-WC to debt ratio fell in 2023 mainly due to the jump in interest rates and additional reliance on the higher cost non-investment grade tranche of asset-backed securitization. The company is, however, implementing cost-cutting measures and slowing its rapid growth trajectory in an attempt to improve the organization's credit quality and again potentially exhibit positive CFO pre-WC to debt in 2025. Liquidity analysis Sunnova Energy International's Speculative Grade Liquidity rating of SGL-3 reflects the organization's adequate liquidity with limited internal sources of cash flow, high reliance on revolving warehouse loan facilities for liquidity, access to the capital market for tax equity and asset-backed securitization structures to fund high capital expenditures, which the company expects to be about $3.3 billion in 2024. Because of the high level of growth-related spending and financial transaction costs, the company exhibits weak operating cash flow. It funded its working capital needs for its growth through 2024 by issuing $600 million of convertible bonds in August of 2022 and $400.0 million of 11.75% senior notes in September 2023. More recently, it has slowed its growth to moderate its liquidity consumption. The company also has access to up to $1.8 billion of revolving warehouse facilities and tax equity to support its capital expenditures but does not have a corporate revolving credit facility. Sunnova could trigger an amortization event under its warehouse facilities if, among other things, the gross default rate exceeds 0.5% for its warehouse loan portfolios on a rolling three-month basis or 0.75% for its warehouse PPA and lease portfolios. Moody's believe that the company will be able to comply with the covenants required under its warehouse facilities. As of the Q1 LTM 2024, Sunnova had $860.8 million of available liquidity under its revolving warehouse facilities and an unrestricted cash balance of $231.7 million. In terms of major debt maturities, Sunnova has no non-amortizing corporate debt maturities until 2026, when $575 million of convertible notes at Sunnova Energy International (December) and $400 million of senior unsecured notes at Sunnova Energy Corporation (September) are due. If necessary, Sunnova has the ability to generate alternative liquidity sources by monetizing the residual cash flows from the securitized assets, but it will only be able to sell the underlying projects to raise liquidity after first paying off the securitization debt. Outlook The negative outlook reflects a decline in CFO pre-WC to debt ratios, higher interest rates and financing costs, high customer acquisition costs, and a more difficult market environment for the rooftop solar sector. As a result of these developments, Sunnova may face challenges in successfully refinancing over $1 billion of debt due in 2026 unless both interest rates and market conditions improve. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade Moody's could stabilize Sunnova's outlook should its CFO pre-WC to debt ratio turn positive, interest rates fall, rooftop solar market conditions improve, and the company's growth rate slows such that it is in a better position to either pay off or refinance all of its debt due in 2026. Factors that could lead to a downgrade A downgrade could occur if the company's 2024 CFO pre-W/C to debt ratio is negative, interest rates do not fall materially, rooftop solar market conditions do not improve, or the company's rapid growth continues. A downgrade could also occur if the company fails to maintain sufficient cash on hand, adequate availability under the warehouse loan facilities, or adequate cut costs to maintain liquidity. Company Profile Sunnova Energy Corporation is one of the leading US residential energy service providers, headquartered in Houston, Texas. The company serves over 438,000 customers in more than 50 United States ("US") states and territories based on customers added as of Q1 2024. Sunnova receives long-term contractual revenues from customers through power purchase agreements (PPAs), leases, loans, and service agreements. LIST OF AFFECTED RATINGS Issuer: Sunnova Energy International Inc. Affirmations: LT Corporate Family Rating, Affirmed B3 Probability of Default Rating, Affirmed B3-PD Outlook Actions: Outlook, Changed To Negative From Stable Issuer: Sunnova Energy Corporation Downgrades: Backed Senior Unsecured, Downgraded to B2 from B1 Outlook Actions: Outlook, Changed To Negative From Stable The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in December 2023. ERIN BURKE: Ampla Case v. Burke Decor, et al. Can Proceed --------------------------------------------------------- Judge James S. Gwin of the United States District Court for the Northern District of Ohio allowed the case filed by Ampla, LLC against Burke Decor, LLC, Au Marche, LLC and Furnishings LA, LLC to proceed. The case is automatically stayed as to Erin Burke, the alleged principal of Burke Decor and the sole member of Au Marche and Furnishings, the Court rules. Ampla sues Burke Decor for breach of a credit agreement and subsequent forbearance agreement, as well as fraudulent misrepresentations. Ampla claims Ms. Burke is personally liable for the full balance owed to the company. Ampla also alleges Furnishings and Au Marche, as Burke Decor's corporate guarantors, are also liable for the full amount owed to the company. The corporate defendants filed their opposition to Ampla's motion for entry of default. They also moved for leave to respond to the complaint. Ms. Burke says the bankruptcy code's automatic stay applies to this matter. Ampla does not dispute the automatic stay as applied to Ms. Burke. It does, however, object to extending the automatic stay to the corporate defendants. A petition for bankruptcy operates as a stay and is applicable to the continuation of a judicial proceeding against a debtor. According to the Court, the automatic stay stays actions against the debtor and not, however, "separate legal entities such as corporate affiliates, partners in debtor partnerships, or to codefendants in pending litigation." Ms. Burke's automatic stay therefore only extends to herself, not the corporate Burke Defendants, the Court holds. The Court notes extending a bankruptcy stay to a non-bankrupt co-defendant is justified only in "unusual circumstances." That question, however, is to be decided by the bankruptcy court; the request for a stay pursuant to the automatic stay provision "can only be presented to the bankruptcy court", the Court says. So, this Court will not determine whether Ms. Burke has shown that unusual circumstances justify extending the stay to the corporate Burke. Having shown excusable neglect, the corporate defendants are entitled to a brief extension to respond to Ampla's complaint, the Court states. Given the case's early stage, there is little prejudice to Ampla in allowing the corporate defendants to proceed, according to the Court. Indeed, the corporate defendants would suffer prejudice if default was entered against them, over their stated desire to defend themselves, the Court concludes. A copy of the Court's decision dated July 22, 2024, is available at https://urlcurt.com/u?l=YD7d05 Erin Elizabeth Burke filed for Chapter 11 bankruptcy protection in the United States Bankruptcy Court for the Central District of California (Bankr. C.D. Cal. 24-_____) on June 20, 2024. Ms. Burke is the founder and CEO of Burke Decor, LLC, a high-end furniture and fixture distributor. Burke Decor is facing a lawsuit by Ampla, a New York-based private lender serving the e-commerce and consumer brands industry, alleging the distributor defaulted on a $8.2 million credit agreement from 2022. EROICA ENTERPRISES: Hires Susan D. Lasky P.A. as Legal Counsel -------------------------------------------------------------- Eroica Enterprises Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Susan D. Lasky, P.A. as counsel. The firm will provide these services: a. give advice to the Debtor with respect to its powers and duties as a Debtor In Possession and the continued management of its financial affairs; b. advise the Debtor with respect to their responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; c. prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the Debtor in all matters pending before the court; e. represent the Debtor in negotiation with its creditors in the preparation of a Plan. The firm will be paid at these rates: Attorney $400 per hour Paralegal $200 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Susan D. Lasky, Esq., a partner at Susan D. Lasky, P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Susan D. Lasky, Esq. Susan D. Lasky, P.A. 320 SE 18th St. Fort Lauderdale, FL 33316 Tel: (954) 400-7474 Email: Sue@SueLasky.com About Eroica Enterprises Inc. Eroica Enterprises Inc., filed a Chapter 11 bankruptcy petition (Bankr. S.D. Fla. Case No. 24-16358) on June 26, 2024. The Debtor hires Susan D. Lasky, P.A. as counsel. ETON STREET: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Eton Street Brewery, LLC d/b/a Griffin Claw Brewing Company d/b/a Griffin Claw Clubhouse 575 S Eton Street Birmingham, MI 48009 Business Description: The Debtor is a brewery and distillery company offering beer, spirits, vodka & soda and hard cidar. Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court Eastern District of Michigan Case No.: 24-47188 Debtor's Counsel: Brendan G. Best, Esq. VARNUM LLP 480 Pierce Street Birmingham, MI 48009 Tel: 248-567-7800 Email: bgbest@varnumlaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Bonnie LePage as manager and president. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4Z7NPLY/Eton_Street_Brewery_LLC__miebke-24-47188__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Advantage Paper Trade Debt $241 PO Box 333 Washington, MI 48094 Tel: 833-802-3424 2. Apex Law Professional $360 32900 Five Mile Services Livonia, MI 48154 Angie Boloven Tel: (734) 888-8399 Email: aboloven@apexgrouplaw.com 3. Arryved, Inc. Trade Debt $560 3002 Sterling Circle Suite 100 Boulder, CO 80301 Tel: 720-441-4863 Email: sales@arryved.com 4. BCBS of Michigan Employee $14,766 P.O. Box 33608 Healthcare Detroit, MI 48232 Legal Department Tel: (313) 225-8505 5. Boccard Pipe Trade Debt $737 Fabricators Inc. 2500 Galveston Rd. Houston, TX 77017 Tel: 713-642-0681 Email: boccard@boccard.com 6. City of Birmingham Water and Taxes $42,821 151 Marlin St. Birmingham, MI 48009 Treasurer's Office Tel: (248) 530-1800 7. City of Rochester Hills Water and Taxes $95,948 1000 Rochester Hills Dr. Rochester, MI 48309 Treasurer's Office Tel: (248) 656-4675 8. Consumers Energy Utilities $2,427 P.O. Box 74309 Cincinnati, OH 45274 Legal Department Tel: (800) 477-5050 9. Dakota Bread Company Trade Debt $260 8451 Boulder Ct. Suite 250 Walled Lake, MI 48390 Tel: 248-626-9110 10. DTE Energy Utilities $20,518 P.O. Box 740786 Cincinnati, OH 45274 Legal Department Tel: (800) 477-4747 11. Ecolab Trade Debt $11,100 18591 Millstone Dr. Macomb, MI 48044 Christa Fritz-Nogas Tel: (331) 237-5004 Email: christa.fritz-nogas@ecolab.com 12. Eganix Pest Trade Debt $1,950 Elimination 1091 Centre Rd Ste. 120 Auburn Hills, MI 48326 Sean Egan Tel: 866-823-1307 Email: service@eganix.com 13. Fraza Trade Debt $402 2770 Research Dr. Rochester, MI 48309 Tel: (734) 455-5150 ext. 1220 Email: accrec@frazagroup.com 14. M. Beshara, Inc. Trade Debt $649 10020 Capital St. Oak Park, MI 48237 Marc Beshara Tel: 248-542-9220 Email: marc@mbeshara.net 15. Malteurop Trade Debt $34,695 3830 W. Grant S Milwaukee, WI 53215 Chris Seitz Tel: 414-649-0240 Email: Christopher.Seitz@malteurop.com 16. McKernan Door Trade Debt $290 30596 Groesbeck Hwy Roseville, MI 48066 Tel: 486-778-4666 Email: mckernandoor@gmail.com 17. Principal Financial Trade Debt $1,371 Group PO Box 77202 Minneapolis, MN 55480-7200 Tel: 800-986-3343 18. Sovereign Flavors, Inc. Trade Debt $440 4020 W. Chandler Ave. Santa Ana, CA 92704 Laura Jacobo Tel: (844) 263-0147 Email: accounting@sovereignflavors.com 19. Vermont Information Trade Debt $3,355 Processing 402 Watertower Circle Colchester, VT 05446 Tel: 802-655-9400 Email: sales@vtinfo.com 20. Wild Goose Filling Trade Debt $311 633 CTC Blvd Suite 100 Louisville, CO 80027 Tel: 720-406-7442 FCA CONSTRUCTION: Unsecureds Will Get 4.31% to 5.79% of Claims -------------------------------------------------------------- FCA Construction LLC filed with the U.S. Bankruptcy Court for the Eastern District of Louisiana a Subchapter V Plan of Reorganization dated July 10, 2024. The Debtor is a Louisiana limited liability company. The sole member of the Debtor is Albert W. Courcelle, III. The Debtor was formed in 2016 to assist with disaster-recovery efforts following historic flooding in the Baton Rouge area. While its roots are in disaster-recovery construction work, more recently the Debtor has expanded its business lines to perform roofing work for commercial projects across Louisiana, often as a subcontractor for an upstream contractor, or for other project owners. The Debtor has determined that the highest and best return to creditors will be through continuing operations and making Distributions to creditors over the course of 3-year plan (equal to 36 months). In particular, the Debtor believes it has the potential for a bright future, particularly in light of its reputation in the industry and inventory of contracts and projects. The Debtor's bankruptcy and Plan will enable the Debtor to shed its economic burdens so that it can pay creditors through the Plan and grow. The Plan is to be funded through several sources, including: (i) cash on hand; (ii) operating revenues; and (v) any recoveries from the Litigation (if any). Each Administrative Expense Claim will be paid in full on the later of (i) the Effective Date of the Plan, (ii) the date on which such Administrative Expense Claim is Allowed by the Court, or (iii) such later date as an Administrative Expense Claimant consents to receive payment. Each Priority Tax Claim will be paid in full over 18 equal quarterly installments commencing on the Effective Date; notwithstanding the foregoing, Priority Tax Claims shall be paid no later than April 10, 2029. All Allowed General Unsecured Claims will be eligible for a pro rata Distribution over 3 years from disposable income of the Debtor after payment of Administrative Expenses, Allowed Priority Tax Claims, and Allowed Priority Unsecured Claims, as well as after payments payment of expenditures necessary for continuation, preservation, or operation of the business of the debtor. At this time, it is not possible to estimate what the precise Distributions to General Unsecured Creditors will be because (i) the Debtor is still accruing Administrative Expenses, (ii) the Debtor's projected disposable income is based on a forecast, (iii) it is presently unclear what recoveries, if any, the Debtor's estate will realize from the Litigation; (iv) the Debtor may object to certain claims; and (v) Distributions to General Unsecured Claimants will be contingent on the Debtor's net revenue less costs from new projects during the life of the Plan. Based on the projections and estimates set forth in this Plan and the size of the General Unsecured Claims pool, the Debtor estimates that it will Distributions in the range of 4.31% to 5.79% of the amount Allowed General Unsecured Claims, net of any recoveries from Litigation, depending on whether contemplated objections to certain Claims will be sustained. Class 5 consists of General Unsecured Claims. The General Unsecured Claims Class will receive a pro rata portion of the Debtor's projected annual disposable income over a period of 12 quarters. These payments will be made directly by the Debtor as the disbursement agent (as opposed to the Subchapter V Trustee). These payments will be made on a quarterly basis, beginning on the 15th day of the third month following the Plan Effective Date. This Class is impaired. Class 6 consists of Equity Interest (membership interest in the Debtor). It is not anticipated that Equity Interest holders will receive any distributions under the Plan. Albert W. Courcelle, III is the sole member of the Debtor, and will retain his equity interest in the Debtor. The Debtor will fund its plan payments from its disposable income earned from the Debtor's operations. To date, the Debtor has filed monthly operating reports for April and May of 2024. Through the Debtor's already secured projects and its anticipated projects, the Debtor's total anticipated gross revenue from September 2024 through August 2027 is $15,100,000. After costs and expenses of $14,513,152.50], Administrative Expense and Priority Tax Claim payments, and payments in respect of Allowed Secured Claims the projected disposable income over three years is anticipated to be $249,629.62. A full-text copy of the Subchapter V Plan dated July 10, 2024 is available at https://urlcurt.com/u?l=Fy5FEc from PacerMonitor.com at no charge. Counsel to the Debtor: Tristan Manthey, Esq. Fishman Haygood, LLP 201 St. Charles Avenue, Suite 4600 New Orleans, LA 70170-4600 Telephone: (504) 556-5525 Facsimile: (504) 586-5250 Email: tmanthey@fishmanhaygood.com About FCA Construction LLC FCA Construction LLC is a general contractor specializing in residential construction and roofing, commercial construction and roofing, disaster recovery, disaster roof replacement, and electrical and mechanical services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-10702) on April 11, 2024. In the petition signed by Albert Courcelle, III, member, the Debtor disclosed $3,417,686 in assets and $7,768,774 in liabilities. Judge Meredith S. Grabill oversees the case. Tristan Manthey, Esq., at FISHMAN HAYGOOD, L.L.P., is the Debtor's legal counsel. FERRAND STREET ASSOCIATES: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Farrand Street Associates LLC filed Chapter 11 protection in the District of New Jersey. According to court documents, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 14, 2024 at 10:00 a.m. in Room Telephonically. About Farrand Street Associates LLC Farrand Street Associates LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Farrand Street Associates LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-16821) on July 9, 2024. In the petition filed by Michael Kaufman, as managing member, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. The Honorable Bankruptcy Judge John K. Sherwood handles the case. The Debtor is represented by: Stephen B. McNally, Esq. MCNALLYLAW, LLC 93 Main Street Suite 201 Newton, NJ 07860 Tel: 973-300-4260 Fax: 973-300-4264 Email: steve@mcnallylawllc.com FOUNDATION FITNESS: Hires Hergenhan as Chief Financial Officer -------------------------------------------------------------- Foundation Fitness, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nebraska to employ William Hergenhan as chief financial officer. The firm's services includes: a. assistance in completing the monthly operating reports b. maintenance of the books and financial records; c. preparation of financial reports; d. serve as authorized representative at Initial Debtor Interview and 341 Meeting; and e. assistance with completing the bankruptcy schedules The firm will be paid a monthly rate of $20,000. William Hergenhan, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. About Foundation Fitness, LLC 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. FRANCISCO'S BUILDING: Katharine Clark Named Subchapter V Trustee ---------------------------------------------------------------- The U.S. Trustee for Region 6 appointed Katharine Battaia Clark of Thompson Coburn, LLP as Subchapter V trustee for Francisco's Building, LLC. Ms. Clark will be paid an hourly fee of $525 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Clark declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Katharine Battaia Clark Thompson Coburn, LLP 2100 Ross Avenue, Ste. 3200 Dallas, TX 75201 Office: 972-629-7100 Mobile: 214-557-9180 Fax: 972-629-7171 Email: kclark@thompsoncoburn.com About Francisco's Building Francisco's Building, LLC., owns a 3200 sq. ft. restaurant located at 619-639 Main Ave, Durango, CO valued at $4.5 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-32129) on July 16, 2024, with $4,625,306 in assets and $4,398,001 in liabilities. Cory Farley, president, signed the petition. Michael R. Totaro, Esq. at Totaro & Shanahan, LLP represents the Debtor as legal counsel. FTX TRADING: Reaches Settlement with CFTC to Resolve Fraud Claims ----------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that FTX Trading Ltd. reached a $4 billion bankruptcy settlement with the Commodity Futures Trading Commission, resolving massive fraud claims against the collapsed cryptocurrency firm through a customer-friendly deal. The agreement, presented to the US Bankruptcy Court for the District of Delaware, would cap the CFTC's $52.2 billion claim against FTX and related entities at a significantly reduced amount and advance the companies' bid to repay customers and exit Chapter 11. About FTX Trading Ltd. FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home-Index The official committee of unsecured creditors tapped Paul Hastings as bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware and conflicts counsel; FTI Consulting, Inc. as financial advisor; and Jefferies, LLC as investment banker. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White-collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FYE SPORTS: Asset Sale Proceeds to Fund Plan Payments ----------------------------------------------------- Fye Sports Cards, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas a Subchapter V Plan of Reorganization dated July 9, 2024. The Debtor is a Texas limited liability company formed on January 19, 2021. The Debtor is a sports cards and rare sports collectible retailer with a brick and mortar store front located in Colleyville, Texas that it leases from SVAP III TC. In addition to instore sales, the Debtor sells its merchandise through online sales platforms such as Amazon and Ebay. A majority of the Debtor's revenue stems from consignment sales where the Debtor earns commissions from the sales of items held on consignment for its customers. The estimated fair market value of the Debtor's assets total $56,669.08. Class 3 shall consist of all Allowed General Unsecured Claims. In full satisfaction, on or before 60 days from the Effective Date, Holders of Allowed General Unsecured Claims shall receive Pro Rata Cash payments of the then remaining proceeds from the Sale, after closing costs, and payments to Classes 1 and 2. Class 3 is impaired under the Plan and entitled to vote to accept or reject the Plan. In the event of any failure of the Reorganized Debtor to timely make its required plan payments to Claimants in Class 3, it shall send Notice of Default to the Reorganized Debtor. If the default is not cured within 30 days of the date of such notice, the Claimants in Class 3 may proceed to collect all amounts owed pursuant to state law without further recourse to the Bankruptcy Court. Claimants in Class 3 are only required to send 2 notices of default, and upon the third event of default, Claimants in this Class may proceed to collect all amounts owed under state law without recourse to the Bankruptcy Court and without further notice. The Allowed Unsecured Claims are as follows: Apple, Inc. ($3,500.00); Avant ($447.76); Capital One ($754.89); Capital One ($205,000.00); Comenity Bank ($2,000.00); Credit One Bank ($793.87); Discover ($15,988.00); First National Bank of Omaha ($1,714.50); Nebraska Furniture Mart ($7,000.00); Target ($2,999.95); U.S. Small Business Administration ($1,500,000.00); and Uline ($2,000.00). The equity interest holder of this Plan shall retain their equity interest. The payments contemplated in this Plan shall be funded from the Sale. The Debtor has been engaged in marketing a sale of its assets and has received a commitment from a buyer for a sale of substantially all of the Debtor's assets and assumption of the Debtor's executory contracts. To the extent that the Plan is confirmed under 1191(a) of the Bankruptcy Code, David Michael Fye shall collect all outstanding payments on behalf of the Debtor to make distributions as provided under this Plan. If the Plan is confirmed under 1191(b) of the Bankruptcy Code, the Subchapter V Trustee, or its assigns, shall collect payments under the Plan and make distributions under the Plan. A full-text copy of the Subchapter V Plan dated July 9, 2024 is available at https://urlcurt.com/u?l=8ZGJwS from PacerMonitor.com at no charge. Attorneys for the Debtor: Brendon Singh, Esq. Tran Singh LLP 2502 La Branch Street Houston, TX 77004 Telephone: (832) 975-7300 Facsimile: (832) 975-7301 Email: bsingh@ts-llp.com About FYE Sports Cards LLC FYE Sports Cards LLC is a sports card store in Colleyville, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31613) on April 10, 2024. In the petition signed by David Michael Fye, managing member, the Debtor disclosed $58,561 in total assets and $1,783,388 in total liabilities. Judge Eduardo V. Rodriguez oversees the case. Susan Tran Adams, Esq., at TRAN SINGH, LLP, represents the Debtor as legal counsel. GIRARDI & KEESE: Tom Wants to Delay Client Theft Trial to October ----------------------------------------------------------------- Ryan Boysen of Law360 reports that disgraced lawyer Tom Girardi's defense attorneys want to push back his closely watched wire fraud trial to October 2024 from its current August 2024 start date, claiming they've been "misled" by "sharp-elbowed" federal prosecutors who have unexpectedly sought to expand the scope of their case against Girardi in recent weeks. About Girardi & Keese Girardi and Keese or Girardi & Keese was a Los Angeles-based law firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It served clients in California in a variety of legal areas. It was known for representing plaintiffs against major corporations. An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No. 20-21022) was filed in December 2020 against GIRARDI KEESE by alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian, Erika Saldana, Virginia Antonio, and Kimberly Archie. The petitioners' attorneys: Andrew Goodman Goodman Law Offices, Apc Tel: 818-802-5044 E-mail: agoodman@andyglaw.com Elissa D. Miller, a member of the firm SulmeyerKupetz, has been appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7 trustee can be reached at: Elissa D. Miller 333 South Grand Ave., Suite 3400 Los Angeles, California 90071-1406 Telephone: (213) 626-2311 Facsimile: (213) 629-4520 E-mail: emiller@sulmeyerlaw.com An involuntary Chapter 7 petition was also filed against Thomas Vincent Girardi (Case No. 20-21020) on Dec. 18, 2020. The Chapter 7 trustee can be reached at: Jason M. Rund Email: trustee@srlawyers.com 840 Apollo Street, Suite 351 El Segundo, CA 90245 GRID AT MESA: UST Seeks OK to Appoint Keith Bierman as Trustee -------------------------------------------------------------- Ilene Lashinsky, the U.S. Trustee for Region 14, asked the U.S. Bankruptcy Court for the District of Arizona to approve the appointment of Keith Bierman as Chapter 11 trustee for The Grid at Mesa, LLC. Mr. Bierman disclosed in a court filing that he neither holds nor represents an interest adverse to the estate. A copy of the application is available for free at https://urlcurt.com/u?l=2e8g6p from PacerMonitor.com. About The Grid at Mesa, LLC The Grid at Mesa, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-02408) on March 20, 2024, listing $10 million to $50 million in both assets and liabilities. The petition was signed by Mitch Pinkard as authorized representative of the Debtor. Judge Eddward P. Ballinger, Jr. oversees the case. Grant L. Cartwright, Esq., at May Potenza Baran & Gillespie, P.C. represents the Debtor as counsel. GROM SOCIAL: Generating Alpha Waives SPA Financing Restrictions --------------------------------------------------------------- Grom Social Enterprises, Inc., disclosed in a Form 8-K filed with the Securities and Exchange Commission that on July 18, 2024, the Company entered into a consent and waiver to November 2023 SPA and April 2024 SPA with Generating Alpha Ltd., pursuant to which Generating Alpha consented to a proposed financing that the Company intends to pursue and waived any and all restrictions or prohibitions in the Purchase Agreements and all other transaction documents relating to the Financing. As consideration for the Waiver, the Company agreed to the following: (i) 35% of net proceeds received from the Financing will be utilized to repay the principal balances outstanding on the December 2023 Note and April 2024 Note, and the repayments are subject to the 130% optional redemption right under Section 4.1 of the December 2023 Note and the April 2024 Note; (ii) the Company shall use its best efforts to obtain approval of The Nasdaq Stock Market LLC to reset the conversion floor price of the November 2023 Notes to 20% of Nasdaq Official Closing Price as of the date of the Waiver; (iii) a one-time issuance of a pre-funded warrant to purchase $750,000 worth of shares of Common Stock at an exercise price of $0.0001 to Generating Alpha, in a form substantially similar to the warrants issued pursuant to the April 2024 SPA; and (iv) waive the requirement to reinvest a percentage of any realized net profit as defined under Section 6.09 of the November 2023 SPA. As previously reported, on Nov. 9, 2023, Grom Social entered into a Securities Purchase Agreement, as amended on Nov. 20, 2023 and March 11, 2024 with Generating Alpha, pursuant to which the Company has agreed to sell two convertible promissory notes of the Company, with each November 2023 Note having an initial principal amount of $4,000,000, for a price of $3,640,000 per November 2023 Note. In connection with the purchase and sale of the November 2023 Notes, the Company has agreed to issue to Generating Alpha warrants to acquire a total of 3,028,146 shares of the Company's Common Stock, par value $0.001 per share. Also as previously reported, on April 1, 2024, the Company entered into a Securities Purchase Agreement, as amended on April 24, 2024 with Generating Alpha, pursuant to which the Company has agreed to sell a convertible promissory note of the Company, having an initial principal amount of $650,000, for a price of $520,000. In connection with the purchase and sale of the April 2024 Note, the Company has agreed to issue to Generating Alpha a common stock purchase warrant to acquire a total of 962,962 shares of the Common Stock. About Grom Social Enterprises Boca Raton, Florida-based Grom Social Enterprises, Inc. -- http://www.gromsocial.com/-- is a media company that manages a social mobile application platform designed for kids under the age of 13 -- who are barred by law from using social media apps without parental consent - and provides a fully secure social media environment that invites parents and caregivers of users in to play an active role in keeping kids safe from common internet dangers while educating them about the importance of digital safety. Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 16, 2024, citing that the Company's significant operating losses, working capital deficit and negative cash flows from operations raise substantial doubt about its ability to continue as a going concern. GROUP 1 AUTOMOTIVE: S&P Rates New $500MM Unsecured Notes 'BB+' -------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue-level rating and '4' recovery rating to Group 1 Automotive Inc.'s proposed $500 million senior unsecured notes due January 2030. The company will use the proceeds from these notes to pay down the outstanding $294.3 million balance on its acquisition line and add cash to its balance sheet. Thereafter, Group 1 intends to use borrowings from its acquisition line, along with balance sheet cash, to fund its acquisition of Inchcape. While the transaction will slightly increase the company's gross debt balance, it won't materially affect its credit metrics because of the expected earnings contributions from the Inchcape acquisition. As such, all of S&P's existing ratings on Group 1 are unchanged. S&P continues to forecast the company will generate S&P Global Ratings-adjusted EBITDA margins of about 4.8%-5.2% in 2024 and 4.4%-4.8% in 2025 and forecast its debt to EBITDA will remain in the 3.0x-3.5x range. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors S&P said, "Our simulated default scenario envisions a payment default occurring in 2029 due to a renewed U.S. economic downturn that reduces the demand for new and used vehicles and causes customers to defer their servicing and repairs. This downturn leads to lower consumer credit availability, which reduces Group 1's finance-related commissions. In addition, a sharp increase in fuel costs leads to a pronounced shift in customer preferences toward smaller, more-economical vehicles that offer lower margins for dealers. Our scenario also assumes less-attractive inventory financing terms because of rising interest rates and reduced interest credits from automotive manufactures." Simulated default assumptions -- Simulated year of default: 2029 -- EBITDA at emergence: $336 million -- EBITDA multiple: 5.0x Simplified waterfall -- Net enterprise value (post 5% administrative costs): $3,246 million -- Valuation split (obligors/nonobligors): 80%/20% -- Priority claims: $2,484 million -- Total value available to unsecured claims: $490 million -- Senior unsecured debt/pari passu unsecured claims: $1,303 million/$0 million --Recovery expectations: 30%-50% (rounded estimate: 35%) Note: All debt amounts include six months of prepetition interest. Collateral value equal asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. GULTON INC: Gets OK to Hire Weichert Commercial as Broker --------------------------------------------------------- Gulton Incorporated received approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Weichert Commercial Brokerage, Inc. as broker. The Debtor proposes to employ Weichert in connection with its intention to enter into a new lease with its landlord, 116 Corporate Boulevard LLC, for a certain portion of the premises. Weichert will charge six percent of the lease amount payable over the term of the sublet. Weichert is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm's office address is: Robert Kolar Weichert Commercial Brokerage Inc. 225 Littleton Road Morris Plains, NJ 07950 Telephone: (973) 267-7778 Facsimile: (973) 267-5432 Email: info@weichertcommercial.com About Gulton Incorporated Gulton Incorporated filed Chapter 11 petition (Bankr. D.N.J. Case No. 24-14611) on May 6, 2024, with $889,251 in assets and $1,726,116 in liabilities. Joseph J. DiGiovann, president and chief operating officer, signed the petition. Richard D. Trenk, Esq., at Trenk Isabel Siddiqi & Shahdanian, PC represents the Debtor as legal counsel. HAOB HORIZONTAL: Aleida Martinez Molina Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 21 appointed Aleida Martinez Molina, Esq., as Subchapter V trustee for HAOB Horizontal Drilling, LLC. Ms. Molina will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Molina declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Aleida Martinez Molina, Esq. 2121 NW 2nd Avenue, Suite 201 Miami, FL 33127 Telephone: (305) 297-1878 Email: Martinez@subv-trustee.com About HAOB Horizontal Drilling HAOB Horizontal Drilling, LLC, formerly doing business as HAOB Investments LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17240) on July 19, 2024, with $1,595,296 in assets and $2,120,263 in liabilities. Otoniel A. Pinho, president, signed the petition. Judge Laurel M. Isicoff presides over the case. Timothy S. Kingcade, Esq., at Kingcade, Garcia & McMaken, P.A. represents the Debtor as legal counsel. HEALTHIER CHOICES: Buys Retail Chain GreenAcres Market for $7.1M ---------------------------------------------------------------- Healthier Choices Management Corp. announced July 24 the closing of the acquisition of GreenAcres Market, an organic and natural health food and vitamin chain with five store locations in Kansas and Oklahoma. GreenAcres Market is a chain of premier natural foods stores, offering organic and all natural products and vitamins from both top national brands as well as locally sourced specialty brands. GreenAcres Market offers everything from organic produce, natural groceries, dietary supplements, and freshly prepared food. This acquisition marks HCMC's market expansion into the midwestern region of the United States. The total purchase price under the Purchase Agreement is approximately $7.1 million, which includes an estimated $2,200,000 to be paid for inventory. The total amount to be paid for inventory is subject to a final inventory count. Approximately 25% of the total purchase price will be paid pursuant to a secured promissory note issued by Healthy Choice Markets VI, LLC, a wholly owned subsidiary of the Company. HCMC's CEO Jeffrey Holman enthusiastically announced the continued expansion of the Company's grocery segment through the acquisition of GreenAcres Market. Mr. Holman went on to comment, "We see this move as another strategic step towards achieving HCMC's growth goals. Based on their past success, we anticipate the GreenAcres acquisition will propel annual top-line revenue to roughly $75 million. Holman expressed confidence in GreenAcres Market's ability to strengthen HCMC's financial position and market share. He said, "This acquisition aligns perfectly with HCMC's commitment to sustainable growth in the organic supermarket industry and its long-term strategic objectives." The Hoffmann family share: "We are excited that GreenAcres Markets will begin a new chapter with HCMC as this acquisition highlights their shared focus on quality products and customer service. The potential synergies of bringing like-minded stores together will help maintain the natural products industry's mission of alternative health education. We also want to thank the Food Partners who served as strategic and financial advisor to GreenAcres in the transaction." About Healthier Choices Management Hollywood, FL-based Healthier Choices Management Corp. is a holding company focused on providing consumers with healthier daily choices with respect to nutrition and other lifestyle alternatives. Through its wholly owned subsidiary HCMC Intellectual Property Holdings, LLC, the Company manages its intellectual property portfolio. Saddle Brook, NJ-based Marcum LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 27, 2024, citing that the Company has a working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations to sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. HEYWOOD HEALTHCARE: Seeks to Extend Plan Exclusivity to October 8 ----------------------------------------------------------------- Heywood Healthcare, Inc., and affiliates asked the U.S. Bankruptcy Court for the District of Massachusetts to extend their exclusivity periods to file a plan of reorganization to October 8, 2024. The Debtors explain that the Chapter 11 Cases are large and complex. The Debtors have two hospitals serving their respective communities, as well as a medical group providing outpatient services. Healthcare is a heavily regulated industry, which requires coordination between the Debtors, various public and private payors, and vendors to ensure that quality care is delivered to the Debtors' patients. Accordingly, this factor weighs in favor of extending the Debtors' Exclusivity Period. The Debtors state that they have filed a Plan and are negotiating with various parties in interest. The Debtors, the Committee, and the Prepetition Secured Parties attended mediation on July 15, 2024, and are scheduled to meet again on July 22, 2024, in an effort to resolve the issues raised by the Committee. In addition to the mediation with the Committee and the Prepetition Secured Parties, the Debtors have been actively negotiating with other significant creditors to resolve claims and address the treatment of contracts to ensure their continued operations after confirmation. Although the Committee has expressed its dissatisfaction with the negotiations to date, such displeasure does not reflect a lack of progress by the Debtors, but rather the Committee's very different views of the issues in the cases. Furthermore, the Debtors intend to file an amended Disclosure Statement and Plan that will address and hopefully resolve the objections raised by Cigna Health, Heywood Green Street, and the United States Trustee. Importantly, the Debtors have the support of the Prepetition Secured Parties and Consigli Construction Co., Inc., both of which have substantial unsecured claims. The Debtors assert that the requested extension is sought to allow for further negotiations between the Debtors, the Prepetition Secured Parties, the Committee and other key constituents of the Debtors to provide for a consensual Chapter 11 plan framework. To date, the Debtors, the Prepetition Secured Parties, and the Committee are currently engaging in mediation to hopefully resolve some, if not all, outstanding issues. The Debtors further assert that given the complexity of the issues and division between the parties, the Debtors do not expect this to be resolved in only a single mediation date. However, in the Committee Exclusivity Motion, the Committee represented that it intends to file its own Chapter 11 plan, using the Debtors' Plan as a framework. Not only would a competing plan derail any hopes of a successful mediation, but it would also cause confusion amongst creditors and add chaos to an already complex confirmation process. Moreover, it would be more practical, cost-effective, and productive for the parties to work together on a Chapter 11 plan rather than the Committee, siloing to work on its own. To that end, the Debtors maintain that the best way to achieve and facilitate negotiations between all creditors and constituents in these Chapter 11 Cases would be to further extend the Exclusivity Period. As such, this factor weighs in favor of extending the Debtors' Exclusivity Period. Counsel to the Debtors: John M. Flick, Esq. Flick Law Group, P.C. 144 Central St #201 Gardner, MA 01440 Phone: (978) 632-7948 Email: jflick@flicklawgroup.com About Heywood Healthcare Heywood Healthcare, Inc., is a non-profit community-owned hospital in Gardner, Mass. Heywood Healthcare and its affiliates filed Chapter 11 petitions (Bankr. D. Mass. Lead Case No. 23-40817) on Oct. 1, 2023. In the petition signed by its chief executive officer, Thomas Sullivan, Heywood Healthcare disclosed up to $500,000 in assets and up to $50,000 in liabilities. Judge Elizabeth D. Katz oversees the cases. John M. Flick, Esq., at Flick Law Group, PC represents the Debtors as counsel. The U.S. Trustee for Region 1 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped Dentons Bingham Greenebaum, LLP and Dentons US, LLP, as its legal counsel. HIGHLAND CAPITAL: Court Hinders Acis to Intervene in Claim Row -------------------------------------------------------------- Clara Geoghegan of Law360 Bankruptcy Authority reports that investment firm Acis Capital Management LP can't get involved in a $9.6 million claim dispute in reorganized hedge fund Highland Capital Management LP's Chapter 11 case, a Texas bankruptcy judge ruled Wednesday, July 10, 2024, saying there isn't enough overlap with a pending adversary action Acis filed in its own bankruptcy to give it intervenor standing. About Highland Capital Management Highland Capital Management, LP was founded by James Dondero and Mark Okada in Dallas in 1993. Highland Capital is the world's largest non-bank buyer of leveraged loans in 2007. It also manages collateralized loan obligations. In March 2007, it raised $1 billion to buy distressed loans. Collateralized loan obligations are created by bundling together loans and repackaging them into new securities. Highland Capital Management sought Chapter 11 protection (Bank. D. Del. Case No. 19-12239) on Oct. 16, 2019. On Dec. 4, 2019, the case was transferred to the U.S. Bankruptcy Court for the Northern District of Texas and was assigned a new case number (Bank. N.D. Tex. Case No. 19-34054). Judge Stacey G. Jernigan is the case judge. At the time of the filing, Highland had between $100 million and $500 million in both assets and liabilities. The Debtor tapped Pachulski Stang Ziehl & Jones LLP as bankruptcy counsel, Foley & Lardner LLP as special Texas counsel, and Teneo Capital, LLC as litigation advisor. Kurtzman Carson Consultants, LLC, is the claims and noticing agent. The U.S. Trustee for Region 6 appointed a committee of unsecured creditors on Oct. 29, 2019. The committee tapped Sidley Austin LLP and Young Conaway Stargatt & Taylor LLP as bankruptcy counsel, and FTI Consulting, Inc. as financial advisor. HOPEMAN BROTHERS: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------ Gerard Vetter, Acting U.S. Trustee for Region 4, appointed an official committee to represent unsecured creditors in the Chapter 11 case of Hopeman Brothers, Inc. The committee members are: 1. Nancy McComas-Doiron c/o Carol A. Hastings, Esquire Peter Angelos Law 100 N. Charles Street, 20th Floor Baltimore, MD 21201 2. Darrell Kitchen c/o Lisa Nathanson Busch, Esquire Simmons Hanly Conroy 112 Madison Avenue, 7th Floor New York, NY 10016 3. Donald M. Hoffman, Jr. c/o Stephen Austin, Esquire Stephen J. Austin, LLC 1 Galleria Blvd. Ste. 1900 Metairie, LA 70001 4. Veronica Miller c/o Chris McKean, Esquire MRHFM Law Firm 1015 Locust Street, Ste. 1200 St. Louis, MO 63101 5. Melissa Beerman c/o J. Bradley Smith, Esquire Dean Omar Branham Shirley, LLP 302 N. Market Street, Ste. 300 Dallas, TX 75202 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 Hopeman Brothers During the 1980s, Hopeman Brothers, Inc. transitioned its business away from ship joining and into manufacturing check-out counters used in commercial retail stores such as Walmart. In 2002, Hopeman spun off its cabinet-making business into Cinnabar Solutions, Inc. In 2003, Hopeman sold substantially all of its remaining shipbuilding-related assets to an unrelated party, US Joiner LLC, pursuant to an asset purchase agreement, dated as of December 23, 2003. Since the asset sale in 2003, Hopeman has had no business operations and exists solely to defend and, when appropriate, settle asbestos-related claims. Hopeman Brothers filed Chapter 11 petition (Bankr. E.D. Va. Case No. 24-32428) on June 30, 2024, with $50 million to $100 million in both assets and liabilities. The Debtor tapped Hunton Andrews Kurth, LLP as bankruptcy counsel; Blank Rome, LLP as special insurance counsel; Courington, Kiefer, Sommers, Marullo & Matherne, LLC as special asbestos counsel; and Stout Risius Ross, LLC as financial advisor. Kurtzman Carson Consultants, LLC is the claims and noticing agent. HRNI HOLDINGS: Fitch Alters Outlook on 'B' LongTerm IDR to Positive ------------------------------------------------------------------- Fitch Ratings has revised HRNI Holdings, LLC's (HRNI) Outlook to Positive from Stable, while affirming its Long-Term Issuer Default Rating (IDR) at 'B'. Fitch has also upgraded the senior secured term loan B to 'BB-'/'RR2', from 'B+'/'RR3'. The Positive Outlook reflects its expectation that HRNI will maintain its strong market position in the greater Chicagoland and northern Indiana markets and steadily deleverage over the forecast horizon, while generating FCF in the mid-high single digits. The term loan's upgrade reflects improved recovery from mandatory amortization payments under the facility. HRNI's IDR reflects its 'b-' Standalone Credit Profile (SCP) with a one-notch uplift due to its relationship with Seminole Hard Rock Entertainment, Inc. (BBB/Stable) and Seminole Hard Rock International, LLC (BBB/Stable) (collectively SHRE). HRNI's SCP reflects its single-site property and moderate gross EBITDA leverage. The one-notch uplift to the IDR from HRNI's SCP is pursuant to Fitch's "Parent and Subsidiary Linkage Rating Criteria," reflecting the entity's linkage to SHRE, which Fitch considers to be a stronger parent. SHRE indirectly owns 76% of HRNI. KEY RATING DRIVERS Moderate Leverage to Increase: At 1Q24 (March 31), HRNI's EBITDA leverage was 4.4x, up modestly from FYE 2022 due to a competitive increase in labor costs. Fitch expects leverage to peak around 4.6x in 2025 due to the scheduled opening of PCI Wind Creek's casino and hotel in the Chicago Southland region, which could cannibalize a portion of HRNI's customer base. Bally's permanent casino and hotel in downtown Chicago is scheduled to open in late 2026, replacing its temporary facility at Medinah Temple, but it will likely not have a substantial impact on HRNI as the latter tends to only be mildly reliant on Southern Chicago and its vicinity. Consequently, Fitch expects EBITDA leverage to eventually decline to nearly 4.0x in the outer years of the forecast period primarily from required amortization payments under the term loan, which is strong in the context of the SCP. Fitch expects HRNI to generate satisfactory FCF in the near term due to healthy EBITDA generation, manageable interest expense and minimal required maintenance capex, driving a deleveraging trajectory. Competitive Pressure: HRNI will face competition from new properties. There is the $290 million Terre Haute Casino Resort recently opened by Churchill Downs, Inc. in April, though Fitch expects this impact to be minimal as it is in a much smaller Indiana market, as well as two new upcoming properties by well-capitalized and established operators - one by PCI Gaming Authority (BBB-/Negative) in Chicago's southern suburban area by early 2025 and another by Bally's Corp. (B/Negative) in downtown Chicago by late 2026. Fitch expects the Chicagoan licenses to only have a small impact on HRNI's cash flow and leverage given their close proximity to Gary (Indiana), although this should be generally manageable. Its base case does not contemplate meaningful growth to the total addressable market in Illinois, thereby assuming some cannibalization. In Indiana, as of June 2024 HRNI has maintained its top spot out of 13 competitors for 32 consecutive months since its opening in mid-2021. Lack of Diversification: HRNI operates a single property in Indiana's competitive market but it is subject to new supply risk, limiting rating upside as future cash flow generation will be challenged. Most single-site operators are rated in the single 'B' category unless there are unique end-market dynamics. These include monopolistic positions, being a clear market leader, or having a conservative balance sheet. HRNI's geographic concentration offsets decent leverage and credit metrics. Strong Market Position: The property opened in May 2021 and has taken incremental market share away from nearby competitors in addition to the legacy Majestic Star share. HRNI has a roughly 20% solid market share YTD June 2024 compared with a 5% relative share the prior Majestic Star licenses commanded in 2019. Hard Rock has benefited from its proximity to the highway, brand recognition and favorable regional gaming trends. Current win-per-day metrics continue to trend above area averages, at over $500 and around $5,000 for slots and tables, respectively. Tepid Regional Gaming Outlook: Fitch anticipates potential for a slight pullback in broader regional gaming demand in the near term, due both to strong yoy comparisons and concerns about the current economic challenges. According to the American Gaming Association, Indiana's total casino gaming revenue in 2023 was down marginally by 2.3% yoy to $2.8 billion, partly reflecting expanded competition from casinos in Illinois. However, this decline was offset to some extent by a 4.5% yoy rise in sports betting revenue, despite competition from neighboring Ohio and Kentucky, which legalized sports betting last year. Considering HRNI's gross gaming revenue continues to outpace its competitors YTD June and has in fact grown by 5% yoy, any further declines will largely be manageable. SHRE Relationship Positive: Fitch applies its stronger parent/weaker subsidiary path under its "Parent and Subsidiary Linkage Rating Criteria" when assessing HRNI. Fitch believes HRNI's association with SHRE warrants a one-notch uplift from HRNI's SCP due to management and brand overlap. Fitch considers SHRE as a stronger parent based on its underlying SCP, which is consistent with 'B+' since the purchase of The Mirage from MGM Resorts (BB-/Stable). SHRE's 'BBB' IDR is attributed to the guarantee of its debt by Seminole Tribe of Florida (BBB/Stable). Fitch believes SHRE has weak legal and strategic incentives to support HRNI, as there is no downstream guarantee and HRNI's financial contribution is low relative to SHRE's broader complex. Fitch's assessment of moderate operational incentives recognizes that HRNI shares common executive management with SHRE. SHRE owns 76% of HRNI and controls a majority of its board of directors. SHRE has also supported the entity through equity injections in 2021 when it took majority control following the prior majority owner's (Spectacle Entertainment Group) licensing issues with state regulators. DERIVATION SUMMARY HRNI's SCP is consistent with most other single-site gaming operators, including Empire Resorts Inc. (B/RWN; SCP: CCC+). HRNI's end-market dynamics are similar to Empire's, including competitive operating environments with new supply risk, single-site properties and similar cash flow generation. HRNI is exposed to new competition through the pending casino openings in Chicagoland until 2026. However, HRNI is considered weaker than its larger, more geographically diversified regional gaming peers, including Bally's Corporation (B/Negative) and Great Canadian Gaming Corporation (B+/Stable). Bally's IDR also reflects its international digital footprint and strong discretionary FCF, though high EBITDAR leverage (around 7.0x), while Great Canadian's IDR benefits from its Toronto properties which have a long-term exclusivity period. KEY ASSUMPTIONS - 2024 revenue increases marginally around 1.5%, followed by mid-high single digit declines between 2025 and 2027, as PCI's Wind Creek Chicago Southland casino fully opens in early 2025, followed by Bally's permanent casino in downtown Chicago in late 2026, and a subsequent ramp up; - EBITDA margin settles around 18% over the forecast horizon; - Annual capex as a percentage of revenue hovers in the around 3.5%-4.5% range over the rating period, largely driven by maintenance capex; - Debt remains tied to the revolver and term loan B, with debt payments largely associated with mandatory amortization under the term loan; - No shareholder distributions or acquisitions assumed; - Base interest rates assumptions reflect the current SOFR curve. RECOVERY ANALYSIS The recovery analysis assumes HRNI would be reorganized as a going concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim and full draw on the $35 million priority revolver. A going-concern EBITDA of $55 million, unchanged from its previous analysis, reflects a sustainable level of operating performance following a restructuring scenario stemming from severe competitive pressures due to new competitive openings. Though Fitch already expects some level of cannibalization in its base case, its recovery scenario envisions a greater degree of cannibalization and outsized impact to gaming metric performance. Its going-concern EBITDA assumes a level of win-per-unit-per-day of slots and tables of $300 and $2,000, respectively, which is well below the current average in the Chicagoland market and below where the casino is trending; about $500 and $5,000 for slots and tables, respectively. Fitch expects non-gaming revenue to remain around 10% of total property revenue. Fitch applies a 6.0x enterprise value/EBITDA multiple, which reflects the competitiveness of the Chicagoland market and new supply risk, and the property's limited operating record. It also reflects the single-site limitations of the credit. The 6.0x multiple is in line with comparable regional gaming peers. The quality of the property and healthy initial performance help to offset these concerns. Fitch forecasts a post-reorganization enterprise value of $330 million. After adjusting for administrative claims, the remaining value is allocated first to the revolver, which has stated priority over the term loan B, resulting in an RR1 recovery, and then to the term loan, which results in an RR2 recovery. The RR2 recovery for the term loan is an improvement from RR3 last year due to required amortization payments under the facility. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Greater degree of confidence that EBITDA leverage will remain below 5.0x and the FCF margin will approach 10% amid the competitive pressures in the greater Chicago area; - An increase in rating linkage with SHRE; - Geographical diversification away from the Chicagoland market. Factors That Could, Individually or Collectively, Lead to the Rating Outlook Being Revised to Stable - Greater than estimated impact from competitive openings. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - FCF approaching breakeven; - Decrease in rating linkage with SHRE or weakening of SHRE's SCP; - EBITDA leverage sustaining above 7.0x. LIQUIDITY AND DEBT STRUCTURE Satisfactory Liquidity: At March 31, 2024, HRNI had $44.3 million in cash and $27 million available under its $35 million revolver, which matures in 2026. Fitch expects cash flow generation to be sufficient to cover mandatory debt service payments and annual capex requirements. Fitch anticipates FCF margins to be in the mid-high single digit range over the forecast period. ISSUER PROFILE HRNI Holdings, LLC (formerly known as Spectacle Gary Holdings, LLC) is the owner and operator of the Hard Rock Casino Northern Indiana, a casino development located in Gary, Indiana that caters to the greater Chicagoland and northern Indiana gaming markets. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- HRNI Holdings, LLC LT IDR B Affirmed B senior secured LT BB- Upgrade RR2 B+ HRNI HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable --------------------------------------------------------------- Moody's Ratings affirmed HRNI Holdings, LLC's B3 Corporate Family Rating, B3 Senior Secured Term Loan B Rating, Ba3 Senior Secured Revolving Credit Facility Rating, and B3-PD Probability of Default Rating. The outlook remains stable. The affirmation of HRNI's ratings with stable outlook reflects Moody's expectation that the company will continue to generate positive operating cash flow and maintain adequate liquidity in the next twelve to eighteen months. Its affiliation with the highly successful and recognizable Hard Rock brand is a credit positive. The ratings affirmation and stable outlook also incorporates Moody's expectation that HRNI will operate with debt/EBITDA in the low 4.0x. RATINGS RATIONALE HRNI's B3 Corporate Family Rating reflects the company's successful ramp up since starting operations in 2021, solid cash flow from operations and the refinancing of its construction loan that extended debt maturities and reduced interest expense. The ratings also reflect its affiliation with the highly successful and recognizable Hard Rock brand. These credit positives are offset by HRNI's limited operating history, private ownership, and single asset profile in the highly competitive Northern Indiana and the nearby Chicagoland regional gaming markets. Seminole Hard Rock Entertainment, Inc. ("Seminole Hard Rock," B1 stable) is the majority owner of HRNI. HRNI owns and operates the Hard Rock Casino Northern Indiana located in Gary, Indiana, which opened in May 2021. Seminole Hard Rock is owned by the Seminole Tribe of Florida (Baa2 stable), a well-known and successful tribal and commercial casino developer and operator. The stable outlook reflects HRNI's positive operating cashflow, its adequate liquidity, and the lack of near-term debt maturities. HRNI had approximately $44.3 million of unrestricted cash at March 31, 2024, and $27 million available on its $35 million revolver. The revolver will expire in December 2026. Its $332 million Senior Secured Term Loan B will mature in December 2028. Any debt repayments will first be made to repay the outstanding Revolving Loans prior to the Term Loan B. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if HRNI continues to generate positive free cash flow and achieves and maintains a debt/EBITDA ratio below 4.0x. Moody's expect this leverage reduction will come from HRNI's higher EBITDA in conjunction with scheduled debt amortization. Moody's do not anticipate HRNI's leverage improvement to originate from voluntary debt paydowns prior to their scheduled maturity dates. Ratings could be downgraded if Moody's anticipate that HRNI's debt/EBITDA will rise above 6.0x for an extended period or HRNI's market position deteriorates in a meaningful way, for example because of new competition. Ratings could also be downgraded if liquidity deteriorates. HRNI Holdings, LLC owns and operates the Hard Rock Casino Northern Indiana, which is in Gary, Indiana. The property opened in May 2021. Seminole Hard Rock Entertainment, Inc. ("Seminole Hard Rock," B1 stable) is the majority owner of HRNI. Seminole Hard Rock is owned by the Seminole Tribe of Florida (Baa2 stable), a well-known and successful tribal and commercial casino developer and operator. The company had $382.9 million of revenue for the LTM March 31, 2024. The principal methodology used in these ratings was Gaming published in June 2021. HUDSON RIVER FOODS: Seeks Chapter 11 Bankruptcy ----------------------------------------------- Kirk O'Neil of The Street reports that popular organic food and drink manufacturer Hudson River Foods on July 9, 2024 filed for Chapter 11 bankruptcy protection in the U.S. Bankruptcy Court for the Northern District of New York to reorganize its business. The Castleton-on-the-Hudson, N.Y., debtor listed $1 million to $10 million in assets and liabilities in its petition. The debtor indicated in the petition that funds will be available to pay unsecured creditors. The company did not indicate a reason for filing, and did not immediately reply to a request for comment. Hudson River Foods manufactures and distributes healthy baking products, plant-based drink mixes and other food products through its six retail brands: Cherrybrook Kitchen, European Gourmet Bakery, Hodgson Mill, Dancing Deer Baking Co., Healthy To Go, and Tempt Hemp. The private healthy food company makes popular and unique foods with organic, non-GMO, kosher, vegan, allergen free and superfood options. Cherrybrook Kitchen offers gluten-free and traditional cake, brownie and cookie mixes. European Gourmet Bakery sells organic cake, icing, muffin, brownie, cookie, German streusel, and pudding mixes. Hodgson Mill markets gluten-free pancake and waffle, yellow cornbread, chocolate cake and brownie mixes. Dancing Deer Baking Co. sells a variety of cookies and brownies and gift boxes and baskets for special occasions. Products are kosher, and gluten-free products are available. Hudson River Foods also markets various hemp food and beverage products through its Tempt Hemp Products line, and a variety of beverage mixes through its Healthy To Go brand. Hudson River Foods products are sold nationwide through 11 grocers, including Publix, Kroger(KR), Amazon's(AMZN) Whole Foods, Sprouts Farmers Market(SFM), HyVee, Stop & Shop, Central Market, Natural Grocers, Raley's and Mother's Market & Kitchen. Originally known as Healthy Brands Collective, the company changed its name in 2017 to Hudson River Foods after it moved its headquarters and manufacturing plant to Castleton, just south of Albany, N.Y. The 100,000 square foot state of the art manufacturing plant replaced an older, outdated and polluting manufacturing plant with an environmentally conscious natural and organic foods plant, the company's website said. About Hudson River Foods Corp. Hudson River Foods -- https://hudsonriverfoods.com/ -- is a family of brands creating healthier foods for healthier lifestyles. Hudson River Foods sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-10775) on July 9, 2024. In the petition filed by Dan Ratner, as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by: Peter A. Pastore, Esq. O'Connell & Aronowitz P.C. Castleton, NY 12033 IBIO INC: CEO to Get $522K Base Salary Under Amended Contract ------------------------------------------------------------- iBio, Inc., disclosed in a Form 8-K filed with the Securities and Exchange Commission that on July 23, 2024, it entered into an amended and restated employment agreement, effective as of July 1, 2024 with Martin Brenner, the Company's chief executive officer and chief scientific officer. Pursuant to the Restated Brenner Employment Agreement, Dr. Brenner's base salary is $522,365 and his bonus target was increased, effective for fiscal year 2025, to 50% of the Base Salary. For fiscal year 2024, Dr. Brenner's bonus target will remain at 40% of the Base Salary. The Restated Brenner Employment Agreement provides that Dr. Brenner is eligible to participate in all benefit and fringe benefit plans generally made available to the Company's other executive officers. Dr. Brenner's employment is on an "at will" basis and may be terminated at any time by him or the Company. If Dr. Brenner is terminated for any reason or no reason, he is entitled to receive the following standard termination benefits: his accrued and unpaid base salary, any unreimbursed expenses accrued through the termination date, any earned but unpaid annual bonus form prior year and nay amounts payable under any benefit plans in which he was a participant. In the event of a termination by Dr. Brenner for Good Reason (as defined in the Restated Brenner Employment Agreement) or by the Company without "Cause" (as defined in the Restated Brenner Employment Agreement), in addition to the standard termination benefits Dr. Brenner will receive: (i) an amount equal to his then current base salary for twelve months, to be paid out in equal installments in accordance with the Company's regular payroll dates; (ii) a pro rata share of any bonus earned by him during the fiscal year in which the separation occurs based on the actual attainment of metrics upon which the bonus is calculated (as determined by the Company's Board of Directors, to be paid in a lump sum at the time the Company pays bonuses to similarly-situated employees; and (iii) if he elects continuation coverage for health insurance under COBRA, the Company will pay the full cost of this benefit for a period of 12 months following the termination. The Restated Brenner Employment Agreement further provides that the event of a termination by Dr. Brenner for good reason within twelve months after a "Sale Event" (as defined in the Company's 2023 Omnibus Incentive Plan) or by the Company without cause one month prior or twelve months after a Sale Event, in addition to the standard termination benefits Dr. Brenner will receive: (i) an amount equal to his then current base salary for eighteen months, paid out in equal installments in accordance with the Company's regular payroll dates; (ii) an amount equal to the target bonus for which Dr. Brenner would have been eligible during the Company fiscal year in which he terminates employment, to be paid within thirty (30) days of his execution of a separation agreement; and (iii) vesting of any unvested time-vested equity awards held by him and (iv) if he elects continuation coverage for health insurance under COBRA, the Company will pay the full cost of this benefit for a period of 18 months following the termination. Severance payments begin upon expiration of the revocation period under a general release of claims. Dr. Brenner has agreed to assign to the Company all of his rights in any Inventions, including all Intellectual Property Rights (as such terms are defined in the employment agreements) that are made, conceived or reduced to practice, in whole or in part, alone or with others, by him during his employment with the Company and has agreed to certain non-solicitation terms. About iBio, Inc. iBio -- www.ibioinc.com -- is a preclinical stage biotechnology company that leverages the power of Artificial Intelligence (AI) for the development of precision antibodies. The Company's proprietary technology stack is designed to minimize downstream development risks by employing AI-guided epitope-steering and monoclonal antibody (mAb) optimization. "The history of significant losses, the negative cash flow from operations, the upcoming maturity of the term note payable, the limited cash resources on hand and the dependence by the Company on obtaining additional financing to fund its operations after the current cash resources are exhausted raise substantial doubt about the Company's ability to continue as a going concern," said Ibio in its Quarterly Report for the period ended March 31, 2024. "Management's current financing and business plans have not mitigated such substantial doubt about the Company's ability to continue as a going concern for at least 12 months from the date of filing this Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2024." IMPERIAL PACIFIC: US Trustee Asks Court to Dismiss Case ------------------------------------------------------- Bryan Manabat of Marianas Variety reports that the Office of the United States Trustee, through acting U.S. Trustee Tiffany L. Carroll, has requested the NMI bankruptcy court to dismiss Imperial Pacific International's Chapter 11 petition. "When the estate has no assets with equity that a trustee could liquidate to pay unsecured creditors, dismissal is in the best interests of creditors and the estate," Carroll said. "Because of the apparent lack of equity in the debtor's estate, the lack of assets a Chapter 7 trustee could reach or administer, and the apparent administrative insolvency of the estate, it would be appropriate to dismiss this case. Furthermore, because a Chapter 7 trustee would not have access to funds to obtain fire/casualty insurance, a Chapter 7 trustee would likely need to immediately abandon the property." According to the acting U.S. trustee, the Chapter 7 Trustee Manual requires the Chapter 7 trustee to abandon the property of the estate when possession of the property exposes the estate to a risk of liability which cannot be insured against, and which outweighs its economic value to the estate. "Further, even in cases where the property appears to have value for the estate, typically the Chapter 7 trustee must determine if the property is insured by the debtor or obtain insurance for the estate. Here, if Debtor is unable to obtain fire/casualty insurance, there is no reason to believe the Chapter 7 trustee would be able to obtain this insurance," Carroll said. "Because a Chapter 7 trustee will likely not want to risk being subject to liability for failing to insure or protect estate property, it is likely a Chapter 7 trustee would immediately abandon the debtor's property," she said. Similarly, a Chapter 11 trustee would also be required to obtain casualty insurance coverage, Carroll said. "If a loss occurs because of a Chapter 11 trustee's failure to insure or otherwise protect property of the estate, the trustee could be liable. The Chapter 11 trustee is required to comply with the United States Trustee's Region 15 [rule] which requires the estate obtain fire/casualty insurance to protect against risk of loss. The Chapter 11 trustee is required to maintain appropriate insurance for the estate. At a minimum, the dollar amount of the insurance coverage must be sufficient to cover the fair market value of the estate property," Carroll said. "The Chapter 11 trustee is required to maintain fire/casualty insurance and must confer with the United States Trustee if unable to obtain any necessary insurance coverage. Here, if Debtor is unable to obtain fire/casualty insurance, there is no reason to believe the Chapter 11 trustee would be able to obtain this insurance," she added. "Because this case is not appropriate for conversion and not appropriate for a Chapter 11 trustee appointment, the United States Trustee respectfully requests this case be dismissed," Carroll said For its part, the CNMI government, represented by Chief Solicitor J. Robert Glass Jr., said IPI has no ability to generate revenue or operate as a casino and has "no business to reorganize." The CNMI government said the federal bankruptcy court should convert IPI's Chapter 11 petition to Chapter 7. Under the U.S. Bankruptcy Code, Chapter 11 bankruptcy allows a business corporation to restructure its debts and continue operating. Chapter 7, for its part, provides for the liquidation of a debtor's property and distribution of proceeds to creditors. Attorney Chuck Choi, who represents IPI, informed the bankruptcy court recently that IPI and the Committee of Unsecured Creditors had agreed to a "363 sale process" for the unfinished hotel-casino in Garapan. Section 363 requests the court for an order authorizing the sale of a debtor's assets. IPI filed for Chapter 11 bankruptcy in the District Court for the NMI on April 19, 2024, saying it owes creditors over $165.8 million. About Imperial Pacific International (CNMI) Imperial Pacific is engaged in the gaming and resort business. Imperial Pacific International (CNMI), LLC filed its voluntary petition for relief under Chapter 11 of the Bankrutpcy Code (Bankr. D. N.M.I. Case No. 24-00002) on April 19, 2024. At the time of filing, the Debtor estimated $10 million to $50 million in assets and $100 million to $500 million in liabilities. The petition was signed by Howyo Chi as manager. Judge Ramona V. Manglona presides over the case. Charles H. McDonald, II, Esq. at Mcdonald Law Office, LLC represents the Debtor as counsel. IN PHAZE: Hires Latham Luna Eden & Beaudine as Legal Counsel ------------------------------------------------------------ In Phaze Electric, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Latham, Luna, Eden & Beaudine, LLP as counsel. The firm's services include: a. advising as to the Debtor's rights and duties in this case; b. preparing pleadings related to this case, including a disclosure statement and plan of reorganization; and c. taking any and all other necessary action incident to the proper preservation and administration of this estate. The firm will be paid at these rates: Attorneys $485 per hour Junior paraprofessionals $105 per hour The firm received an advanced retainer in the amount of $26,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Daniel A. Velasquez, Esq., a partner at Latham, Luna, Eden & Beaudine, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Daniel A. Velasquez, Esq. Latham, Luna, Eden & Beaudine, LLP 201 S. Orange Ave., Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: dvelasquez@lathamluna.com About In Phaze Electric, Inc. In Phaze Electric Inc. operates as a commercial electrical and maintenance services. The Company specializes in dry utility planning coordination, design, and construction services. Phazer Electric serves private developers, government agencies, utilities, builders, architects, and engineers in the United States. The Honorable Bankruptcy Judge Lori V. Vaughan handles the case. The Debtor is represented by Daniel A. Velasquez, Esq. at LATHAM LUNA EDEN & BEAUDINE LLP. INCORA: Silver Point, Pimco Lose 2022 Debt Package Fight -------------------------------------------------------- Steven Church of Bloomberg News reports that investors including Silver Point Capital and bond giant Pacific Investment Management Co. wrongly stripped collateral rights from other investors via a $250 million rescue financing for Platinum Equity-backed Incora, a judge ruled, handing a partial victory to rivals who sued over the deal. US Bankruptcy Judge Marvin Isgur ruled that the 2022 deal for aerospace parts supplier Incora was not properly authorized, siding with disgruntled bondholders including JPMorgan Chase & Co., BlackRock Inc. and hedge fund King Street Capital Management. The ruling essentially restores their liens on Incora's assets, improving their recovery prospects. About Incora Incora -- http://www.incora.com/-- is the trade name for the group of companies formed by Wesco Aircraft and Pattonair, a provider of comprehensive supply chain management services to the global aerospace and other industries. Beginning with a strong foundation in aerospace and defense, Incora also utilizes its supply chain expertise to serve industrial manufacturing, marine, pharmaceutical and beyond. Incora incorporates itself into customers' businesses, managing all aspects of supply chain from procurement and inventory management to logistics and on-site customer services. The company is headquartered in Fort Worth, Texas, with a global footprint that includes 68 locations in 17 countries and more than 3,800 employees. Wesco Aircraft Holdings, Inc., doing business as Incora, and 43 affiliates sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 23-90611) on June 1, 2023. Wesco Aircraft estimated assets and debt of $1 billion to $10 billion as of the bankruptcy filing. The Debtors tapped Milbank, LLP and Haynes and Boone, LLP as bankruptcy counsels; PJT Partners, Inc. as investment banker; Alvarez & Marsal North America, LLC as restructuring advisor; and Quinn Emanuel Urquhart & Sullivan, LLP as special litigation and conflicts counsel. Kurtzman Carson Consultants, LLC is the claims agent. The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee tapped McDermott Will & Emery, LLP and Morrison Foerster, LLP as its counsel; Piper Sandler & Co. as investment banker; and Province, LLC as financial advisor. INIZIO GROUP: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------------- S&P Global Ratings revised its outlook on U.K.-based Inizio Group Ltd. to negative from stable and affirmed its ratings, including the 'B' issuer credit rating and 'B' first-lien debt rating, to reflect the increasing uncertainty around its ability to deleverage and generate sustainable, positive free operating cash flow (FOCF). The negative outlook reflects the potential that S&P will lower its rating on Inizio if sustained underperformance causes its leverage to remain elevated above 8x and its reported FOCF to debt to stay below 3% for longer than expected. The negative outlook reflects the uncertainty around the company's ability to deleverage and generate sustainable, positive FOCF. Inizio faced sizeable demand headwinds through the first quarter of 2024 as many of its large pharmaceutical customers pared back their discretionary spending, marketing budgets, and scale of advisory mandates. S&P said, "Given the company's underperformance, we now expect its revenue will fall by about 3%-4% in 2024, though we expect it will report incremental quarter-over-quarter improvements as the year progresses. Although certain green shoots, such as a strong advisory pipeline and stabilizing commercialization environment, support our forecast, we now believe there is heightened uncertainty around the scope of Inizio's deleveraging and its ability to generate sustainable positive FOCF over the coming 12-18 months." S&P said, "We now expect the company's credit metrics will remain pressured through 2024 as it contends with a slower-than-anticipated recovery in demand. Specifically, we expect S&P Global Ratings-adjusted leverage of about 11.0x and a FOCF deficit between $20 million-$30 million this year before it improves its performance in 2025. We revised our outlook on Inizio to negative to reflect the limited visibility into the timing and magnitude of this future improvement and whether it will be sufficient for the company to sustain appropriate credit metrics for the 'B' rating. "We expect the company's EBITDA margins will stabilize as it reduces its workforce and transformational costs subside. Inizio's cost structure, which primarily comprises wages, provides it with a degree of margin stability during periods of softer demand and contracting revenue. The company actioned about $30 million of cost reductions in the first quarter of 2024, primarily through headcount rationalization. We expect these reductions will help stabilize Inizio's S&P Global Ratings-adjusted EBITDA margins at about 16% by year-end 2024. Still, we expect the company's EBITDA will decline by between 3% -5% in 2024, due to its weaker revenue, before recovering in 2025. If Inizio's revenue doesn't appear to be stabilizing in the second half of the year, we believe management would undertake further headcount reductions to help preserve its margins and position itself for a more modest growth environment. "Additionally, the transformational costs related to the company's reorganization in 2022 and 2023 have largely tapered off, in line with our expectations, which will support its margins through the remainder of 2024. "Our 'B' issuer credit rating is supported by the company's scale, comprehensive suite of services, and flexible cost structure. The rating also reflects the tailwinds that we expect will support Inizio's longer-term growth profile, including our expectation for an ongoing expansion of the pharmaceutical industry. However, the company's key business risks, including its customer concentration and exclusive focus on the pharmaceutical industry, have contributed to its recent top-line underperformance, which limit our assessment of its business risk profile. Inizio maintains sufficient liquidity to fund its operations. As of March 31, 2024, the company had roughly $74 million of cash and full availability under its $425 million revolving credit facility (RCF). S&P said, "Although we expect modest cash flow deficits will lead Inizio to draw between $30 million and $50 million from its RCF in the second half of 2024, we believe the company will maintain ample liquidity to cover its operating and fixed-charge obligations over the next 12 months." Although the company doesn't face any substantial debt maturities until August 2028, its liquidity could erode in the event of a prolonged underperformance. S&P said, "The negative outlook reflects the potential that we will lower our rating on Inizio if sustained underperformance causes its leverage to remain elevated above 8x and its reported FOCF to debt to stay below 3% for longer than expected. "We could lower our rating on Inizio if its performance causes us to further lower our projections. This could most likely occur if the company fails to demonstrate solid revenue growth in the latter half of 2024 and its EBITDA margins remain pressured, which would lead us to believe it will sustain leverage of greater than 8.0x and reported FOCF to debt of below 3% for longer than forecasted. "We could revise our outlook on Inizio to stable if its performance exceeds our base-case expectations, including reporting a strong recovery in in its organic revenue and stable EBITDA margins. This would lead us to believe that the company has a viable path to sustain leverage of below 8.0x and reported FOCF to debt of above 3%." INSULATION COATINGS: No Default Judgment in ERISA Suit v. Owner --------------------------------------------------------------- Chief Judge Elizabeth A. Wolford of the United States District Court for the Western District of New York denied the second motion for a default judgment filed by the Trustees of the Rochester Laborers' Welfare-S.U.B. Fund, Rochester Laborers' Pension Fund, Rochester Laborers' Annuity Fund, Rochester Laborers' Apprentice and Training Fund, and Laborers' International Union of North America, Local Union No. 435 in the case they commenced against Charles Sorce, the principal owner and officer of Insulation Coatings & Consultants, LLC, pursuant to the Employee Retirement Income Security Act, 29 U.S.C. Secs. 1001 et seq. Plaintiffs commenced this action on February 9, 2023, alleging that Mr. Sorce breached a collective bargaining agreement in which his LLC was required to make fringe benefit contributions. Plaintiffs are suing Mr. Sorce in his individual capacity. Mr. Sorce was personally served on February 20, 2023. He failed to file a responsive pleading, and the Clerk of Court entered a default against him on March 20, 2023. The Court denied Plaintiffs' first motion for default judgment by Decision and Order dated December 19, 2023, finding that Plaintiffs failed to establish that they have a valid cause of action. Currently before the Court is Plaintiffs' second motion for default judgment, filed on February 15, 2024. Plaintiffs are the named trustees of labor-affiliated funds administered in Rochester, New York. A Joint Board of Trustees administers the funds, which were established pursuant to a CBA between Local Union No. 435 and "certain [e]mployers and [e]mployer [a]ssociations" that employ union members. The funds must be administered consistent with ERISA, the Labor Management Relations Act, and applicable federal and state laws. Mr. Sorce is responsible for Insulation Coatings' day-to-day operations as well as contribution payments to the funds, including whether to pay contributions." Insulation Coatings filed a Chapter 11 bankruptcy petition and is not a party in this action. Insulation Coatings was a signatory to a CBA with the union. Under the CBA, Insulation Coatings agreed to pay wages and employee fringe benefit contributions to the funds for each employee covered by the agreement. The trustees of the funds are authorized to examine and copy the relevant business records of an employer that has signed the agreement to ensure that the employer is making the required contributions for their employees. In July 2021, the funds audited Insulation Coatings for the period between June 1, 2018, and June 30, 2021, and determined that the company was responsible for $55,684.38 in delinquent benefit contributions and deductions allegedly for May through July 2022 and September 2022, interest, and liquidated damages. Insulation Coatings entered into a payment agreement with Plaintiffs in which it admitted that it owed $55,684.38, as outlined in the audit, and that it would make monthly payments through February 15, 2023, to repay the shortfall. Mr. Sorce signed the payment agreement for Insulation Coatings. Insulation Coatings allegedly made payments totaling $33,824.88, reducing the audit balance to $21,859.50. Beginning with the July 2022 payment, Insulation Coatings failed to repay the amount due and has not made any payments since then. Plaintiffs argue that Defendant can be held personally liable for Insulation Coatings' unpaid benefit contributions because contributions are plan assets and Defendant is a fiduciary under ERISA who breached his fiduciary duties by failing to make the contributions. As the principal owner and officer of Insulation Coatings, Plaintiffs allege that Mr. Sorce was responsible for its day-to-day operations and "all its decisions pertaining to the payment of contributions to the Funds, including whether to pay contributions." Plaintiffs also argue that Defendant, by signing the payment agreement, "bound Insulation Coatings and himself to the repayment of delinquent fringe benefits." Under ERISA, "[t]o establish the personal liability of a fiduciary, a plaintiff must show 'both that (1) the unpaid contributions were plan assets and (2) [the defendant] exercised a level of control over those assets sufficient to make him [or her] a fiduciary.'" The Court holds Plaintiffs' argument that Mr. Sorce's fiduciary status arises "[b]y virtue of his role with Insulation Coatings" is flawed because Plaintiff must establish that he exercised a level of control sufficient to deem him a fiduciary. Plaintiffs assert in a conclusory fashion that Defendant is responsible for the company's day-to-day operations and decisions regarding benefit contributions payments, including whether to pay them, but they offer no factual allegations or evidence to otherwise show that Defendant's claimed fiduciary status is based on his function, rather than his title, the Court finds. According to the Court, conversely, in the instant action, aside from citing Mr. Sorce's position at Insulation Coatings, Plaintiffs simply allege in a conclusory manner that Defendant "exercised his authority or control over vested Plan assets when he paid other expenses rather than contributions." These allegations are too thin, even with Mr. Sorce's default, to support a conclusion that he exercised sufficient control over the funds at issue to make him personally liable as a fiduciary for Insulation Coatings' delinquent benefits contributions, the Court concludes. To meet the threshold for establishing personal liability, Plaintiffs must provide further support for the fact-intensive inquiry as to how Defendant controlled, handled, and/or used the specific funds at issue during the relevant time period, the Court adds. Plaintiffs' argument that Defendant's signature on the payment agreement between Insulation Coatings and Plaintiffs binds him to repay delinquent benefits contributions also is insufficient, the Court holds. While the payment agreement is only two pages long, there is no explicit language stating that Mr. Sorce was assuming personal liability. Rather, the agreement almost exclusively refers to the "COMPANY" -- rather than an individual -- when addressing responsibilities regarding repayment, the binding nature of the agreement on a successor corporation, and the implications of a failure to make payments pursuant to the agreement, the Court finds. Furthermore, the signature line of the payment agreement reflects that Mr. Sorce signed the document for Insulation Coatings in his capacity as owner, the Court notes. The payment agreement does not follow "the nearly universal practice" of having Defendant sign in both his individual and corporate capacities, the Court says. As a result, the Court cannot conclude on this record that Mr. Sorce's signature on the payment agreement obligates him to individually repay Insulation Coatings' outstanding benefit contributions. Even if Plaintiffs satisfied the standard for a finding of liability, they have not established the amount due, the Court states. The Court previously found that Plaintiffs submitted insufficient evidence to establish that Insulation Coatings owed $21,859.50 in delinquent benefits contributions, and Plaintiffs have not cured this deficiency, the Court notes. According to the Court, the affidavit that Plaintiffs submitted lacks details beyond asserting that the audit balance is $21,859.50, and the documentary evidence is at odds with the requested damages. According to the payment agreement's monthly payments schedule, the total remaining balance as of June 2022 was scheduled to be $23,297.64, and as of July 2022, the balance was scheduled to be $20,436.02. The discrepancy between these amounts and the amount that Plaintiffs assert is outstanding, coupled with the lack of evidence of Insulation Coatings' repayment history, leaves the Court unable to conclude with reasonable certainty the amount in unpaid benefits contributions to which Plaintiffs would be entitled if Defendant was found liable. Plaintiffs' motion is denied because they still have not satisfied the standard for entry of default judgment, the Court holds. A copy of the Court's decision dated July 10, 2024, is available at https://urlcurt.com/u?l=4i0I29 About Insulation Coatings & Consultations Insulation Coatings & Consultants, LLC, provides acoustical and thermal insulations that have been used in commercial, industrial and institutional projects nationwide. The Debtor serves the New York, Pennsylvania, and Ohio areas. Insulation Coatings & Consultants sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Case No. 22-10340) on Aug. 9, 2022. In the petition signed by its manager, Charles C. Sorce, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Taddonio oversees the case. The Debtor tapped Guy C. Fustine, Esq., at Knox McLaughlin Gornall & Sennett, PC as bankruptcy counsel; Colligan Law, LLP, as special counsel; and Schaffner Knight Minnaugh & Co. as accountant. IRREGULAR MIKES: Seeks to Tap Bronson Law Offices as Legal Counsel ------------------------------------------------------------------ Irregular Mikes, LLC, doing business as Baker Street Irregulars, seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Bronson Law Offices, PC to handle its Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: H. Bruce Bronson, Esq., Attorney $525 Paralegal $150 - $250 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $25,000 from the Debtor. Mr. Bronson disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: H. Bruce Bronson, Esq. Bronson Law Offices, P.C. 480 Mamaroneck Ave. Harrison, NY 10528 Telephone: (914) 269-2530 Facsimile: (888) 908-6906 Email: hbbronson@bronsonlaw.net About Irregular Mikes Irregular Mikes, LLC was established in May 2021 as a domestic limited liability company type registered at 1152 First Avenue, New York. Irregular Mikes filed voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y., Case No. 24-10938) on May 28, 2024, with up to $1 million in both assets and liabilities. Judge Michael E. Wiles oversees the case. H. Bruce Bronson, Esq., at Bronson Law Offices, P.C. serves as the Debtor's counsel. ISLAND BREEZE: Seeks to Hire Tranzon Key as Auctioneer ------------------------------------------------------ Island Breeze Grill, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Tranzon Key as auctioneer. The firm's services include: (a) advise the Debtor of the security of the location of the assets and of any need for special handling; (b) provide national advertising campaign; (c) register bidders by name, address, and bidder number; (d) conduct sale and collect auction proceeds, and provide for security and site restoration; (e) provide the Debtor with a sale report; and (f) any other liquidation services for the Debtor. The firm will be compensated as follows: (i) 10 percent of first $25,000, (ii) 6 percent of balance, and (iii) in the event that a sale offer is made and accepted outside of the auction process, the auctioneer shall receive the same commission. William Londrey, a real estate broker at Tranzon Key, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: William G. Londrey, CAI Tranzon Key 3819 Plaza Drive Fairfax, VI 22030 Telephone: (804) 513-0544 Email: blondrey@trazon.com About Island Breeze Grill Island Breeze Grill, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-00258) on Jan. 26, 2024, listing under $1 million in both assets and liabilities. Judge David M. Warren oversees the case. The Debtor tapped John G. Rhyne, Esq., as legal counsel and Dwayne Dowden at Action Tax Relief as tax advisor. ISPECIMEN INC: All Three Proposals Approved at Annual Meeting ------------------------------------------------------------- iSpecimen Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on July 19, 2024, the Company held its Annual Meeting of Stockholders at which the stockholders: (1) elected Tracy Curley and Elizabeth A. Graham as Class III directors each to serve for a three-year term that expires at the 2027 annual meeting of stockholders, or until the election and qualification of their respective successors in office, subject to their earlier death, resignation, or removal; (2) approved an amendment to the Company's Fourth Amended and Restated Certificate of Incorporation to effect a reverse stock split of its outstanding shares of common stock in a ratio to be set at the discretion by the Board, which is in a range from 1-for-10 to 1-for-20; and (3) ratified the appointment of Wolf & Company, P.C. as the Company's independent registered public accounting firm for the year ending Dec. 31, 2024. About iSpecimen Headquartered in Lexington, Massachusetts, iSpecimen -- http://www.ispecimen.com/-- is technology-driven company founded to address a critical challenge: how to connect life science researchers who need human biospecimens for their research, with the billions of biospecimens available (but not easily accessible) in healthcare provider organizations worldwide. The Company's ground-breaking iSpecimen Marketplace platform was designed to solve this problem and transform the biospecimen procurement process to accelerate medical discovery. The iSpecimen Marketplace brings new capabilities to a highly fragmented and inefficient biospecimen procurement market. The Company's technology consolidates the biospecimen buying experience in a single, online marketplace that brings together healthcare providers who have biospecimens and researchers across industry, academia, and government institutions who need them. Boston, Massachusetts-based Wolf & Company, P.C., the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 13, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and has a significant accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. JGA DEVELOPMENT: Hits Chapter 11 Bankruptcy in New Jersey --------------------------------------------------------- Hilary Russ of Law360 Bankruptcy Authority reports that real estate developer JGA Development LLC, which owns and operates 84 units and has been developing dozens more, filed for Chapter 11 protection in New Jersey on Tuesday, July 9, 2024, with up to $50 million each of assets and liabilities. About JGA Development LLC JGA Development LLC is a real estate developer in New Jersey. JGA Development LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 24-16864) on July 9, 2024. In its petition, the Debtor reports between $10 million and $50 million each. The Debtor is represented by: Daniel L Reinganum, Esq. Law Offices Of Daniel Reinganum JGA DEVELOPMENT: Seeks to Hire Michelle Zelina as Special Counsel ----------------------------------------------------------------- JGA Development, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ Michelle Zelina, Esq., an attorney practicing in Florida and New Jersey, as special counsel. The Debtor needs a special counsel to provide legal representation in connection with the sale and contract negotiations as well as addressing any municipal violations that may arise. Ms. Zelina will be compensated at an hourly rate of $525 and $175 per hour for paraprofessionals. Mr. Zelina disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The counsel can be reached at: Michelle Zelina, Esq. The Law Offices of Richard M. Citron 130 Clinton Rd. 201 Fairfield, NJ 07004 Telephone: (954) 305-8775 Email: mzelina13@gmail.com About JGA Development JGA Development, LLC, a real estate investment and development company, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-16864) on July 9, 2024. In the petition signed by Gowtham Reddy, authorized signer, the Debtor disclosed up to $50 million in both assets and liabilities. The Debtor tapped the Law Offices of Daniel Reinganum as bankruptcy counsel and Michele Zelina, Esq., as special counsel. JSG I INC: S&P Rates New First-Lien Delayed-Draw Term Loan 'B-' --------------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level rating and '3' recovery rating to JSG I Inc.'s proposed $40 million first-lien, delayed-draw term loan due in 2026, issued by operating subsidiary JSG II, Inc. The '3' recovery rating indicates S&P's expectation for meaningful (50%-70%; rounded estimate: 50%) recovery for lenders in the event of a payment default. JSG intends to use proceeds from the loan, available up to six months after closing, to fund potential acquisitions. S&P said, "While we do not have clarity regarding an acquisition size, we assume that when funds are drawn our measure of adjusted leverage would generally remain aligned with our prior forecast in the low- to mid-5x area in 2024." The company is also seeking to raise $160 million in incremental, first-lien term debt (fungible with its $410 million first-lien term loan) to repay outstanding amounts under its $152 million second-lien term loan due in 2027 and $35 million revolving credit facility due in 2026 and for transaction related fees and expenses. While S&P anticipates the proposed refinancing to modestly reduce cash interest expense, given that it is largely debt for debt, S&P views it as credit neutral. S&P said, "Our 'B-' issue-level rating and '3' recovery rating on JSG's $570 million first-lien term loan (pro forma to include the proposed $160 million upsize) and $50 million first-lien, delayed-draw term loan are unchanged. Our other ratings on JSG, including the 'B-' issuer credit rating and stable outlook, are unchanged. They incorporate our view that stable demand, normalized channel inventory, and improving EBITDA margin will translate to good profitability and positive free operating cash flow in 2024." ISSUE RATINGS—RECOVERY ANALYSIS Key analytical factors -- Pro forma for the proposed financing transaction, JSG's capital structure will consist of a $35 million senior secured, first-lien revolving credit facility (fully available at closing); $570 million senior secured, first-lien term loan (including the proposed $160 million incremental term loan and $389.5 million term loan debt outstanding, totaling $549.5 million outstanding at closing); $50 million senior secured, first-lien, delayed-draw term loan ($21.1 million drawn), and $40 million proposed senior secured, first-lien, delayed-draw term loan. While the new $40 million delayed-draw term loan will likely be undrawn at close, for purposes of S&P's recovery analysis it assumes the funds are fully drawn. -- The first-lien debt is guaranteed by all material domestic subsidiaries and secured by essentially all domestic assets and 65% of the equity in first-tier foreign nonguarantor subsidiaries. S&P estimates these subsidiaries generate about 20% of consolidated sales. -- S&P's simulated default scenario considers an economic contraction and increasing price competition, leading to sharp revenue and margin declines. This leaves JSG unable to meet its fixed charges and results in a payment default in 2026. -- S&P's valuation assumptions include emergence EBITDA of about $71 million. This is higher than our previous assumption of about $59 million, supported in part by assumed incremental EBITDA associated with a potential acquisition (funded with a draw on the new delayed-draw term loan). -- S&P assumes a 5x EBITDA multiple, which reflects the company's relatively modest scale and market positions. S&P values JSG based on an enterprise value approach. Simulated default assumptions -- Simulated year of default: 2026 -- EBITDA at emergence: $71.4 million -- EBITDA multiple: 5x -- Revolving credit facility: 85% drawn at default -- Debt amounts include six months of prepetition interest. Simplified waterfall -- Gross enterprise value (EV) at emergence: $357 million -- Net EV (after 5% administrative costs): $339.1 million -- Valuation split (obligors/foreign nonguarantors): 80%/20% -- Value available for first-lien debt (collateral/noncollateral): $315.4 million/$23.7 million -- First-lien debt claims: $653.1 million --Recovery expectations: 50%-70% (rounded estimate: 50%) JUS DOORS: Taps Ivey, McClellan, Siegmund, Brumbaugh as Counsel --------------------------------------------------------------- JUS Doors, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to employ the law firm of Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP as counsel. The firm's services include: (a) assist in investigating and examining contracts, leases, financing statements and other related documents; (b) determine the rights and priorities of lienholders; (c) advise in preserving the Debtor's properties and assets; and (d) assist the Debtor in administering this estate. The hourly rates of the firm's professionals are as follows: Charles M. Ivey III, Attorney $550 Samantha K. Brumbaugh, Attorney $400 Dirk W. Siegmund, Attorney $400 Darren A. McDonough, Attorney $400 John M. Blust, Attorney $300 Charles M. Ivey IV, Attorney $300 Melissa M. Murrel, Paralegal $125 Tabitha D. Harper, Paralegal $125 Janice Childers, Paralegal $100 In addition, the firm will seek reimbursement for expenses incurred. The Debtor paid the firm a prepetition retainer in the amount of $19,742.52. Mr. Siegmund disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Dirk W. Siegmund, Esq. Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP P.O. Box 3324 Greensboro, NC 27402 Telephone: (336) 274-4658 Email: dws@iveymcclellan.com About JUS Doors JUS Doors, Inc. offers full design, fabrication, installation, service & maintenance of four fold doors, hangar doors, and custom doors across the U.S., Canada, and Mexico. JUS Doors filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 24-10432) on July 12, 2024. In the petition signed by Michael Peters, president, the Debtor disclosed up to $10 million in both assets and liabilities. Dirk W. Siegmund, Esq., at Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP serves as the Debtor's bankruptcy counsel. KINETIC ENTROPY: Commences Subchapter V Bankruptcy Process ---------------------------------------------------------- Kinetic Entropy LLC filed Chapter 11 protection in the Central District of California. According to court filing, the Debtor reports $2,803,500 in debt owed to 1 and 49 creditors. The petition states funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for July 29, 2024 at 2:00 p.m. in Room Telephonically on telephone conference line: 1-866-811-2961. participant access code: 9609127. About Kinetic Entropy LLC Kinetic Entropy LLC is part of the traveler accommodation industry. Kinetic Entropy LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-15376) on July 8, 2024. In the petition filed by Patricia L. Stewart, as managing member, the Debtor reports total assets of $4,015,600 and total liabilities of $2,803,500. The Honorable Bankruptcy Judge Sheri Bluebond oversees the case. The Debtor is represented by: Anerio Ventura Altman, Esq. LAKE FOREST BANKRUPTCY P.O. Box 515381 Los Angeles Tel: (949) 218-2002 Email: avaesq@lakeforestbkoffice.com KNOWLTON DEVELOPMENT: Fitch Affirms 'B-' IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed the ratings for Knowlton Development Corporation, Inc. (KDC), including the Issuer Default Ratings (IDRs) for KDC, KDC US Holdings, Inc. and kdc/one Development Corporation, Inc. at 'B-'. The Rating Outlook is Stable. KDC's 'B-' IDR reflects its position as a global leader in custom formulation, packaging and manufacturing solutions for beauty, personal care and home care brands, supported by a diverse product portfolio and customer base, ranging from blue-chip names to "indie" brands, with whom the company typically maintains long-term relationships. The ratings also consider KDC's leverage at around low-6x, weak interest coverage metrics and lack of consistent FCF generation. While medium-term EBITDA leverage could remain around 6x, KDC would need to demonstrate continued organic EBITDA growth, track record with sustaining leverage below 7x due to past high leverage related to acquisitions and shareholder distributions, improved interest coverage metrics and sustained positive FCF generation to consider a positive rating action. KEY RATING DRIVERS Defensible Competitive Advantage: KDC is one of the largest players in the market for outsourced custom formulation, packaging and manufacturing solutions for beauty, personal care and home care brands operating 28 manufacturing facilities worldwide. Within the beauty and personal care segment, the company's customers range from indie brands to giants in consumer-packaged goods, providing a natural hedge to rapidly changing industry dynamics. Customer concentration is moderate with the company serving over 800 customers worldwide across over 1,000 brands. KDC's business model of partnering with its customers to create innovative products and rapidly bringing them to market fosters entrenched, long-tenured customer relationships with low churn and high switching costs. Significant investments in R&D and technology and a breadth of product expertise enables KDC to provide global turnkey solutions that solidify its competitive advantage. KDC's business model also enables raw material cost pass through that helps mitigate exposure to input volatility as roughly half of KDC's revenue derives from pass through costs. Relatively Stable End Markets: KDC benefits from operating in end markets where demand is relatively stable, even during recessionary conditions. Fitch estimates that personal care sales remained flat to positive during the global financial crisis as the sector benefits from low price points and due to the everyday use nature of health and beauty products. The company's flexible manufacturing base allows it to redirect capacity from segments of weak demand to areas of strength. Order Variability: KDC still experienced variability in orders the past two years due to declines from customers seeking to align their inventory levels with consumer demand and global supply chain disruptions, which weighed on revenue growth. Organic revenue growth declined by around 3% in FY2023 largely due to volume. The overall decrease in Beauty & Personal Care's (BPC) 2024 revenues as destocking trends moderated throughout the year were more than offset by growth in the Home Care segment resulting in about 1% total growth. Fitch projects KDC's organic revenue growth could be in the mid-single digits in FY2025 as volumes further recover in the BPC segment coupled with new business wins. EBITDA Margin Recovery: Fitch-calculated EBITDA margins recovered in FY2024 to slightly above pre-pandemic levels due to structural cost removal, operating leverage benefits, efficiencies/improvement initiatives and favorable benefit of pass-through mechanisms. This drove strong growth in EBITDA in Home Care and moderate growth in BPC. EBITDA margins could trend modestly higher in FY2025/FY2026 due to operating leverage, continuing efficiencies/initiatives and improved mix. A pullback in discretionary consumer spending due to ongoing pressures and inflation fatigue negatively affecting volumes during FY2025 remains a risk. Leverage Expectations Around 6x: KDC has acquired 10 companies since 2019, which has increased its global exposure with added scale in Europe and Asia. When combined with organic growth, this more than doubles FY2024 revenues to in excess of $2.6 billion from $1 billion. KDC's acquisition strategy supplements organic growth by adding capabilities in adjacent new markets to enable the company to capitalize on cross-selling opportunities in its customer base. Its highly acquisitive strategy has resulted in elevated leverage at times though equity contributions from sponsors has been somewhat of an offset. EBITDA leverage declined to the low-6x in FY2024, which compares to EBITDA leverage for FY2022/FY2023 in the low 7x area. Fitch projects EBITDA leverage could trend around 6x in FY2025/FY2026 reflecting EBITDA growth and modest debt increases from bolt-on M&A. Nevertheless, the company could also pursue opportunistic larger acquisitions to grow its capabilities that could result in EBITDA leverage being sustained above 7x. The company also made debt financed shareholder distributions in 2021, resulting in increased leverage. FCF Expectations: FY2024 FCF was modestly positive due to improved EBITDA, lower capital spending and benefit from focus on working capital initiatives which was partially offset by higher interest costs. This follows FCF deficits from FY2021 to FY2023 driven by sharply higher capex in FY2022 that remained comparatively high in FY2023 to support the company's organic growth initiatives and new contract wins coupled with higher interest expense. For FY2025, Fitch projects a modest FCF deficit based on its forecast which assumes higher EBITDA, roughly similar interest costs to FY2024, modestly lower capital spending and slightly negative working capital. Fitch projects FCF could turn positive in FY2026 supported by growth in EBITDA and moderating interest costs. Parent Subsidiary Linkage: Fitch's analysis includes a weak parent/strong subsidiary approach between the parent and its subsidiaries kdc/one Development Corp. Inc. and KDC US Holdings, Inc. Fitch assesses the quality of the overall linkages as high which results in an equalization of IDRs across the corporate structure DERIVATION SUMMARY KDC's credit profile can be compared against other rated consumer product companies such as ACCO Brands Corporation (BB/Stable), Central Garden & Pet Company (BB/Stable) and Newell Brands Inc. (B+/Stable). KDC has higher financial leverage and has a smaller operating scale than Newell and Central. ACCO's ratings reflect historically consistent FCF, which it has used to reduce debt and maintain reasonable EBITDA leverage over the past several years. Fitch expects ACCO's leverage will trend below 4x across the rating horizon and that the company will continue to generate good FCF. The rating and Outlook are constrained by secular challenges in the office products industry, and channel shifts within the company's customer mix. Fitch expects recent top line weakness related to spending pullbacks in key discretionary categories like electronics to continue into 2024. Central's ratings reflect its strong market positions in the pet, lawn & garden segments and ample liquidity supported by strong cash on balance sheet and robust FCF. Fitch expects EBITDA leverage to be in the mid-3x in FY 2024 (ending September) and FY 2025. These strengths are moderated by Fitch's expectation that Central's revenues could decline in the mid-to-low single digits in FY 2024, its limited scale with projected EBITDA in the mid-$300 million, and customer concentration risk. Newell's ratings reflect ongoing challenges that indicate significantly reduced medium-term earnings power and cash flow. Beyond the overall slowdown in discretionary consumer spending, execution risk remains a concern, as Newell continues to realign and restructure its business segments and supply chain network and reposition its brand portfolio, which could further disrupt operations. Fitch therefore expects EBITDA to remain below $1 billion, with EBITDA leverage at just over 6x in 2024 and the high 5x in 2025. KEY ASSUMPTIONS - Fitch projects organic revenue growth in FY2025 could be in the mid-single digits as volumes further recover in the BPC segment coupled with new business wins. Growth in the BPC segment is expected to outpace growth in Home Care. Revenue growth in FY2026 and beyond could be in the low-to-mid single digits supported by growth within the Home Care, Beauty and Personal Care categories which are expected to experience favorable growth trends with KDC expected to gain share.; - Fitch calculated EBITDA margins could trend modestly higher in FY2025/FY2026 due to operating leverage, continuing efficiencies/initiatives and improved mix; - KDC has exposure to variable interest rates through its revolver and term loans. Fitch assumes 3.5% to 4.9% annualized base rates for SOFR and 2.6% to 3.5% for EURIBOR; - Capex declining modestly in FY2025 as the company completes a period of elevated capex related to growth initiatives and staying relatively flat in FY2026 and beyond; - A modest FCF deficit in FY2025 which assumes higher EBITDA, roughly similar interest costs to FY2024, and slightly negative working capital. FCF turning positive in FY2026 supported by growth in EBITDA and moderating interest costs; - EBITDA leverage could trend around 6x in FY2025/FY2026 reflecting EBITDA growth and increased debt from smaller bolt-on M&A. Fitch anticipates the company could also pursue opportunistic bolt-on acquisitions to grow its capabilities that support cross-selling and synergy opportunities that could result in EBITDA leverage above 7x; - Interest coverage metrics around 2x in FY2025 and FY2026. RECOVERY ANALYSIS For issuers with IDRs of 'B+' and below, Fitch performs a recovery analysis for each class of obligations of the issuer. The issue ratings are derived from the IDR, the relevant Recovery Rating and prescribed notching. The recovery analysis assumes that KDC would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch assumes a material loss in revenue from existing customers or some customer attrition resulting in a loss of revenue around 15% from projected fiscal 2024 levels with EBITDA margins in the 9% area. The GC EBITDA estimate of $200 million reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the enterprise valuation. Fitch applies a 6.0x enterprise value/EBITDA multiple, modestly below the 6.3x median multiple for Food, Beverage and Consumer bankruptcy reorganizations analyzed by Fitch. The multiple reflects the company's leading position in its formulation, packaging and manufacturing businesses, its diverse and sticky customer relationships, modestly offset by its lack of consumer brand recognition. After deducting 10% for administrative claims, KDC's first lien secured debt is expected to have good recovery prospects (51%-70%) and is assigned 'B'/'RR3' ratings. The secured debt is secured by a first priority interest in substantially all assets of the borrowers (kdc/one Development Corporation, Inc and KDC US Holdings, Inc.) and the guarantors (material direct and indirect wholly-owned U.S. subsidiaries. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: - A positive rating action could occur if KDC's operating trajectory, business investments along with acquisitions meets Fitch's expectations for continued revenue and EBITDA growth, sustained positive FCF and a commitment or demonstrated record that increases confidence with KDC sustaining EBITDA leverage under 7x and interest coverage above 2.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: - A negative rating action could occur if a pullback in discretionary consumer spending leads to top-line weakness or EBITDA declines, persistent negative FCF, or if an acceleration of the company's acquisition strategy or any debt-financed transaction such as special shareholder distributions results in sustained EBITDA leverage over 8x and interest coverage approaching 1.0x, leading to concerns around the viability of the company's capital structure. LIQUIDITY AND DEBT STRUCTURE Solid Liquidity: KDC's liquidity as of April 30, 2024, pro forma for the repricing and upsizing of its USD and EUR term loans by USD70 million and EUR30 million respectively in May 2024, exceeded $400 million. Liquidity consists of around $90 million in cash and more than $330 million in availability on its $360 million revolving credit facility expiring May 2028. ISSUER PROFILE KDC is a global leader in custom formulation and manufacturing solutions for beauty, personal care and home care brands. It provides services from product ideation and formulation to design, packaging and manufacturing. KDC serves over 800 customers globally across over 1,000 brands. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch adjusted historical EBITDA for stock-based compensation, acquisition related costs, litigation and other legal fees, severance related costs, business transformation costs and reorganizational and restructuring costs associated with the closure of Lynchburg facility. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Zobele Mexico, S.A. de C.V. senior secured LT B Affirmed RR3 B KDC US Holdings, Inc. LT IDR B- Affirmed B- senior secured LT B Affirmed RR3 B kdc/one Development Corporation, Inc. LT IDR B- Affirmed B- senior secured LT B Affirmed RR3 B Knowlton Development Corporation, Inc. LT IDR B- Affirmed B- LAKE CITY WAY: 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 Lake City Way Development Partners, LLC. About Lake City Way Development Partners Lake City Way Development Partners, LLC, a company in Tampa, Fla., sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-11485) on June 14, 2024, with $1 million to $10 million in both assets and liabilities. Mark Gerenger, manager, signed the petition. Judge Christopher M. Alston oversees the case. The Debtor is represented by Jason E. Anderson, Esq., at Emerald City Law Firm, PC. LAKE CITY: Hires Emerald City Law Firm PC as Counsel ---------------------------------------------------- Lake City Way Development Partners LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Emerald City Law Firm PC to handle its Chapter 11 case. The firm will be paid at the rate of $350 per hour. The firm will be paid a retainer in the amount of $2,200, plus filing fee of $1,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Jason E Anderson, a partner at Emerald City Law Firm 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: Jason E Anderson, Esq. Emerald City Law Firm PC 20935 6th Ave S Des Moines, WA 98198 Tel: (206) 849-8549 Fax: (206) 260-1316 Email: Jason@jasonandersonlaw.com About Lake City Way Development Partners LLC Lake City Way Development Partners LLC is a limited liability company. Lake City Way Development Partners LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-11485) on June 14, 2024. In the petition filed by Mark Gerenger, as manager, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Christopher M. Alston oversees the case. The Debtor is represented by Jason E Anderson, Esq. of EMERALD CITY LAW FIRM PC. LAPEER AVIATION: Jennings, et al. Lose Challenge to Exit Plan ------------------------------------------------------------- In the appealed case styled CARL JENNINGS, et al., Appellants, LAPEER AVIATION, INC, Appellee, Civil Case No. 22-10511, (E.D. Mich.), Judge Linda V. Parker of the United States District Court for the Eastern District of Michigan denied the Appellants' Motion for Rehearing. Carl Jennings, Christopher Lewis, Ron Keil, and Betty Keil raise two arguments for rehearing: (1) the Court overlooked certain facts when considering whether the bankruptcy court had jurisdiction to enter an order confirming the Bankruptcy Plan while an appeal of the motion to dismiss was pending; and (2) the Court misapplied the law when considering whether the appeal was constitutionally moot. According to Judge Parker, the Court did not overlook these facts when it previously considered whether the bankruptcy court had jurisdiction to confirm the Bankruptcy Plan while the appeal of its decision on Appellants' motion to dismiss was pending. The Court found that the bankruptcy court had jurisdiction to confirm the Bankruptcy Plan as it did not revisit, comment upon, or supplement its earlier decision on the motion to dismiss for lack of authority when confirming the Plan, while the appeal of the motion to dismiss was on appeal. The Court held that the issue on appeal -- whether there was corporate authority to file the bankruptcy plan -- was not so closely related to the issue of confirmation of the Plan as to "impermissibly interfere with the rights of Appellants," which would implicate the bankruptcy court's jurisdiction over the issue. Appellants argue that the Court misapplied the law as it relates to its constitutional mootness finding. Specifically, Appellants argue that this matter is not moot as granting their motion, and reversing the bankruptcy court's order that there was authority to file the bankruptcy petition, will result in one of the Appellants -- Carl Jennings -- having equal management rights and will prevent Gene Kopczyk -- the sole member of CGA -- from taking future actions as the sole authority on behalf of all Debtors. They argue that this would be "meaningful relief" the Court could grant, thus, the appeal is not constitutionally moot. The Court pointed out Appellants did not seek a stay of proceedings during the pendency of the appeal and the Bankruptcy Plan was confirmed. Failure to obtain a stay is fatal when seeking revocation, the Court noted. The bankruptcy court denied Appellants' motion. In Appellants' original motion before the bankruptcy court, their requested relief was dismissal of the bankruptcy petition, arguing that it was filed without corporate authority, in bad faith, and as a litigation tactic, the Court found. At this stage, reversal of the bankruptcy court's decision that there was proper authority to file the petition would amount to revocation of the order confirming the Bankruptcy Plan, according to the Court. This is relief the Court cannot grant as the Bankruptcy Plan has been confirmed, more than 180 days have passed, no accusations of fraud have been asserted, and Appellants did not obtain a stay, the Court held. Thus, the appeal is moot as this Court cannot grant any meaningful relief, the Court concluded. A copy of the Court's decision dated July 22, 2024, is available at https://urlcurt.com/u?l=tpRBya About Lapeer Aviation and CG Acquisitions Since 1997, Lapeer Aviation, Inc., has operated as a fixed-based operator ("FBO") at the "D95" airport in Mayfield Township, Michigan. D95 is home to runways, hangers, and other accommodations which LAI operates pursuant to agreement with Mayfield Township. The FBO offers a wide range of services to aviators across the country, including but not limited to aircraft maintenance. LAI also operates a flight school at D95 where aspiring aviators can take classes in an effort to earn a pilot's license. All of the shares of LAI were purchased by CG Acquisitions, LLC, on June 22, 2018. Since that date, the current member of CG Gene Kopczyk has been involved with FBO operations. The FBO currently has 8 full time employees and is a dealer for one of the largest manufacturers of avionics equipment in the country. Lapeer Aviation, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-31500) on Nov. 5, 2021, listing under $1 million in both assets and liabilities. CG Acquisitions, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 21-31511) on Nov. 9, 2021, listing under $1 million in both assets and liabilities. Gene Kopczyk, as president of LAI and as member of CG, signed the petitions. The two cases were jointly administered. Judge Joel D. Applebaum presided over the cases. Winegarden, Haley, Lindholm, Tucker & Himelhoch, PLC served as the Debtors' counsel. A Chapter 11 plan was confirmed in the bankruptcy cases on Nov. 4, 2022. LEASING TRUCK: Seeks Chapter 11 Bankruptcy Protection ----------------------------------------------------- Leasing Truck Solution Inc. filed Chapter 11 protection in the Northern District of Illinois. According to court documents, the Debtor reports $9,106,341 in debt owed to 50 and 99 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 1, 2024 at 1:30 p.m. in Room Telephonically on telephone conference line:(877) 953-9691. participant access code: 4948769. About Leasing Truck Solution Inc. Leasing Truck Solution Inc. is a truck and trailer leasing company in Carol Stream, Illinois. Leasing Truck Solution Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-09880) on July 8, 2024. In the petition filed by Igor Terletsky, as president, the Debtor reports total assets of $1,960,000 and total liabilities of $9,106,341. Honorable Bankruptcy Judge Timothy A. Barnes oversees the case. The Debtor is represented by: David Freydin, Esq. LAW OFFICES OF DAVID FREYDIN 8707 Skokie Blvd Suite 305 Skokie, IL 60077 Tel: 888-536-6607 Fax: 866-575-3765 Email: david.freydin@freydinlaw.com LEFT TURN: Files Amendment to Disclosure Statement -------------------------------------------------- Left Turn, LLC, submitted an Amended Disclosure Statement for Chapter 11 Plan of Liquidation dated July 9, 2024. The Debtor last sold real estate in January 2022, when it sold property located at Proposed AF Crossings Plats E-1 and E-2 to an unrelated third party for fair value. The buyer was Keystone Construction, LLC, and the purchase price was $4,026,500.00. The vast majority of the proceeds of that sale ($4,012,398.25) were paid to an unrelated lender secured by that land called SDP Reit. Because all of the net proceeds of the land have been paid to lenders and the costs of development, the Debtor has never turned a profit and never made any distribution to its equity owners. The Debtor valued the Remaining Land in its bankruptcy schedules as worth $175,800.00 based on the taxed assessed value of the land. The Debtor believed as of its Petition Date that this tax assessed value is likely close to market value, but will ultimately defer to professional realtors and the market itself to determine the value of the Remaining Land. By this Court's Order dated May 21, 2024, the sale of the Remaining Land was approved for a gross sale price of $150,000.00, and the Debtor received net proceeds at the closing of $137,011.24. Under the Plan, the Debtor's Estate and all of its remaining assets will become property of the Liquidating Trust, and a Liquidating Trustee will be appointed to conduct an orderly liquidation of the assets with the goal of maximizing returns to creditors. The Plan proposes that John H. Curtis, a Managing Director of Rocky Mountain Advisory, LLC ("RMA"), a Salt Lake City based advisory and professional services firm, will serve as the Liquidating Trustee for the Liquidating Trust and will have overall responsibility for the liquidation. In particular, the Liquidating Trustee will be responsible for liquidating all remaining assets, including evaluating and prosecuting Causes of Action to the extent appropriate, objecting to Claims as appropriate, and making distributions to creditors. The Liquidating Trustee will also be responsible for holding and administering all post-confirmation cash and bank accounts of the Liquidating Trust. The Debtor submits that the liquidation of all remaining assets of its Estate through the Liquidation Trust mechanism has the best potential for maximizing the returns to creditors. The proposed Liquidating Trustee is familiar with the claims against the Debtor and the Debtor's remaining assets as a result of his work as CRO and financial advisor to the Debtor during its Chapter 11 bankruptcy case and will be able to efficiently work with RMA and CK to maximize the proceeds of these assets and to seek the disallowance of any objectionable claims. Like in the prior iteration of the Plan, the Plan provides that the Liquidating Trustee will pay Class 2 General Unsecured Claims (i) $100,000.00, distributed on a Pro Rata basis to Holders of Allowed General Unsecured Claims; and (ii) subsequent distribution(s) of a Pro Rata share of the Unsecured Distribution Amount. The Debtor's Schedule E lists a total of $2,403,000.00 in General Unsecured Claims. The Liquidating Trustee may employ attorneys, accountants, or other professionals as he may deem appropriate and pay such professionals reasonable fees and expenses. Professionals employed by the Liquidating Trustee shall not be subject to Bankruptcy Court approval, and their compensation shall not be subject to Bankruptcy Court approval. Provided, however, that upon written request the Liquidating Trustee shall provide invoices for the post-confirmation services of professionals to the Office of the United States Trustee or requesting creditors. Provided further, in the event the compensation of Professionals, the Liquidating Trustee or the Liquidating Trustee's Professionals exceed the estimated amounts set forth in the Plan Projections by 20%, plus the amounts of retainers those professionals held on the Petition Date, the Liquidating Trustee shall not further compensate professionals unless and until their compensation in excess of that amount is approved by the Court after notice to the US Trustee and all creditors, and a hearing. The Liquidating Trustee shall receive compensation for his post confirmation services at the rate of $365 per hour, subject to normal periodic increases. Post-confirmation Compensation of the Liquidating Trustee shall not be subject to approval of the Bankruptcy Court, and shall be paid in the ordinary course. Provided, however, that upon written request the Liquidating Trustee shall provide invoices for his post-confirmation services to the Office of the United States Trustee. In the event the compensation of Professionals, the Liquidating Trustee or the Liquidating Trustee's Professionals exceed the estimated amounts set forth in the Plan Projections by 20%, plus the amounts of retainers those professionals held on the Petition Date, the Liquidating Trustee shall not further compensate professionals unless and until their compensation in excess of that amount is approved by the Court after notice to the US Trustee and all creditors, and a hearing. Following the Effective Date, the Liquidating Trustee shall conduct an orderly liquidation of the remaining property of the consolidated Estate consistent with the terms of the Plan and the Liquidating Trust. A full-text copy of the Amended Disclosure Statement dated July 9, 2024 is available at https://urlcurt.com/u?l=BR5R5H from PacerMonitor.com at no charge. Attorneys for the Debtor: George B. Hofmann, Esq. COHNE KINGHORN, PC 111 E. Broadway, 11th Floor Salt Lake City, UT 84111 Telephone: (801) 363-4300 Email: ghofmann@ck.law About Left Turn Left Turn, LLC, is engaged in activities related to real estate. The company is based in Cottonwood Heights, Utah. Left Turn filed its voluntary petition for Chapter 11 protection (Bankr. D. Utah Case No. 24-20129) on January 12, 2024, with up to $500,000 in assets and up to $10 million in liabilities. Scott Smithson, manager, signed the petition. Judge Peggy Hunt presides over the case. George B. Hofmann, Esq., at Cohne Kinghorn, PC represents the Debtor as legal counsel. LEVINTE INC: Commences Subchapter V Bankruptcy Protection --------------------------------------------------------- Levinte Inc. filed Chapter 11 protection in the Northern District of Illinois. According to court filing, the Debtor reports $2,949,040 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for July 29, 2024 at 1:30 p.m. in Room Telephonically on telephone conference line:(877) 953-9691. participant access code: 4948769. About Levinte Inc. Levinte Inc. is carrier company in Illinois. Levinte Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-09868) on July 7, 2024. In the petition filed by Constantin Levinte, as president, the Debtor reports total assets of $1,330,900 and total liabilities of $2,949,040. The Honorable Bankruptcy Judge Jacqueline P. Cox oversees the case. The Debtor is represented by: David Freydin, Esq. LAW OFFICES OF DAVID FREYDIN 8707 Skokie Blvd., Suite 305 Skokie, IL 60077 Tel: 888-536-6607 Fax: 866-575-3765 E-mail: david.freydin@freydinlaw.com LITHIUM PRODUCTS: Taps Tarpy Cox Fleishman & Leveille as Counsel ---------------------------------------------------------------- Lithium Products, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Tarpy, Cox, Fleishman & Leveille, PLLC to handle its Chapter 11 case. The firm will be paid at these hourly rates: Thomas Leveille, Attorney $375 Lynn Tarpy, Attorney $350 Ed Shultz, Attorney $350 Associate Lawyer $200 Paralegal/Law Clerk $75 - $95 In addition, the firm will seek reimbursement for expenses incurred. The firm received an initial retainer of $25,238, including the filing fee of $1,738, from the Debtor. Lynn Tarpy, Esq., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lynn Tarpy, Esq. Tarpy, Cox, Fleishman & Leveille, LLP 1111 N. Northshore, Suite N-290 Knoxville, TN 37919 Telephone: (865) 588-1096 Facsimile: (865) 588-1171 Email: ltarpy@tcflattorneys.com About Lithium Products Lithium Products, LLC offers ultra lightweight lithium-ion batteries to the racing, EV, marine, fleet, and specialty markets. Lithium Products filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No. 24-31215) on July 11, 2024. In the petition signed by Kevin Bennett, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Suzanne H. Bauknight oversees the case. Lynn Tarpy, Esq., at Tarpy, Cox, Fleishman & Leveille, LLP serves as the Debtor's bankruptcy counsel. LL FLOORING: F9 Says 3 Nominees Elected to Board ------------------------------------------------ Greg Chang of Bloomberg News reports that F9 Investments says that all 3 nominees were elected to LL Flooring board. According to a preliminary tabulation of voting results, nominees Tom Sullivan, Jason Delves and Jill Witter were elected, F9 Investments said. Bloomberg reported in late June 2024 that LL Flooring Holdings Inc. is getting operational help from advisers at AlixPartners as it looks to shore up its cash reserves, according to people familiar with the matter. The flooring retailer, formerly known as Lumber Liquidators, is battling slumping sales as dismal home sales, higher interest rates and inflation have crimped spending on home improvement. Meanwhile, its other advisers at Houlihan Lokey Inc. have been reaching out to potential investors about a deal to inject fresh capital into the company, said the people, who asked not to be identified because discussions are private. About LL Flooring Holdings Richmond, Va.-based LL Flooring Holdings, Inc. is a multi-channel specialty retailer of flooring and flooring enhancements and accessories, operating as a single operating segment. The Company offers an extensive assortment of hard-surface flooring including waterproof hybrid resilient, waterproof vinyl plank, solid and engineered hardwood, laminate, bamboo, tile, and cork, with a wide range of flooring enhancements and accessories to complement. In addition, the Company also began offering carpet during 2023 and provides in-home delivery and installation services to its customers. As of March 31, 2024, the Company has $523.1 million in total assets, $393.6 million in total liabilities, and $129.5 million in total stockholders' equity. LOUISIANA FIRE: Hires Arville Paul Rachel Jr. as Accountant ----------------------------------------------------------- Louisiana Fire Extinguisher, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Louisiana to employ Arville Paul Rachel, Jr., CPA, APAC as accountant. The firm will provide professional accounting services in connection with the preparation of its tax returns, monthly reports and Chapter 11 Plan. The firm will be paid at these rates: Arville Paul Rachel, Jr., CPA $280 per hour Kelly Taylor, Accountant $195 per hour Patrick Rachel, Accountant $160 per hour Rebecca Fritter, Bookkeeper $95 per hour Laura Marshall, Clerical $65 per hour The firm received a retainer in the amount of $17,254.50. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Arville Paul Rachel, Jr., CPA, 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: Arville Paul Rachel, Jr., CPA Arville Paul Rachel, Jr., CPA, APAC 7266 Tom Drive, Suite 100 Baton Rougue, LA 70806 Tel: (225) 928-9163 About Louisiana Fire Extinguisher, Inc. Louisiana Fire Extinguisher Inc. -- https://louisianafire.com/ -- specializes in Inspection, Repair, and Installation of Fire Sprinklers, Backflow, Hood Vent, Fire Alarm, and Extinguishers. Louisiana Fire Extinguisher Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. La. Case No. 24-10478) on June 17, 2024. In the petition signed by John Mallory Grace, Jr., as president, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Noel Steffes Melancon, Esq. at THE STEFFES FIRM, LLC. LSL PERKINS: Case Summary & Six Unsecured Creditor -------------------------------------------------- Debtor: LSL Perkins, LLC 5710 NW 63rd Place Parkland, FL 33067 Business Description: LSL Perkins is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 23, 2024 Court: United States Bankruptcy Court Middle District of Louisiana Case No.: 24-10581 Debtor's Counsel: William E. Steffes, Esq. THE STEFFES FIRM, LLC 13702 Coursey Blvd. Building 3 Baton Rouge, LA 70817 Tel: 225-751-1751 Email: bsteffes@steffeslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Stephen J. Noyola as sole member/manager. A copy of the Debtor's list of six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JJHDZSY/LSL_Perkins_LLC__lambke-24-10581__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/IYYQPEQ/LSL_Perkins_LLC__lambke-24-10581__0001.0.pdf?mcid=tGE4TAMA LUCKY NUMBER: Seeks to Hire ERA Ranch and Sea Realty as Broker -------------------------------------------------------------- Lucky Number Seven, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ ERA Ranch and Sea Realty as real estate broker. The broker's services include: (a) order, analyze, and prepare documentation necessary to market the Debtor's property for sale; (b) list the Debtor's property for sale on appropriate listing services based on the nature of the property, respond to purchase inquiries, and solicite reasonable offers for it; (c) convey all reasonable purchase offers to the Debtor, advise it concerning the offers, and subject to its approval, confirm acceptance of offers; and (d) prepare any and all documents required to consummate the sale of the property. The broker will receive a total commission of 6 percent of the listing price or if an agreement is entered into, of the contract price of the property. Additionally, the broker is authorized to compensate a cooperating buyer's agent 3 percent from its commission of the purchase price from the proceeds in escrow. Cessly Bartlett, a certified real estate broker at ERA Ranch and Sea Realty, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Cessly Bartlett ERA Ranch and Sea Realty 2963 Carlsbad Blvd. Carlsbad, CA 92008 Telephone: (951) 772-6250 Email: yourfour11@gmail.com About Lucky Number Seven Lucky Number Seven, Inc. owns two properties in Bernardino, CA having a total comparable sale value of $1.07 million. Lucky Number Seven, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-15263) on July 2, 2024. In the petition signed by Micaiah James Ernest Barber, chief executive officer, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Anthony O. Egbase, Esq., at A.O.E. Law & Associates, APC serves as the Debtor's bankruptcy counsel. M.P.M. PROPERTY: Seeks to Hire Robert M. Stahl as Legal Counsel --------------------------------------------------------------- M.P.M. Property Management, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire Law Offices Robert M. Stahl, LLC as its counsel. The firm's services include: a. advising the Debtor of its rights, powers and duties; b. advising the Debtor concerning, and assisting in the negotiation and documentation of, financing agreements, debt restructurings, cash collateral arrangements and related transactions; c. representing the Debtor in defense of any proceedings instituted to reclaim property or to obtain relief from the automatic stay under Section 362(a) of the Bankruptcy Code; d. representing the Debtor in any proceedings instituted with respect to certain Debtor's use of cash collateral; e. reviewing the nature and validity of liens asserted against the property of the Debtor and advising the Debtor concerning the enforceability of such liens; f. advising the Debtor concerning the actions that it might take to collect and to recover property for the benefit of the Debtor's estate; g. preparing schedules and legal documents, and reviewing all financial reports to be filed in the Debtor's Chapter 11 case; h. advising the Debtor concerning, and preparing response to, legal papers that may be filed and served; i. counseling the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization or liquidation and related documents; and j. performing all other legal services. The Law Offices of Robert M. Stahl will be paid as follows: Robert M. Stahl $495 Paralegals $225 The firm received a retainer in the amount of $10,000. As disclosed in court filings, the Law Offices of Robert M. Stahl is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert M. Stahl, Esq. Law Offices of Robert M. Stahl, LLC 1142 York Road Lutherville, MD 21093 Tel: (410) 825-4800 Fax: (410) 825-4880 Email: stahllaw@comcast.net About M.P.M. Property Management M.P.M. Property Management, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Md. Case No. 24-15501) on June 29, 2024, with $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Michael P. Marzullo, owner and managing member, signed the petition. Judge David E. Rice presides over the case. Robert M. Stahl, Esq., at the Law Offices of Robert M. Stahl represents the Debtor as bankruptcy counsel. MADDIEBRIT PRODUCTS: Taps Margulies Faith as Bankruptcy Counsel --------------------------------------------------------------- Maddiebrit Products, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Margulies Faith, LLP as general bankruptcy counsel. The firm's services include: (a) negotiate with some or all of the Debtor's secured and unsecured creditors and other parties in interest; (b) advise the Debtor with regard to the requirements of the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules and the Office of the United States Trustee; (c) advise the Debtor with regard to certain rights and remedies of its Chapter 11 estate and the rights, claims and interests of its creditors; (d) represent the Debtor in proceedings and/or hearings in the Bankruptcy Court involving it unless it's represented in such proceeding or hearing by special counsel; (e) prepare or assist the Debtor in the preparation of reports, applications, pleadings and orders for filing with the Bankruptcy Court; (f) assist the Debtor in the negotiation, formulation, preparation and attempt to confirm a plan of reorganization and the preparation and attempt to receive approval of a disclosure statement in respect of the plan; and (g) perform any other services which may, in attorney's judgment, be appropriate in attorney's representation of the Debtor during the case. The firm will be paid at these hourly rates: Partners $550 - $690 Associates $465 Paralegals $235 - $275 The Debtor paid the firm a prepetition retainer in the amount of $251,042. Craig Margulies, Esq., an attorney at Margulies Faith, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig Margulies, Esq. Margulies Faith, LLP 16030 Ventura Blvd., Suite 470 Encino, CA 91436 Telephone: (818) 705-2777 Facsimile: (818) 705-3777 Email: Craig@MarguliesFaithLaw.com About Maddiebrit Products Maddiebrit Products, LLC offers eco-friendly cleaning products that provide healthier, effective, and safer alternatives to conventional home cleaning products. Maddiebrit Products filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-10682) on July 18, 2024. In the petition signed by Michael Edell, chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Ronald A. Clifford, III oversees the case. Craig Margulies, Esq., at Margulies Faith, LLP serves as the Debtor's counsel. MAJOSTAN CORP: Hires Marcus & Millichip as Real Estate Broker ------------------------------------------------------------- Majostan Corp. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Marcus & Millichip Real Estate Investment Services, Inc. as its real estate broker. The Debtor needs a real estate broker to market its property located at 23-52 31st Street, Queens, New York 11105. The broker will receive a commission of 5 percent of the property's purchase price. Jakub Nowak, a licensed associate real estate broker at Marcus & Millichip Real Estate Investment Services, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jakub Nowak Marcus & Millichip Real Estate Investment Services, Inc. 260 Madison Avenue, 5th Floor New York, NY 10016 Telephone: (718) 475-4353 Email: Jakub.nowak@marcusmillichap.com About Majostan Corp. Majostan Corp. is a primarily engaged in renting and leasing real estate properties. It owns a three-story building located at 23-52 31st St., Astoria, N.Y. Majostan filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-40331) on Jan. 31, 2023, with total assets of $2,600,000 and total liabilities of $676,282. Andrew Moulinos, president, signed the petition. Judge Elizabeth S. Stong oversees the case. The Debtor is represented by Rosalyn Maldonado, Esq., at Rosalyn Maldonado P.C. MARIA INVESTMENTS: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Maria Investments, Inc., according to court dockets. About Maria Investments Maria Investments, Inc. is the owner of real property located in Fla., having a current value of $9.51 million. Maria Investments filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16136) on June 20, 2024, listing $9,526,998 in assets and $12,210,796 in liabilities. The petition was signed by Azhar Said as president. Judge Robert A Mark presides over the case. Aaron A. Wernick, Esq., at Wernick Law PLLC represents the Debtor as bankruptcy counsel. MAX SALAS: District Court Allows Interlocutory Appeal ----------------------------------------------------- Judge Aleta A. Trauger of the United States District Court for the Middle District of Tennessee granted the motions for leave to pursue an interlocutory appeal filed by the parties in the adversary proceeding captioned as NICOLAAS BREKELMANS AND GAIL GREGORY BREKELMANS, CO-PERSONAL REPRESENTATIVES OF THE ESTATE OF NINA BREKELMANS, and MICHAEL MCLOUGHLIN AND MARTHA JOHNSON, COPERSONAL REPRESENTATIVES OF THE ESTATE OF MICHAEL PATRICK MCLOUGHLIN, Plaintiffs/Appellants/Cross-Appellees, v. MAX SALAS, Defendant/Appellee/Cross-Appellant, Case No. 3:23-cv-00987 (M.D. Tenn.) Presently before the District Court are (1) the Defendant/appellee/cross-appellant's Notice of Counter-Appeal, which the court also construes as a motion for leave to take an interlocutory appeal, and (2) plaintiffs/appellants/cross-appellees' Motion for Leave to File Interlocutory Appeal. In 2015, a fire broke out at 1610 Riggs Place, NW, Washington, D.C. Two individuals renting rooms at the Property, Nina Brekelmans and Patrick McLoughlin, died in the fire, and Max Salas, who also lived at the Property, was seriously injured. On October 20, 2015, the plaintiffs, as the parents of the decedents and personal representatives of their estates, filed two separate wrongful death actions against Max Salas and his son, Len Salas, as owners of the Property, in the Superior Court for the District of Columbia. The Superior Court trial was scheduled to begin on March 26, 2018. Less than two weeks before trial, Len Salas filed an "emergency" motion for summary judgment, in support of which he produced, for the first time, a copy of a 2010 trust and quitclaim deed. Len Salas sought judgment in his favor on the basis that Max Salas was the real owner of the Property. His motion was denied, and the Superior Court declined to consider Len Salas' new evidence at trial, but there is no dispute that the plaintiffs were, at that time, put on notice of the July 2010 transfer and Quitclaim Deed. The two matters proceeded to a single, consolidated trial, and, on April 4, 2018, the McLoughlin plaintiffs and the Brekelmans plaintiffs obtained jury verdicts in the Superior Court in the amount of $7.7 million and $7.5 million, respectively, against Max Salas (as manager of the Property) and Len Salas (as owner) jointly and severally. Shortly after entry of the judgment, Max Salas filed for bankruptcy protection in the D.C. Bankruptcy Court, and Len Salas filed his petition in this district on April 18, 2018. Len Salas' case was converted from Chapter 11 to Chapter 7 on December 26, 2018, and the Chapter 7 Trustee was appointed. Despite the Superior Court's verdict and the fact that the 2010 Quitclaim Deed was never recorded as required by D.C. Code Sec. 42-401, the D.C. Bankruptcy Court ruled on September 25, 2018, in the context of Max Salas' Bankruptcy Case, that the conveyance was valid, giving Max Salas both legal interest and beneficial interest in the Property. Based on that conclusion, the Bankruptcy Court also held that Max Salas was entitled to claim the District of Columbia's unlimited homestead exemption in the Property. The D.C. Bankruptcy Court declined to rule on whether the transfer could be avoided under 11 U.S.C. Sec. 544(a)(3) in Len Salas' Bankruptcy Case, based on Max Salas' failure to record the 2010 Quitclaim Deed, finding that "whether a hypothetical purchaser of the Property would have inquiry notice of Max's ownership of the Property" was "an issue of fact that must be decided by the U.S. Bankruptcy Court for the Middle District of Tennessee." On April 10, 2019, the Trustee in Len Salas's Bankruptcy Case filed a "Motion to Sell Property" belonging to Len Salas, specifically described as "[a]ny and all claims and interests of the bankruptcy estate or the Chapter 7 trustee to the certain real estate located at 1619 Riggs Place, NS, Washington, DC 20009," i.e., the Property, "such legal and equitable interest in the real estate having been possessed by Max Salas" pursuant to the D.C. Bankruptcy Court's September 25, 2018 ruling on Max Salas' homestead exemption. The claims and interests the Trustee sought to sell specifically included the Trustee's "rights to pursue a cause of action against Max Salas under the trustee's avoidance powers." The motion proposed to sell the claims to Ron Salas, Max Salas' other son, for $10,000. Over the objections of the plaintiffs and the U.S. Trustee, the Bankruptcy Court granted the motion but required that the Trustee provide notice of the sale to all interested parties and potential buyers and, if alternative bids were received, to conduct an auction. Because there were alternative bids, the auction took place, and the plaintiffs ultimately purchased the estate's interest in "any potential avoidance actions against Max Salas and/or his bankruptcy estate under 11 U.S.C. Secs. 544, 545, 547, 548, 549, and 553 as related to the . . . [P]roperty" for $156,000. Having purchased the Trustee's interest in "any potential avoidance actions against Max Salas and/or his bankruptcy estate," the plaintiffs initiated the Adversary Proceeding against Max Salas by filing their Complaint to Avoid Transfers and Recover Property in the United States Bankruptcy Court for the Middle District of Tennessee. After finding that the plaintiffs lacked standing to pursue the Trustee's avoidance actions on their own behalf, the Tennessee Bankruptcy Court permitted them to amend the Complaint to assert their claims in their derivative capacity on behalf of the Len Salas bankruptcy estate, essentially stepping into the shoes of the Trustee. The Amended Complaint contains six counts -- three seeking recovery under 11 U.S.C. Sec. 544(a) (Counts I, II, and III), one under Sec. 548 (Count IV), one under 11 U.S.C. Sec. 544(b) and D.C. Code Secs. 28-3104 and 28-3105 (Count V), and one under 11 U.S.C. Sec. 550 (Count VI). The plaintiffs filed their Motion for Summary Judgment in the Bankruptcy Court in July 2022, seeking judgment on all claims except Count III and the "actual fraud" portion of Counts IV and V. The Tennessee Bankruptcy Court initially denied the motion after oral argument on November 8, 2022, finding that material factual disputes precluded summary judgment for either party, and set the matter for trial. The defendant thereafter filed his own Motion for Summary Judgment and supporting Memorandum, seeking judgment in his favor on all counts in the Amended Complaint, and the plaintiffs filed a Supplemental Memorandum and a Second Supplemental Memorandum in support of their Motion for Summary Judgment. Following the hearing conducted on March 21, 2023, the Tennessee Bankruptcy Court issued a written Memorandum Opinion and Order, denying the plaintiffs' Motion for Summary Judgment altogether and granting Max Salas' Motion for Summary Judgment on Counts IV and V. The Tennessee Bankruptcy Court denied both motions for summary judgment on the strong-arm avoidance claims under 11 U.S.C. Sec. 544(a)(1)–(3) (Counts I, II, and III).5 (Id.) The Tennessee Bankruptcy Court also noted that it had already determined, based on United States v. Whiting Pools, Inc., 462 U.S. 198, 204 n.8 (1983), that, if Len Salas had only bare legal title to the Property, then there could be no recoverable interest in the Property under the fraudulent conveyance provisions of the Bankruptcy Code, 11 U.S.C. Secs. 544(b)(1) and 548(a)(1)(B), on which Counts IV and V of the Amended Complaint are premised, at least in part. Although the Tennessee Bankruptcy Court had previously determined that there was a material factual dispute as to whether Len Salas had only bare legal title, on reconsideration and additional briefing by both parties, it concluded that the D.C. Bankruptcy Court had already held that the 2010 Quitclaim Deed validly conveyed to Max Salas "both the legal and beneficial interests in the Property," because, even though the deed had not been recorded as required by D.C. Code Sec. 42-401, the statutory requirements "do not bar the operation of a signed, sealed, and delivered deed against parties and their assignees." The Tennessee Bankruptcy Court further noted that, even if collateral estoppel did not apply, it would have independently reached the same conclusion -- that Len Salas holds only bare legal title to the Property -- based on the undisputed facts before it. For both of these reasons, it determined that Max Salas was entitled to summary judgment on the fraudulent conveyance claims brought in Counts IV and V of the Amended Complaint. Finally, as to Count VI, in which the plaintiffs seek relief under 11 U.S.C. Sec. 550, it noted that this statute, rather than giving rise to affirmative relief, simply sets forth the available remedies if a transfer is avoided under 11 U.S.C. Sec. 544 or 548 (among other provision of the Bankruptcy Code). Because the Tennessee Bankruptcy Court denied summary judgment on the plaintiffs' strong-arm claims, it found that summary judgment on Count VI was also not warranted. The relief sought is clear: the plaintiffs seek reversal of the Tennessee Bankruptcy Court's summary judgment rulings and affirmatively argue that they are entitled to summary judgment as a matter of law on Counts I and II of the Amended Complaint, and they contend that there is no legal basis for concluding that the D.C. Bankruptcy Court's homestead exemption ruling has preclusive effect in this case or that Len Salas has only bare legal title in the Property. The parties have also filed copies of the orders they seek to appeal. Thus, the only question before the District Court is whether, as the plaintiffs argue, the factors set forth in 28 U.S.C. Sec. 1292(b) have been satisfied. It finds that they have. First, the issues the plaintiffs seek to appeal present pure issues of law, and the issues are controlling, insofar as "their resolution 'could materially affect the outcome of the case.'" That is, if the court finds that the "notice inquiry" issue may be resolved as a matter of law rather than as one involving disputed facts, judgment in favor of one or the other parties would be warranted on Counts I, II, and III of the Amended Complaint, and a trial on the plaintiffs Sec. 544 claims would not be required. While the issue preclusion question is indisputably one of pure law, a reversal of the Bankruptcy Court's ruling in favor of the defendant on that question would materially affect the outcome only if the court also finds, as a matter of law based on the undisputed facts, that Len Salas did not hold only bare legal title to the Property. However, this question, too, raises a question of law, as the underlying facts appear to be undisputed, the District Court notes. As for the second factor, "[a] substantial ground for difference of opinion exists where reasonable jurists might disagree on an issue's resolution, not merely where they have already disagreed", the District Court states. The District Court finds that the issues presented are novel and that "fair-minded jurists might reach contradictory conclusions. Finally, it is clear, as the plaintiffs argue, that an immediate appeal would materially advance the ultimate termination of the litigation, as (1) a judgment in the plaintiffs' favor could entirely resolve the case without need for a trial; and (2) if leave were not granted and they lose at trial and then successfully pursue an appeal of the Bankruptcy Court's summary judgment ruling, the parties would have expended considerable party and court resources on an unnecessary trial, the District Court concludes. As all three requirements articulated in 28 U.S.C. Sec. 1292(b) are met in this, the District Court will exercise its discretion to grant the parties leave to pursue an appeal of the interlocutory orders at issue. A copy of the Court's decision dated July 17, 2024, is available at https://urlcurt.com/u?l=gSpznQ Max E. Salas filed for Chapter 11 bankruptcy protection (Bankr. D.D.C. Case No. 18-00260) on April 18, 2018, listing under $1 million in both assets and liabilities. The Debtor is represented by Marc Elliott Albert, Esq., at Stinson Leonard Street LLP. MEIER'S WINE: July 30 Deadline Set for Panel Questionnaires ----------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Meier's Wine Cellars Acquisition, LLC, et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/ymty6uzc and return by email it to Jane M. Leamy -- Jane.M.Leamy@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:30 p.m., on Tuesday, July 30, 2024. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About Meier's Wine Meier's Wine Cellars Acquisition, LLC and its affiliates comprise a leading vintner in the United States, producing, bottling and selling wines and hard ciders through wholesale, direct-to-consumer and business-to-business sales. Meier's Wine Cellars and 11 of its affilites sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead Case No. 24-11575) on July 24, 2024. The Hon. Mary F. Walrath presides over the cases. In the petition signed by Kristina Johnston as secretary and treasurer, the Debtors disclosed $100 million to $500 million in assets and liabilities. Richards, Layton & Finger, P.A. and Jones Day represent the Debtors as bankruptcy counsel. GLC Advisors & Co., LLC acts as investment banker to the Debtors, while Riveron Consulting, LLC, serves as financial advisor. Epiq Corporate Restructuring, LLC, acts as claims and noticing agent to the Debtors. MENO ENTERPRISES: Seeks to Extend Plan Exclusivity to Jan. 2, 2025 ------------------------------------------------------------------ Meno Enterprises, LLC asked the U.S. Bankruptcy Court for the Northern District of Georgia to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to January 2, 2025, and March 4, 2025, respectively. The Debtor is a manufacturer who provides digital dye sublimation printed textiles to its customers. The Debtor is working to negotiate a plan of reorganization with its creditors and intends to auction its property not necessary to the Debtor's operations located in Florida or surrender such property to the appropriate lienholders, subject to court approval. The Debtor explains that the facts and circumstances of this Chapter 11 case warrant the requested extension of the Exclusivity Periods. The Debtor is presently working to negotiate a plan of reorganization with its creditors and to auction or surrender property located in Marianna, Florida. The Debtor seeks an extension to the Exclusivity Periods to preclude the costly disruption and instability that would occur if competing plans were proposed. The Debtor asserts that the request for an extension will not unfairly prejudice or pressure its creditor constituencies or grant the Debtor any unfair bargaining leverage. The Debtor needs creditor support to confirm any plan, so the Debtor is in no position to impose or pressure its creditors to accept unwelcome plan terms. The Debtor seeks an extension of the Exclusivity Periods to advance the case and continue good faith negotiations with its stakeholders. The Debtor further asserts that premature termination of the Exclusivity Periods may engender duplicative expense and litigation associated with multiple competing plans. Any litigation with respect to competing plans and resulting administrative expenses will only decrease recoveries to the Debtor's creditors and significantly delay, if not undermine entirely, the possibility of prompt confirmation of a plan of reorganization. Meno Enterprises, LLC is represented by: Will B. Geer, Esq. Caitlyn Powers, Esq. Rountree Leitman Klein & Geer, LLC Century Plaza I 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Facsimile: (404) 704-0246 Email: wgeer@rlkglaw.com About Meno Enterprises Meno Enterprises, LLC is a full-service dye sublimation printing company in Ball Ground, Ga. It offers design consultation, complete print and manufacturing services, and direct product distribution. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54660) on May 7, 2024. In the petition signed by Charles D. Smith, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lisa Ritchey Craig oversees the case. Will Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC, represents the Debtor as legal counsel. MERIDIEN ENERGY: MarkWest Appeals Can Proceed, District Court Says ------------------------------------------------------------------ Judge David J. Novak of the United States District Court for the Eastern District of Virginia denies the motion filed by Meridien Energy LLC to dismiss MarkWest Liberty Midstream and Resources, L.L.C.'s Consolidated Appeals of orders entered by the United States Bankruptcy Court for the Eastern District of Virginia approving a settlement and the Chapter 11 Plan of Reorganization of the Debtor. The District Court also reverses the Bankruptcy Court's Settlement Order and remands these proceedings to the Bankruptcy Court to more thoroughly consider whether the Settlement qualifies as in the best interest of the bankruptcy estate and as fair and equitable outcome for the estate's creditors. The District Court also reverses the Bankruptcy Court's Confirmation Order so that the Bankruptcy Court may properly determine the impact of reversal of the Settlement Order on the Plan's terms and make any necessary revisions to the Plan as needed upon reexamination of the proposed settlement agreement. On August 28, 2023, the Bankruptcy Court approved a settlement agreement between Meredien Energy and Intervenors William Schettine, three members of his family who worked as officers of Meredien Energy (Heather Schettine, James Schettine and Angela Schettine); six entities that William Schettine owned or previously owned (East Coast Transportation, Inc., AJAR International, Inc., Meridien Media, LLC, 2DP International, LLC, Meridien Holdings, LLC, and Meridien West, LLC) Meridien Pipeline Services, LLC; and WB Pipeline, LLC. MarkWest, a natural gas services company and general unsecured creditor with claims against Meredien Energy, appealed the Bankruptcy Court's order to this Court. On November 16, 2018, MarkWest commenced a breach-of-contract lawsuit against Meredien Energy in the District Court for the City and County of Denver, Colorado in connection with a project to construct certain segments of a natural gas pipeline in West Virginia. In response, Meredien Energy brought various counterclaims against MarkWest, and the Colorado Court held a trial in October 2021, resulting in a net judgment in favor of MarkWest in the amount of $13,283,384.64. Both parties appealed elements of the Judgment, and these appeals remain pending in the Colorado Court of Appeals. The failed project and resulting litigation evidently left Meredien Energy with "debts that no honest man can pay." On April 20, 2023, citing the costs and burdens related to termination of the West Virginia pipeline project and the consequent litigation in Colorado, as well as further financial setbacks stemming from the COVID-19 pandemic, Meredien Energy initiated a Chapter 11 bankruptcy proceeding by filing a voluntary petition. During the pendency of this action, Meredien Energy continued to operate its business as a debtor in possession pursuant to 11 U.S.C. Secs. 1107(a) and 1108. As of the time of its Chapter 11 filing in April 2023, Meredien Energy listed approximately $19.5 million in total debt obligations, with about $5.2 million of that debt secured by substantially all of Meredien Energy's assets. At the time of the April 2023 filing, Meredien Energy had unsecured debts totaling approximately $14.3 million, inclusive of the disputed claim from MarkWest. On July 29, 2023, Meredien Energy filed a motion to approve the Settlement Agreement and compromise pursuant to Federal Rule of Bankruptcy Procedure 9019, and on August 23, 2023, filed its Disclosure Statement and Chapter 11 Plan of Reorganization. In its 9019 Motion, the Debtor represented that its agents notified counsel for the Intervenors on April 26, 2023, that it would be investigating potential actions against them pursuant to its fiduciary duties to the bankruptcy estate, for the purpose of identifying any claims that could maximize the value of the estate. The 9019 Motion also noted that after reviewing Meredien Energy's transactional history and financial records, the Debtor identified certain asset transfers for the benefit of the Intervenors within five years preceding the bankruptcy filing and issued a demand letter, dated July 19, 2023, identifying possible claims and demanding payment from the Intervenors, jointly and severally. Meredien Energy represented that it held good-faith settlement negotiations with the Intervenors regarding the identified asset transfers and any potential defenses to avoidance and recovery that Intervenors intended to assert, including defenses of contemporaneous and subsequent new value. After these negotiations, the Debtor and the Intervenors reached the Settlement Agreement, to which no creditor or party in interest objected, except for MarkWest. The Settlement Agreement's key terms provide that Meredien Energy will release the Intervenors from any and all claims and causes of action that Meredien Energy has against them, including claims under Chapter 5 of the Bankruptcy Code, in exchange for: (1) a payment of $200,000; (2) the reduction to $500,000 of the $1.16 million secured claim that William Schettine asserted, which would then constitute an allowed claim; and (3) a reduction to $100,000 of the $720,000 unsecured claim asserted by William Schettine, which would then be an allowed claim. The Settlement Agreement similarly releases the Intervenors' "current and former directors, managers, officers, predecessors, successors, affiliates, assigns, subsidiaries, partners, members, limited partners, general partners, principals, employees, agents, trustees, financial advisors, attorneys, accountants, investment bankers, consultants, representatives, and other professionals and advisors and any such person's or entity's respective heirs, executors, estates, and nominees" from any and all claims arising under federal, state "or other applicable rule or law." The Settlement Agreement also provides for mutual releases by and between Meredien Energy and Intervenors of all claims and causes of action that each may assert against the other. On August 16, 2023, MarkWest filed its objection to the 9019 Motion. On August 23, 2023, the Bankruptcy Court conducted an evidentiary hearing on the 9019 Motion. On August 28, 2023, the Bankruptcy Court entered the Settlement Order approving the Settlement Agreement with the Intervenors, ruling that "the relief requested in the [Settlement] Motion is in the best interests of [Meredien Energy's] estate, its creditors, and other parties in interest" and that entering into the Settlement Agreement constituted "an appropriate and reasonable, exercise of [Meredien Energy's] business judgment[.]". On September 11, 2023, MarkWest timely appealed the Settlement Order," and on September 12, 2023, Meredien Energy filed: (1) its Amended Chapter 11 Plan of Reorganization, incorporating the terms of the Settlement Agreement, and (2) its Disclosure Statement, which included a Liquidation Analysis and Financial Projections. In addition to incorporating the Settlement Agreement, the Plan included supplemental terms, including William Schettine's agreement to: contribute $1.6 million to Meredien Energy's estate; pledge a $1 million standby letter of credit (defined as the "Plan Collateral"); personally guarantee Meredien Energy's professionals' unpaid fees incurred in the Bankruptcy Case; and contribute $100,000 to fund litigation against third parties for the benefit of Meredien Energy's estate through a "Litigation Trust", among other terms. On October 6, 2023, the Bankruptcy Court issued its Settlement Opinion, from which the Court draws many of the facts discussed supra, in support of its Settlement Order. On October 10, 2023, MarkWest filed its Objection to the Amended Chapter 11 Plan Among other points, MarkWest argued that the Plan's drafters did not propose the Plan in good faith, because while the Settlement Agreement remained ineffective due to the pending appeal before this Court, Meredien Energy nonetheless operated as if the Plan was already in effect. MarkWest also contended that the Plan did not serve the best interests of creditors, because the Plan was improperly premised on the Settlement Agreement and therefore did not clearly account for a potential appellate reversal of the Settlement Agreement. Furthermore, MarkWest contended that the Plan constituted an "end-run around the pending appeal as to the Settlement Order" by releasing Meredien Energy's claims against numerous related parties. On November 13, 2023, the Bankruptcy Court held a confirmation hearing on the Plan. During the hearing, counsel for MarkWest expressed concern that the Plan did not address the circumstances of reversal of the Settlement Agreement, suggesting that the Plan include a "toggle" as an alternative path accounting for potential reversal. On November 15, 2023, the Bankruptcy Court confirmed the Plan. On November 29, 2023, MarkWest noted an appeal from the Confirmation Order. On November 30, 2023, Meredien Energy filed a notice that the Effective Date occurred under the Plan, i.e., giving notice that Meredien Energy emerged from bankruptcy as a reorganized entity. On September 11, 2023, MarkWest filed its Notice of Appeal with this Court. On November 29, 2023, MarkWest initiated a second appeal,' seeking this Court's review of the Bankruptcy Court's Confirmation Order entered on November 15, 2023. Because the second appeal involves the same parties and same underlying bankruptcy case, the Court directed the Parties to file positions on consolidation of the two appeals. The Parties did so in a joint filing. Accordingly, on December 22, 2023, the Court consolidated the two bankruptcy appeals into Case No. 3:23cv593. On February 8, 2024, Meredien Energy filed the instant Motion to Dismiss the Consolidated Appeals, arguing that the relief that MarkWest seeks -- reversal of the Bankruptcy Court's Confirmation Order and Settlement Order -- qualifies as equitably moot. In Meredien Energy's telling, as MarkWest did not seek or obtain a stay pending appeal of the Confirmation Order or Settlement Order, the parties have already "substantially consummated" the relief that the Bankruptcy Court authorized. As a result, the Debtor argues, the relief that MarkWest seeks on appeal cannot occur without negatively affecting the interests of third parties and the relief that the Bankruptcy Court already granted (including Meredien Energy's exit from bankruptcy pursuant to its reorganization plan). On February 29, 2024, MarkWest filed its opposition brief to the Motion, presenting three key points. First, MarkWest argues that Meredien Energy's "equitable mootness" argument stands in stark contrast to what its counsel argued to the Bankruptcy Court to secure confirmation of the reorganization plan. To MarkWest, this alleged about-face constitutes a "quintessential situation for application of Judicial estoppel," as the Debtor cannot make one argument before the Bankruptcy Court and then argue the opposite to support dismissal of the appeal. Second, MarkWest argues that the Debtor had no right to start effectuating the terms of the Settlement Agreement before satisfaction of a condition precedent: exhaustion of the Settlement Agreement's appeal process. Third, MarkWest contends its equitable mootness argument constitutes "an ill-fated attempt to circumvent the Court's obligation to exercise appellate jurisdiction," as the Appellant fails to meet its burden of demonstrating that the appeal qualifies as equitably moot. MarkWest presents two questions to the Court: whether the Bankruptcy Court abused its discretion in (1) entering the Settlement Order and in (2) entering the Confirmation Order incorporating the terms of the Settlement Agreement when the Settlement Order stood subject to appeal. At the heart of the Consolidated Appeals lies MarkWest's objection to the Settlement's release of Meredien Energy's claims against Intervenors, as MarkWest contends that these releases discard valuable claims against company insiders that could otherwise be available to unsecured creditors, including MarkWest. Arguing that the Bankruptcy Court erred in entering the Settlement Order and Confirmation Order, MarkWest points to the testimony of Meredien Energy's two witnesses during the August 23, 2023 evidentiary hearing who, in MarkWest's view, failed to offer testimony that supported the requisite factors that Federal Rule of Bankruptcy Procedure 9019 provides for evaluating a proposed release and settlement of estate claims. These factors, referred to as the Austin factors, include (1) the probability of success in any ensuing litigation; (2) any collection difficulties; (3) the complexity, likely duration and expense of the litigation; and (4) whether the proposed compromise qualifies as fair and equitable to a debtor, the creditors and other interested parties. The District Court expresses doubt as to whether the Bankruptcy Court properly concluded that the Settlement qualified as fair and equitable and in the best interests of the creditor body. However, because the Bankruptcy Court made at least some reasonable factual findings on this Austin factor, the District Court refrains from concluding that the Bankruptcy Court clearly erred on the factor. In sum, then, the District Court concludes that the Bankruptcy Court clearly erred in concluding that the Austin factors weighed in favor of approving the Settlement, especially due to the absence of evidence available to the Bankruptcy Court regarding the nature of the potential claims against Intervenors and the related lack of analysis regarding the probability of success on those claims. This lack of analysis created additional problems regarding other Austin factors, which sprang from the insufficient record regarding the nature of the claims subject to the releases in the Settlement, the District Court states. The District Court concludes that the Bankruptcy Court thus erred in determining that "the compromise does not 'fall[] below the lowest point of reasonableness.'" Meredien Energy has failed to carry its burden to demonstrate that the District Court should dismiss the appeals due to equitable mootness. Although MarkWest's persistent objections have made life difficult for the Debtor and the Intervenors, MarkWest's litigiousness does not rise to the level of bad faith, considering the size of its unsecured claim and its natural interest in preserving its legal rights, the District Court concludes. In sum, this case does not present the "extremely rare circumstances" in which the District Court should decline to perform its "unflagging obligation" to exercise appellate jurisdiction over a bankruptcy proceeding in which a party asserts that a confirmation order has injured its rights. The District Court will therefore deny Meredien Energy's Motion to Dismiss, and proceed to considering the merits of the Consolidated Appeals. The District Court next considers whether the Bankruptcy Court abused its discretion in entering the Confirmation Order incorporating the terms of the Settlement when the Settlement Order lay subject to appeal and when the Plan did not address what would happen to its terms in the event of appellate reversal. The District Court concludes that the Bankruptcy Court did so. The District Court thus rejects Meredien Energy's argument that MarkWest does not independently seek reversal of the Confirmation Order. The District Court points out the record reflects doubt as to what would happen to the treatment of claims upon reversal of the Settlement Order. As MarkWest highlights, Meredien Energy's counsel informed the Bankruptcy Court during the 9019 Hearing that the Plan did not need a "toggle" to account for appellate reversal of the Settlement Order, because the "plan is structured in a way where you don't need a toggle," and "it's not like there's a financial burden created in the event that that appeal is successful." But Meredien Energy's repeated representations on these Consolidated Appeals indicate that such an unwinding would not be so smooth, leaving uncertainty as to whether the Bankruptcy Court properly resolved the impact of appellate reversal on the terms of the Plan and resolution of claims. Moreover, the Bankruptcy Court entered the Confirmation Order even though MarkWest had already appealed the Settlement Order, the District Court finds. Ultimately, because of the uncertainty surrounding the impact of appellate reversal of the Settlement Order on the terms of the Plan, the District Court concludes that the proper course of action regarding the Confirmation Order constitutes reversing the Confirmation Order and remanding to the Bankruptcy Court for clarification as to the preservation of parties' claims and defenses concerning the claims that had been released under the Settlement Order. A copy of the Court's decision dated July 9, 2024, is available at https://urlcurt.com/u?l=kpXLVw About Meridien Energy Meridien Energy, LLC is a full-service pipeline construction company headquartered in New York state with division offices in Pennsylvania, Virginia, and Florida. Meridien Energy sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No. 23-31377) on April 20, 2023, with up to $10 million in assets and up to $50 million in liabilities. Judge Keith L. Phillips oversees the case. The Debtor tapped Brandy M. Rapp, Esq., at Whiteford, Taylor and Preston, LLP as bankruptcy counsel; David Graham & Stubbs, LLP as special appellate counsel; MorrisAnderson & Associates, Ltd. as financial advisor; and Compass Advisory Partners, LLC as restructuring advisor. John W. Teitz of Compass serves as the Debtor's chief restructuring officer. MIDAS GOLD: Hires Doncaster Law PLLC as Special Counsel ------------------------------------------------------- Midas Gold Group, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Doncaster Law PLLC as Special Counsel. The Debtor needs the firm's legal assistance in connection with a case (Case No. CV2022-652480) pending in the Maricopa County Superior Court. The firm will be paid at these rates: Sam Doncaster $600 per hour Associates $400 per hour Paralegals $195 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Sam Doncaster, Esq., a partner at Doncaster Law PLLC, 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: Sam Doncaster, Esq. Doncaster Law PLLC 12406 N 32nd St. Phoenix, AZ 85032 Tel: (480) 666-4054 About Midas Gold Group, LLC Midas Gold is a second-generation precious metals and gold IRA business that is veteran-owned and operated. Midas Gold Group, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-04587) on June 7, 2024, listing $2,404,132 in assets and $3,352,112 in liabilities. The petition was signed by James Clark as member. Judge Daniel P. Collins presides over the case. Alan A. Meda, Esq. at BURCH & CRACCHIOLO, P.A. represents the Debtor as counsel. MILLENKAMP CATTLE: Plan Exclusivity Period Extended to September 30 ------------------------------------------------------------------- Judge Noah G. Hillen of the U.S. Bankruptcy Court for the District of Idaho extended Millenkamp Cattle, Inc. and its affiliates' exclusive periods to file their plan of reorganization, and solicit acceptances thereof to September 30 and November 29, 2024, respectively. About Millenkamp Cattle Millenkamp Cattle Inc., is part of a family-owned agriculture business that can produce more than 1 million pounds of milk per day. Millenkamp Cattle Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Idaho Lead Case No. 24-40158) on April 2, 2024. In the petitions filed by William J. Millenkamp, manager, Millenkamp Cattle estimated assets between $10 million and $50 million and estimated liabilities between $500 million and $1 billion. The Honorable Bankruptcy Judge Noah G. Hillen oversees the cases. The Debtors are represented by Matthew T. Christensen, Esq. at Johnson May, PLLC. MINIM INC: Suspended From Trading on Nasdaq, CEO to Sell Shares --------------------------------------------------------------- Minim, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that the Company's securities was suspended on The Nasdaq Stock Market LLC effective on July 24, 2024, at which point the Company's common stock was eligible to trade on the OTC Market's Pink Current Information. The Company's securities trading has merely been suspended on Nasdaq at this time, not delisted. It will not be delisted unless and until Nasdaq files a Form 25 Notification of Delisting with the SEC after all internal procedural periods have run. On July 22, 2024, Minim received a letter from the Nasdaq Office of General Counsel, stating that the Company's appeal to the Nasdaq Hearings Panel of the Nasdaq Listings Qualification staff's delist determination dated June 26, 2024, for the Company's failure to maintain compliance with the equity requirement in Listing Rule 5550(b)(1) had been abandoned. However, the Company has not abandoned its request for a hearing. Due to a clerical error, the Company was unaware of the passage of the time required to provide a written submission prior to the oral hearing in front of the Panel, until July 23, 2024. Therefore, the Company immediately filed a submission in support of an appeal to the Nasdaq Listing and Hearing Review Council regarding the future delisting of the Company's securities from Nasdaq and the Company is currently awaiting a decision. The Company strongly believes that such appeal should be granted, and that the delisting action referenced in the Staff's determination letter, dated June 26, 2024, should continue to remain stayed, pending a final written decision by the Panel, due to the Company's particular circumstances. Following such appeal, and in anticipation of being granted an oral hearing in front of the Panel, the Company has put in place a plan to regain compliance with the terms of the minimum stockholders' equity requirement of at least $2,500,000 for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(1) and has delivered such Plan to the Panel. CEO Agrees to Sell Part of Stake to Yihucha Minim also reported that on July 22, 2024, the Company's Chief Executive Officer David Lazar entered into a securities purchase agreement with Yihucha Technology Co., Ltd. to sell his (i) 627,187 shares of common stock, (ii) 2,000,000 shares of Series A Convertible Preferred Stock, and (iii) warrants to purchase up to an additional 2,800,000 shares of common stock to Yihucha. Such sale is in furtherance of the Plan and intended to assist the Company in regaining compliance with the minimum stockholders' equity requirement. About Minim Inc. Minim was founded in 1977 as a networking company and now delivers intelligent software to protect and improve the WiFi connections. Headquartered in Manchester, New Hampshire, Minim held the exclusive global license to design, manufacture, and sell consumer networking products under the Motorola brand until 2023. The Company's cable and WiFi products, with an intelligent operating system and bundled mobile app, were sold in leading retailers and e-commerce channels in the United States. Its AI-driven cloud software platform and applications make network management and security simple for home and business users, as well as the service providers that assist them -- leading to higher customer satisfaction and decreased support burden. "At March 31, 2024, we believe our current cash and cash equivalents may not be sufficient to fund working capital requirements, capital expenditures and operations during the next twelve months. Our ability to continue as a going concern will depend on our ability to obtain additional equity or debt financing, attain further operating efficiencies, reduce or contain expenditures and increase revenues. Based on these factors, management determined that there is substantial doubt regarding our ability to continue as a going concern. The Company will continue to monitor its costs in relation to its sales and adjust accordingly," said Minim in its Quarterly Report for the period ended March 31, 2024. MIRACLE RESTAURANT: Hires Peak Franchise as Financial Advisor ------------------------------------------------------------- Miracle Restaurant Group, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Peak Franchise Capital, LLC as financial advisor. The firm will provide these services:: a. review the Debtor's financial statements and other necessary financial data and information on the Debtor's restaurants; b. review the Debtor's debt agreements and leases; c. prepare financial model and analysis to be used in the process and reorganization plan; d. tour each market for visibility into restaurant condition and trade areas; e. prepare a confidential information memorandum of appropriate financial and other data which may be used in the process; f. create and maintain a data room to be used in the process; g. assist Debtor with preparation and review of necessary schedules and filings during the process; h. provide guidance, counsel and recommendations in developing a plan for the restructuring the Debtor's business; i. work with the Debtor in business discussions, meetings and negotiations of a plan with lender, landlords, franchisor and vendors; j. if a plan includes the sale of Debtor's restaurants or a portion of Debtor's restaurants, Peak will contact and engage prospective purchasers and lead the process of executing a sale; k. work with the Debtor, Debtor's legal counsel and other professionals to coordinate the documentation and closing during the process, including confirmation of a plan; and l. prepare any reasonable additional ad hoc analysis as reasonably requested by Debtor. The firm will be paid at these rates: Managing Partner $450 per hour Senior Advisor $350 per hour Associate $250 per hour Senior Analyst $150 per hour The firm will be paid a retainer in the amount of $ 15,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Michael M. Elliott, a President And Managing Partner at Peak Franchise Capital, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael M. Elliot Peak Franchise Capital 4100 Spring Valley Road, Suite 535 Dallas, TX 75244 Tel: (972) 523-8344 Email: Mike.Elliott@peakfranchisecapital.com About Miracle Restaurant Group, LLC Miracle Restaurant Group LLC owns and operates a fast food restaurant. Miracle Restaurant Group LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11158) on June 20, 2024. In the petition signed by Donald Moore, as managing member, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. Honorable Bankruptcy Judge Meredith S. Grabill oversees the case. The Debtor is represented by Douglas S. Draper, Esq. at HELLER, DRAPER & HORN, LLC. PEAK FRANCHISE CAPITAL, LLC as financial advisor. MOBILEUM INC: Files for Ch. 11, Gets $60M Financial Restructuring ----------------------------------------------------------------- Mobileum Inc. and certain of its U.S.-based affiliates, a leading global provider of analytics and network solutions, announced on July 23, that it has entered into a Restructuring Support Agreement and filed voluntary petitions for consensual pre-packaged chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas to complete the restructuring contemplated by the RSA. The financial restructuring, which has the full support of its key financial partners, will strengthen Mobileum's financial foundation, significantly deleverage its capital structure, and provide the Company with $60 million of new money through a DIP-to-exit facility, enabling it to advance its ongoing strategic initiatives and continue to serve its global customers at the highest levels. "Today's announcement is an important step forward that will position Mobileum to continue as a leading provider for the telecom industry for the long-term," said Mike Salfity, Chief Executive Officer of Mobileum. "With a strengthened balance sheet and the committed support of our financial partners, Mobileum will be equipped with the financial flexibility to build for the future and continue driving value for our customers through our suite of category-defining analytics solutions. Importantly, we expect complete continuity during this process, and for our customers to maintain uninterrupted access to Mobileum's mission critical products and services." The Restructuring Support Agreement has been agreed to by approximately 88% of the Company's first lien lenders, the Company's first lien noteholder, and 77% of the Company's second lien lenders, as well as affiliates of H.I.G. Capital owning a majority of the Company's equity. Through the RSA and related restructuring transactions, Mobileum is expected to eliminate $529 million of prepetition debt and substantially reduce its interest expense burden, positioning the Company for sustainable, long-term growth and allowing Mobileum to continue to capitalize on long-term 5G and IoT tailwinds. Mobileum expects to swiftly complete its financial restructuring and emerge from chapter 11 within 60 days. Global operations are expected to continue without interruption during the chapter 11 cases, including complete continuity of all telecommunications products and services. Today's filings did not include any of Mobileum's non-U.S. subsidiaries, and the Company's international operations are not part of the court-supervised restructuring process. Additionally, the RSA contemplates that trade vendors and suppliers will be paid in full under normal terms for goods and services provided on or after the filing date. To fund operations without disruption during the chapter 11 cases, Mobileum has secured $60 million of debtor-in-possession financing from an ad hoc group of the Company's first lien lenders. A subset of the Company's consenting first lien lenders have also agreed to backstop the full amount of the DIP. Following Court approval, the Company expects this financing to provide the necessary liquidity to continue operations in the ordinary course during the chapter 11 process. Additional information regarding Mobileum's chapter 11 process is available at https://cases.ra.kroll.com/Mobileum. Stakeholders with questions may call the Company's Claims Agent, Kroll Restructuring Administration, at 844-712-2239 or 646-777-2539 if calling from outside the U.S. or Canada, or email at MobileumIssuerServices@is.kroll.com. Advisors Weil, Gotshal & Manges LLP is serving as legal counsel, Evercore is serving as investment banker, FTI Consulting is serving as financial advisor, and C Street Advisory Group is serving as strategic communications advisor. About Mobileum Mobileum is a leading provider of Telecom analytics solutions for roaming, core network, security, risk management, domestic and international connectivity testing, and customer intelligence. Mobileum serves a global flagship customer base, who rely on its solutions to connect deep network and operational intelligence with real-time actions that increase revenue, improve customer experience, and reduce costs. Headquartered in Silicon Valley, Mobileum has global offices in countries including Germany, Greece, India, Japan, Portugal, Singapore, and United Arab Emirates. MONTANTE PLASTIC: Hires Tavenner & Beran PLC as Counsel ------------------------------------------------------- Montante Plastic Surgery & Aesthetics, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Tavenner & Beran, PLC as counsel. The firm will provide these services: a. advise the Debtor of its rights, powers, and duties as Debtor and Debtor-in-Possession continuing to operate and manage its affairs under Chapter 11 of the Bankruptcy Code; b. after receipt of appropriate information from the Debtor, prepare on behalf of the Debtor all necessary and appropriate applications, motions, draft orders, other pleadings, notices, schedules, and other documents, and review all financial and other reports to be filed in this Case; c. advise the Debtor concerning, and prepare responses to, applications, motions, other pleadings, notices, and other papers that may be filed and served in this Case; d. advise the Debtor with respect to, and assist in the negotiation and documentation of, financing agreements, debt and cash collateral orders, and related transactions; e. review the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; f. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; g. counsel the Debtor in connection with the formulation, negotiation, and promulgation of a plan of reorganization and related documents; h. advise and assist the Debtor in connection with any potential property dispositions; i. advise the Debtor concerning executory contract and unexpired lease assumptions, assignments, and rejections and lease restructurings and re-characterizations; j. assist the Debtor in reviewing, estimating, and resolving claims asserted against the Debtor's estate; k. commence and conduct any and all litigation necessary or appropriate to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate, or otherwise further the goal of completing the Debtor's successful reorganization; and l. perform all other necessary or appropriate legal services in connection with this Case for or on behalf of the Debtor. The firm will be paid at these rates: Lynn L. Tavenner (partner/member) $695 per hour Paula S. Beran (partner/member) $680 per hour The Debtor paid the firm a retainer in the amount of $7,500, plus filing fee of $1,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Paula S. Beran, Esq., a partner at Tavenner & Beran, PLC, 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: Paula S. Beran, Esq. Lynn L. Tavenner, Esq. Tavenner & Beran, PLC 20 North 8th Street Richmond, VA 23219 Tel: (804) 783-8300 Email: pberan@tb-lawfirm.com ltavenner@tb-lawfirm.com About Montante Plastic Surgery & Aesthetics, LLC Montante Plastic Surgery & Aesthetics, LLC is a medical practice that performs a variety of cosmetic and reconstructive procedures in Richmond, Va. It performs breast surgery, body sculpting, and facial plastic surgery. Non-surgical procedures include facial treatments, microneedling, PRP treatment, ZO skin health, and CoolSculpting. Montante filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Va. Case No. 24-32323) on June 20, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Steven J. Montante, MD, member, signed the petition. Paula S. Beran, Esq., at Tavenner & Beran, PLC represents the Debtor as legal counsel. MONTGOMERY TREE: Hires Quilling Selander Lownds as Counsel ---------------------------------------------------------- Montgomery Tree Farms Of Texas Ltd. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Quilling, Selander, Lownds, Winslett & Moser, P.C. as counsel. The firm will provide these services: a. furnish legal advice to the Debtor with regard to its powers, duties and responsibilities as a debtor-in-possession and the continued management of its affairs and assets under chapter 11; b. prepare, for and on behalf of the Debtor, all necessary applications, motions, answers, orders, reports and other legal papers; c. prepare a subchapter V plan of reorganization and disclosures and other services incident thereto; d. investigate and prosecute preference and fraudulent transfers actions arising under the avoidance powers of the Bankruptcy Code; and e. perform all other legal services for the Debtor which may be necessary herein. The firm will be paid at these rates: Shareholders $325 to $500 per hour Associates $225 to $300 per hour Paralegals $75 to $140 per hour The firm received a retainer from the Debtor in the amount of $16,750. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. John Paul Stanford, Esq., a partner at Quilling, Selander, Lownds, Winslett & Moser, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: John Paul Stanford, Esq. Quilling, Selander, Lownds, Winslett & Moser, P.C. 2001 Bryan Street, Suite 1800 Dallas, TX 75201 Tel: (214) 880-1851 Fax: (214) 871-2111 (Fax) Email: jstanford@qslwm.com About Montgomery Tree Farms Of Texas Ltd. Montgomery Tree Farms of Texas Ltd. operates in the agriculture industry. Montgomery Tree Farms of Texas sought relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-41560) on July 1, 2024. In the petition filed by Philip Williams, managing member of General Partner of Montgomery Tree Farms, the Debtor estimated assets and liabilities between $1 million and $10 million. The Debtor is represented by John Paul Stanford, Esq. at QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C. MOUNTAIN SPORTS: Committee Hires Lowenstein Sandler as Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Mountain Sports, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Lowenstein Sandler, LLP as its counsel. The firm's services include: (a) advise the committee with respect to its rights, duties, and powers in the Chapter 11 cases; (b) assist and advise the committee in its consultations with the Debtors relative to the administration of the Chapter 11 cases; (c) assist the committee in analyzing the claims of the Debtors' creditors and their capital structure and in negotiating with holders of claims and equity interests; (d) assist the committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of their business; (e) assist the committee in analyzing the Debtors' prepetition financing, proposed use of cash collateral and the adequacy of the proposed budget; (f) assist the committee in its investigation of the liens and claims of the holders of the Debtors' prepetition debt and the prosecution of any claims or causes of action revealed by such investigation; (g) assist the committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters; (h) assist and advise the committee as to its communications to unsecured creditors regarding significant matters in the Chapter 11 cases; (i) represent the committee at hearings and other proceedings; (j) review and analyze applications, orders, statements of operations, and schedules filed with the court and advise the committee as to their propriety; (k) assist the committee in preparing pleadings and applications as may be necessary in furtherance of its interests and objectives in the Chapter 11 cases; (l) assist the committee and advise concerning the proposed sale and liquidation of the Debtors' assets; (m) prepare on behalf of the committee, any pleadings; and (n) perform such other legal services as may be required or are otherwise deemed to be in the interests of the committee. The hourly rates of the firm's counsel and staff are as follows: Partners $720 - $1,975 Of Counsel $810 - $1,525 Senior Counsel $630 - $1,495 Counsel $615 - $1.195 Associates $520 - $1,015 Paralegals, Practice Support, and Assistants $195 - $460 In addition, the firm will seek reimbursement for expenses incurred. Lowenstein Sandler, Esq., an attorney at Lowenstein Sandler, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Lowenstein Sandler, Esq. Lowenstein Sandler, LLP 1251 Avenue of the Americas New York, NY 10020 Telephone: (212) 262-6700 Facsimile: (212) 262-7402 Email: mediainquiries@lowenstein.com About Mountain Sports Mountain Sports LLC, doing business as Bob's Stores, Eastern Mountain Sports, EMS, and Sport Chalet, is a sporting goods, hobby and musical instrument retailer. Mountain Sports LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11385) on June 18, 2024. In the petitions filed by David Barton, authorized representative, Mountain Sports disclosed between $10 million and $50 million in both assets and liabilities. Judge Mary F. Walrath oversees the cases. The Debtors tapped Goldstein & McClintock LLLP as counsel and Silverman Consulting as financial advisor. On July 3, 2024, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel and Morris James LLP as Delaware counsel. MOUNTAIN SPORTS: Committee Taps Morris James as Delaware Counsel ---------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Mountain Sports, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Morris James LLP as its local counsel. The firm's services include: (a) provide legal advice and assistance to the committee in its consultations with the Debtors relative to the administration of their reorganization; (b) review and analyze all applications, motions, orders, statements of operations and schedules filed with the court by the Debtors or third parties, advise the committee as to their propriety, and, after consultation with the committee, take appropriate action; (c) prepare necessary legal papers on behalf of the committee; (d) represent the committee at hearings held before the court and communicate with it regarding the issues raised, as well as the decisions of the court; and (e) perform other legal services for the committee which may be reasonably required in this proceeding. The hourly rates of the firm's counsel and staff are as follows: Eric J. Monzo, Partner $825 Brya M. Kielson, Partner $790 Siena B. Cerra, Associate $390 Stephanie Lisko, Paralegal $365 Douglas J. Depta, Paralegal $365 In addition, the firm will seek reimbursement for expenses incurred. Mr. Monzo disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric J. Monzo, Esq. Morris James, LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-5848 Facsimile: (302) 571-1750 Email: emonzo@morrisjames.com About Mountain Sports Mountain Sports LLC, doing business as Bob's Stores, Eastern Mountain Sports, EMS, and Sport Chalet, is a sporting goods, hobby and musical instrument retailer. Mountain Sports LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11385) on June 18, 2024. In the petitions filed by David Barton, authorized representative, Mountain Sports disclosed between $10 million and $50 million in both assets and liabilities. Judge Mary F. Walrath oversees the cases. The Debtors tapped Goldstein & McClintock LLLP as counsel and Silverman Consulting as financial advisor. On July 3, 2024, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel and Morris James LLP as Delaware counsel. MOUNTAIN SPORTS: Hires Silverman Consulting as Financial Advisor ---------------------------------------------------------------- Mountain Sports, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to employ Silverman Consulting as financial advisor. The firm's services include: (a) financial analysis, profitability and weekly cashflow forecasting, which will be used to manage liquidity and track operating performance, along with mitigation and elimination of instances of underperformance; (b) assess the Debtors' profitability by location, sales channel, product, or any other metrics to understand the causes of their profits and losses to address potential underperformance and focus on their efforts on profitable businesses; (c) budget the Debtors' costs and assess each line item for potential cost savings; (d) assess and improve the Debtors' liquidity by focusing on working capital efficiency; (e) manage relationships with PNC, the Debtors' senior secured lender, and Hilco, among other stakeholders; (f) serve as the Debtors' investment banker or assist the party which is selected as the Debtors' investment banker; and (g) perform other necessary services as the Debtors or their counsel may request from time to time with respect to the financial, business and economic issues that may arise. The hourly rates of the firm's professionals are as follows: Partner $600 Director $375 Associate $275 In addition, the firm will seek reimbursement for expenses incurred. Hassaan Mansor, a partner at Silverman Consulting, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Hassaan Mansor Silverman Consulting 1 North Wacker Drive, Suite 3925 Chicago, IL 60606 Telephone: (847) 470-0200 Email: hmansoor@silvermanconsulting.net About Mountain Sports Mountain Sports LLC, doing business as Bob's Stores, Eastern Mountain Sports, EMS, and Sport Chalet, is a sporting goods, hobby and musical instrument retailer. Mountain Sports LLC and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11385) on June 18, 2024. In the petitions filed by David Barton, authorized representative, Mountain Sports disclosed between $10 million and $50 million in both assets and liabilities. Judge Mary F. Walrath oversees the cases. The Debtors tapped Goldstein & McClintock LLLP as counsel and Silverman Consulting as financial advisor. On July 3, 2024, the Office of the United States Trustee for the District of Delaware appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel and Morris James LLP as Delaware counsel. NABORS INDUSTRIES: Fitch Rates New Guaranteed Notes Due 2031 'CCC' ------------------------------------------------------------------ Fitch Ratings has assigned a 'CCC'/'RR6' rating to Nabors Industries, Inc.'s (Nabors) proposed senior guaranteed notes (PGN) due 2031. Nabors intends to use the proceeds from the notes to refinance the 7.25% PGN due 2026 held at Nabors Industries, Ltd. (Bermuda) and for general corporate purposes. The proposed notes will rank pari passu with Bermuda's existing PGN due 2026 and PGN due 2028. Nabors' existing 'B-' Long-Term Issuer Default Rating and Stable Outlook reflect the softening U.S. drilling environment since the beginning of 2023 and steadily growing international segment. The credit profile is also supported by Fitch's expectation that FCF will be allocated toward gross debt reduction, the proactive management of the maturity profile and adequate liquidity profile. These factors are partially offset by the company's large note maturities starting in 2027, which Fitch expects will likely need to be partially refinanced through capital markets. Potential declines in rig activity and dayrates could deteriorate cash flow and limit FCF and near-term gross debt reduction. The company's complicated capital structure and current high interest rate environment could also limit refinancing options and increase interest expense. KEY RATING DRIVERS Credit-Neutral PGN Issuance: Fitch views the company's proposed PGN issuance as credit-neutral because it will help address the company's near-term maturity wall but will also increase interest expense through the medium term. Proceeds are expected to be used to refinance the outstanding $556 million of existing PGN notes due 2026. Nabors estimates it still has approximately $550 million of additional capacity remaining at the PGN level for future debt issuance. Softening U.S. Activity, Utilization: Softness in Nabors' U.S. drilling segment continued in 2Q24 driven primarily by continued weakness in natural gas pricing. Nabors' U.S. Lower 48 (L48) quarterly average rig count of 68.7 rigs was down slightly from 72 in 1Q24. The company's 2Q24 daily gross margin of $15,598 per rig was also down slightly from $16,011 in 1Q24. Modest FCF: Nabors generated adjusted FCF of $55-$60 million in 2Q24, which was up from $8 million in 1Q24. Fitch's base case forecasts FCF generation of approximately $100 million-$150 million for Nabors in 2024, which could improve if L48 industry dynamics revert to stronger levels seen in 1H23. Management forecasts full-year capex of approximately $590 million for 2024, including funding for recent rig awards. Medium-Term Refinance Risk: Fitch believes medium-term refinance risks still persist following the proposed PGN issuance, given Nabors' large note maturities starting in 2027. The company does have options to address its maturities through a combination of FCF generation, potential common equity issuance and accessing the debt capital markets given approximately $550 million of capacity at the PGN level. Fitch recognizes accessing the debt capital markets at the PGN level could be difficult and will likely further increase interest expense. Nabors will have approximately two years of runway to generate FCF to address the 2027 notes maturity. Fitch believes this is enough time to generate FCF and position the company to refinance or pay down the maturities starting in 2027, especially if the company starts receiving distributions from the JV. Negative trends in the drilling environment and a reduction in expected FCF generation, combined with the complicated capital structure, could present difficulty accessing capital markets to refinance debt in the medium term, particularly if the company exhausts its $550 million of PGN capacity. Sub-3.0x Leverage Metrics: Fitch projects Nabors' EBITDA leverage will remain below 3.0x throughout the rating horizon. Fitch expects Nabors will allocate the vast majority of FCF toward debt reduction to help alleviate its medium-term refinance risks, which should reduce EBITDA leverage over time. International Segment Stability, Limited Access: Nabors' international drilling segment exhibits resilience through the cycle. However, a considerable portion of international EBITDA is generated through the Saudi Aramco JV, from which Nabors has a limited ability to extract cash in the near term. International segment average rig count steadily improved to 84.4 rigs in 2Q24, up from 81 rigs in 1Q24 and from 76 in 1Q23 in contrast to the softening U.S. segment. Historically, international margins have been slightly higher than U.S. margins, and the longer term of the contracts provide for more certainty of future utilization. Daily rig margin of $16,050 in 2Q24 was relatively flat versus $16,061 in 1Q24, highlighting the segment's stability. DERIVATION SUMMARY Fitch compares Nabors with Precision Drilling Corporation (BB-/Stable), which is also an onshore driller with exposure to the U.S. and Canadian markets. It is estimated that Nabors has the third-largest market share in the U.S. at approximately 12%, compared with Precision at around 8%. Nabors' gross margins in the U.S. are higher than Precision's margins, which are aided by its offshore and Alaskan rig fleet, which operate at significantly higher margins. Nabors has a significant international presence, which typically has longer-term contracts, partially negating the volatility of the U.S. market. Precision has stronger credit metrics, a more simplified capital structure and less maturity than Nabors, while the liquidity profiles are relatively similar. Both companies are expected to generate FCF over their respective forecast periods and use cash to reduce debt. KEY ASSUMPTIONS - West Texas Intermediate oil prices of $75/bbl in 2024, $65/bbl in 2025, $60/bbl in 2026 and $60/bbl in 2027 and $57/bbl in 2028; - Henry Hub natural gas price of $2.50/mcf in 2024, $3/mcf in 2025 and 2026 and $2.75/mcf thereafter; - Proceeds from proposed PGN issuance used to fully repay the outstanding 7.25% PGN notes due 2026; - Capex of $590 million in 2024 with growth-linked increases thereafter; - FCF is expected to be positive with the expectation that FCF proceeds will be used to reduce gross debt. RECOVERY ANALYSIS KEY RECOVERY RATING ASSUMPTIONS - The recovery analysis assumes Nabors would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. Going-Concern Approach Nabors' going-concern EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level, upon which Fitch bases the enterprise valuation. The going-concern EBITDA assumption for commodity sensitive issuers at a cyclical peak reflects the industry's move from top of the cycle commodity prices to mid-cycle conditions and intensifying competitive dynamics. The going-concern EBITDA assumption represents the emergence from a prolonged commodity price decline. Fitch assumes its stress case WTI oil price assumptions of $47/bbl in 2024, $32/bbl in 2025, $42/bbl in 2026 and $45/bbl thereafter. The going-concern EBITDA assumption reflects a loss of customers and lower margins, as E&P companies cut rigs and pressure oil service firms to reduce operating costs. The EBITDA assumption also incorporates the structural weakness outside of the Saudi Aramco JV and overall high rig supply, but improving demand. The assumption reflects corrective measures taken in the reorganization to offset adverse conditions that triggered default, such as cost-cutting and optimal deployment of assets. An enterprise value multiple of 4.0x EBITDA is applied to going-concern EBITDA to calculate a post-reorganization enterprise value. The choice of this multiple considered the following factors: The historical bankruptcy case study exit multiples for peer energy oilfield service companies have a wide range with a median of 6.1x. The oil field service sub-sector ranges from 2.2x to 42.5x due to the more volatile nature of EBITDA swings in a downturn. Fitch used a multiple of 4.0x to estimate a value for Nabors because of concerns of a downturn with a longer duration, a high mix of international rigs that are not easily mobilized and continued capital investment to remain competitive with peers to maintain high quality and technologically advanced rigs for operators. Liquidation Approach The liquidation estimate reflects Fitch's view of the value of balance sheet assets that can be realized in sale or liquidation processes conducted during a bankruptcy or insolvency proceeding and distributed to creditors. Fitch assigns a liquidation value to each rig based on management discussions, comparable market transaction values, and upgrades and new build cost estimates. Different values were applied to top of the line super spec rigs, lower-value super spec rigs, non-super spec rigs, and higher value international rigs. The secured credit facility is assumed to be fully drawn upon default and is super senior in the waterfall. The allocation of value in the liability waterfall results in recovery corresponding to 'RR1' for the secured credit facility, a recovery of 'RR2' for the senior priority guaranteed notes (SPGN), which are subordinated to the secured credit facility and a recovery of 'RR6' for both the PGN notes (which are subordinated to the SPGN notes) and senior unsecured notes. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Proactive management of the maturity profile that reduces medium-term refinance risks; - Positive FCF generation with proceeds applied to reduce of total gross debt toward $2.0 billion; - Maintain mid-cycle EBITDA leverage below 3.5x. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Inability to reduce gross debt and proactively manage the maturity schedule leading to heightened refinance risks; - Inability to access the revolving credit facility or other material reductions in liquidity; - Maintain mid-cycle EBITDA leverage above 4.5x. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Cash attributable to Nabors at 1Q24 was approximately $159 million which is net of approximately $254 million held in the Saudi Aramco JV and not available to Nabors. The company also had full availability under its $350 million secured revolving credit facility which also includes an accordion feature for an additional $200 million of commitments, subject to lender approval. The revolver maturity has been extended to 2029 but does have a springing maturity to the extent certain amounts of the 2027, 2028 and 2029 notes remain outstanding. The facility is also subject to financial covenants including minimum interest coverage of 2.75x and a requirement that certain guarantors own a minimum of 90% of the consolidated PP&E of the company. ISSUER PROFILE Nabors is one of the largest drilling contractors in the world with operations in both the U.S. and International markets. Nabors also owns a drilling solutions business that offers specialized drilling technologies along with a rig technologies business that offers advanced drilling rig equipment. DATE OF RELEVANT COMMITTEE 14 November 2023 MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. Entity/Debt Rating Recovery ----------- ------ -------- Nabors Industries, Inc. senior unsecured LT CCC New Rating RR6 NANTAHALA FOREST: Seeks to Tap Bradford Law Offices as Counsel -------------------------------------------------------------- Nantahala Forest Products, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Bradford Law Offices to handle its Chapter 11 case. The firm's hourly rates are as follows: Attorney $575 Paralegal $200 In addition, the firm will seek reimbursement for expenses incurred. Danny Bradford, Esq., an attorney at Bradford Law Offices, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Danny Bradford, Esq. Bradford Law Offices 455 Swiftside Drive, #106 Cary, NC 27518 Telephone: (919) 758-8879 Facsimile: (919) 803-0683 Email: dbradford@bradford-law.com About Nantahala Forest Products Nantahala Forest Products, LLC specializes in log procurement for both domestic and international export markets. Nantahala Forest Products sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-02329) on July 15, 2024. In the petition signed by Cody Nations, member, the Debtor disclosed $448,334 in assets and $1,464,783 in liabilities. Judge Joseph N. Callaway oversees the cases. Danny Bradford, Esq., at Bradford Law Offices serves as the Debtor's counsel. NEVADA COPPER: Committee Hires Fox Rothschild as Local Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Nevada Copper, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Fox Rothschild, LLP as local counsel. The firm's services include: (a) assist, advise, and represent the committee in its consultations with the Debtors; (b) assist, advise, and represent the committee in analyzing the Debtors' assets and liabilities, investigate the extent and validity of liens, and review, evaluate, and/or participate in, as appropriate, any proposed asset sales, asset dispositions, financing arrangements, cash collateral stipulations, and proceedings in the Chapter 11 cases; (c) assist, advise and represent the committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtors, their operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to the Chapter 11 cases; (d) assist, advise and represent the committee in its participation of the negotiation, formulation and drafting of a plan of liquidation or reorganization; (e) assist the committee on the issues concerning the appointment of a trustee or examiner under Bankruptcy Code section 1104; (f) assist, advise and represent the committee in understanding its powers and duties under the Bankruptcy Code, the Bankruptcy Rules and the Local Rules and in performing other services as are in the interests of those represented by it; (g) assist, advise, and represent the committee in the evaluation of claims on any litigation matters; and (h) provide such other services to the committee that may be necessary in the Chapter 11 cases. The firm will be paid at these hourly rates: Attorneys $240 - $1,450 Paralegals $110 - $425 In addition, the firm will seek reimbursement for expenses incurred. Brett Axelrod, Esq., an attorney at Fox Rothschild, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Brett A. Axelrod, Esq. Fox Rothschild, LLP One Summerlin 1980 Festival Plaza Drive, Suite 700 Las Vegas, NV 89135 Telephone: (702) 699-5901 Facsimile: (702) 597-5503 Email: baxelrod@foxrothschild.com About Nevada Copper Nevada Copper, Inc. and affiliates have been in the business of mining copper, and other minerals, and operating a processing plant that refines copper ore into copper concentrate, with the bulk of the Debtors' operations focused on their Pumpkin Hollow project, which is located outside of Yerington, Nevada. The project, which contains substantial mineral reserves and resources, including not only copper, but gold, silver, and iron magnetite, consists of an underground mine and processing facility, together with an open-pit project that is in the pre-feasibility stage of development. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Lead Case No. 24-50566) on June 10, 2024. In the petition signed by Gregory J. Martin, executive vice president and chief financial officer, Nevada Copper disclosed $500,000,001 to $1 billion in assets and $100 million to $500 million in liabilities. Judge Hilary L. Barnes oversees the cases. The Debtors tapped Allen Overy Shearman Sterling US, LLP as general bankruptcy counsel; McDonald Carano, LLP as Nevada bankruptcy counsel; AlixPartners, LLP as financial and restructuring advisor; Torys, LLP as special Canadian and corporate counsel; Moelis & Company, LLC as financial advisor and investment banker; and Epiq Corporate Restructuring, LLC as notice and claims agent and administrative advisor. On June 27, 2024, the Office of the United States Trustee appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel, Fox Rothschild LLP as local counsel, and Province, LLC as financial advisor. NEVADA COPPER: Committee Seeks to Tap Province as Financial Advisor ------------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Nevada Copper, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Province, LLC as financial advisor. The firm's services include: (a) become familiar with and analyze the Debtors' debtor-in-possession (DIP) budget, assets and liabilities, and overall financial condition; (b) review financial and operational information furnished by the Debtors; (c) monitor the sale process, review bidding procedures, stalk horse bids, asset purchase agreements, interface the Debtors' professionals, and advise the committee regarding the process; (d) scrutinize the economic terms of various agreements; (e) analyze the Debtors' proposed business plans and developing alternative scenarios, if necessary; (f) assess the Debtors' various pleadings and proposed treatment of unsecured creditor claims therefrom; (g) prepare or review as applicable, avoidance action and claim analyses; (h) assist the committee in reviewing the Debtors' financial reports; (i) advise the committee on the current state of the Chapter 11 cases; (j) advise the committee in negotiations with the Debtors and third parties as necessary; (k) participate as a witness in hearings before the court with respect to matters upon which Province has provided advice; and (l) perform other activities as are approved by the committee, its counsel, and as agreed to by Province. The hourly rates of the firm's professionals are as follows: Managing Directors and Principals $870 - $1,450 Vice Presidents, Directors, and Senior Directors $690 - $950 Analysts, Associates, and Senior Associates $370 - $700 Other / Para-professional $270 - $410 In addition, the firm will seek reimbursement for expenses incurred. Adam Rosen, a principal at Province, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Adam Rosen Province, LLC 2360 Corporate Circle Suite 340 Henderson, NV 89074 Telephone: (702) 685-5555 Email: arosen@provincefirm.com About Nevada Copper Nevada Copper, Inc. and affiliates have been in the business of mining copper, and other minerals, and operating a processing plant that refines copper ore into copper concentrate, with the bulk of the Debtors' operations focused on their Pumpkin Hollow project, which is located outside of Yerington, Nevada. The project, which contains substantial mineral reserves and resources, including not only copper, but gold, silver, and iron magnetite, consists of an underground mine and processing facility, together with an open-pit project that is in the pre-feasibility stage of development. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Lead Case No. 24-50566) on June 10, 2024. In the petition signed by Gregory J. Martin, executive vice president and chief financial officer, Nevada Copper disclosed $500,000,001 to $1 billion in assets and $100 million to $500 million in liabilities. Judge Hilary L. Barnes oversees the cases. The Debtors tapped Allen Overy Shearman Sterling US, LLP as general bankruptcy counsel; McDonald Carano, LLP as Nevada bankruptcy counsel; AlixPartners, LLP as financial and restructuring advisor; Torys, LLP as special Canadian and corporate counsel; Moelis & Company, LLC as financial advisor and investment banker; and Epiq Corporate Restructuring, LLC as notice and claims agent and administrative advisor. On June 27, 2024, the Office of the United States Trustee appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel, Fox Rothschild LLP as local counsel, and Province, LLC as financial advisor. NEVADA COPPER: Committee Taps Lowenstein Sandler as Legal Counsel ----------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Nevada Copper, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Lowenstein Sandler LLP as its legal counsel. The firm's services include: (a) assist, advise, and represent the committee in its consultations with the Debtors; (b) assist, advise, and represent the committee in analyzing the Debtors' assets and liabilities, investigate the extent and validity of liens, and reviewing, evaluating, and/or participating in, as appropriate, any proposed asset sales, asset dispositions, financing arrangements, cash collateral stipulations, and proceedings in the Chapter 11 cases; (c) assist, advise and represent the committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtors, its operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to the Chapter 11 cases; (d) assist, advise and represent the committee in its participation in the negotiation, formulation, and drafting of a Chapter 11 plan; (e) assist, advise and represent the committee in understanding its powers and duties under the Bankruptcy Code, the Bankruptcy Rules, and the Local Rules, and in performing other services as are in the interests unsecured creditors; (f) assist, advise and represent the committee in the evaluation of claims and any litigation matters; and (g) provide such other services to the committee that may be necessary in the Chapter 11 cases. The firm will be paid at these hourly rates: Attorneys $435 - $1,975 Paralegals $195 - $460 In addition, the firm will seek reimbursement for expenses incurred. Jeffrey Cohen, Esq., an attorney at Lowenstein Sandler, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeffrey Cohen, Esq. Lowenstein Sandler, LLP 1251 Avenue of the Americas New York, NY 10020 Telephone: (212) 262-6700 Facsimile: (212) 262-7402 Email: jcohen@lowenstein.com About Nevada Copper Nevada Copper, Inc. and affiliates have been in the business of mining copper, and other minerals, and operating a processing plant that refines copper ore into copper concentrate, with the bulk of the Debtors' operations focused on their Pumpkin Hollow project, which is located outside of Yerington, Nevada. The project, which contains substantial mineral reserves and resources, including not only copper, but gold, silver, and iron magnetite, consists of an underground mine and processing facility, together with an open-pit project that is in the pre-feasibility stage of development. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Lead Case No. 24-50566) on June 10, 2024. In the petition signed by Gregory J. Martin, executive vice president and chief financial officer, Nevada Copper disclosed $500,000,001 to $1 billion in assets and $100 million to $500 million in liabilities. Judge Hilary L. Barnes oversees the cases. The Debtors tapped Allen Overy Shearman Sterling US, LLP as general bankruptcy counsel; McDonald Carano, LLP as Nevada bankruptcy counsel; AlixPartners, LLP as financial and restructuring advisor; Torys, LLP as special Canadian and corporate counsel; Moelis & Company, LLC as financial advisor and investment banker; and Epiq Corporate Restructuring, LLC as notice and claims agent and administrative advisor. On June 27, 2024, the Office of the United States Trustee appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Lowenstein Sandler, LLP as bankruptcy counsel, Fox Rothschild LLP as local counsel, and Province, LLC as financial advisor. NEW RUE21: Court Dismisses Case After Cutting Exculpations ---------------------------------------------------------- Ben Zigterman of Bankruptcy Authority reports that teen apparel retailer rue21 received approval Monday, July 15, 2024, to dismiss its Chapter 11 case after it agreed to narrow who would be protected from potential legal liability as it winds down. About New Rue21 Holdco, Inc. New rue21 Holdco, Inc. is a specialty fashion destination that offers comfortable, trendy, and practical apparel and accessories for all genders. With locations across the United States, rue21 is well known for promoting the latest trends at an affordable price that does not require its customers to sacrifice style for savings. New rue21 Holdcoand its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10939) on May 2, 2024. In the petition signed by Michele Pascoe as interim chief executive officer, New rue21 Holdcoand disclosed up to $100 million to $500 million in both assets and liabilities. Hon. Brendan Linehan Shannon oversees the cases. The Debtors tapped Willkie Farr & Gallagher, LLP as general bankruptcy counsel; Young Conaway Stargatt & Taylor, LLP as Delaware bankruptcy counsel; Riveron Consulting, LLC as restructuring advisor; and Kroll Restructuring Administration, LLC as notice, claims, solicitation and balloting agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Lowenstein Sandler, LLP and Dundon Advisers, LLC serve as the committee's legal counsel and financial advisor, respectively. NEXTDECADE CORP: Appoints Tarik Skeik as Chief Operating Officer ---------------------------------------------------------------- NextDecade Corporation announced July 22, 2024, that Tarik Skeik has been appointed chief operating officer of the Company. In this role, Skeik will report to the Chairman and CEO, Matt Schatzman, and further enhance a management team with outstanding experience in major capital project delivery and operations as the Company works to deliver Phase 1 of Rio Grande LNG (RGLNG) safely, on schedule, and within budget, reach positive final investment decisions on RGLNG Trains 4 and 5, and advance its Next Carbon Solutions business. Before his appointment as the COO of the Company, Mr. Skeik, 44, was a global project executive at ExxonMobil where he worked since 2011. Mr. Skeik has over 20 years of experience delivering global complex mega projects in LNG, oil and petrochemicals across North America, the Middle East and Asia. He led the completion and start-up of six greenfield assets exceeding $50 billion in investments. His experience includes the planning and execution through initial operation of projects including the Huizhou Chemicals Complex in China, Gulf Coast Growth Ventures in the U.S., Banyu Urip in Indonesia, Kearl Expansion in Canada, and QatarGas 2 in Qatar. "With over 20 years of experience delivering mega energy projects around the globe, I'm excited to have Tarik join our team," said NextDecade Chairman and CEO, Matt Schatzman. "Tarik brings a diverse set of skills that will help NextDecade transition from a successful development company into a world-class operating company." In connection with his appointment as chief operating officer of the Company, Mr. Skeik's compensation package includes: (1) an annual base salary of $450,000; (2) eligibility for an annual discretionary bonus with a target of 90% of his annual base salary; and (3) an annual long-term incentive award with a value of $1,000,000 under the Company's 2017 Omnibus Incentive Plan, as amended, which award may be subject to any performance criteria established by the Compensation Committee of the Board of Directors of the Company at the time of grant. There is no written employment agreement with Mr. Skeik and his employment is "at will." About NextDecade Corporation NextDecade Corporation, a Delaware corporation, is a Houston-based energy company primarily engaged in construction and development activities related to the liquefaction of natural gas and sale of LNG and the capture and storage of CO2 emissions. The Company is constructing and developing a natural gas liquefaction and export facility located in the Rio Grande Valley in Brownsville, Texas, which currently has three liquefaction trains and related infrastructure under construction. Houston, Texas-based Grant Thornton LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 11, 2024, citing that the Company has incurred operating losses since its inception and management expects operating losses and negative cash flows to continue for the foreseeable future. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. NUWELLIS INC: Prices $2 Million At-The-Market Offering ------------------------------------------------------ Nuwellis, Inc., announced July 24, 2024, that it has entered into a definitive securities purchase agreement with certain institutional investors for the purchase and sale of 469,340 shares of the Company's common stock at a price of $4.24 per share of common stock in a registered direct offering priced at-the-market under Nasdaq rules. In addition, in a concurrent private placement, the Company will issue to the investors warrants to purchase up to 938,680 shares of common stock. The warrants have an exercise price of $3.99 per share, will be exercisable immediately following the date of issuance and will have a term of five years from the date of issuance. The closing of the registered direct offering and the concurrent private placement is expected to occur on or about July 25, 2024, subject to the satisfaction of customary closing conditions. Roth Capital Partners is acting as exclusive placement agent for the offering. The gross proceeds to Nuwellis from the registered direct offering and the concurrent private placement, before deducting the placement agent fees and other offering expenses payable by the Company, are expected to be approximately $2.0 million. Nuwellis intends to use the net proceeds from the offering for working capital and for general corporate purposes. The securities (excluding the warrants and the shares of common stock underlying the warrants) are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-280647), which was declared effective by the United States Securities and Exchange Commission on July 9, 2024. The offering is being made only by means of a prospectus, including a prospectus supplement, which is part of the effective registration statement, that will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at http://www.sec.govor by contacting Roth Capital Partners, LLC at 888 San Clemente Drive, Suite 400, Newport Beach CA 92660, by phone at (800) 678-9147 or by accessing the SEC's website, www.sec.gov. About Nuwellis Inc. Eden Prairie, Minn.-based Nuwellis, Inc., is a medical technology company dedicated to transforming the lives of patients suffering from fluid overload through science, collaboration, and innovative technology. The company is focused on developing, manufacturing, and commercializing medical devices used in ultrafiltration therapy, including the Aquadex FlexFlow and the Aquadex SmartFlow systems. The Aquadex SmartFlow system is indicated for temporary (up to eight hours) or extended (longer than 8 hours in patients who require hospitalization) use in adult and pediatric patients weighing 20 kg or more whose fluid overload is unresponsive to medical management, including diuretics. Minneapolis, Minn.-based Baker Tilly US, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 11, 2024, citing that the Company has recurring losses from operations, an accumulated deficit, expects to incur losses for the foreseeable future and needs additional working capital. These are the reasons that raise substantial doubt about its ability to continue as a going concern. OCEANWIDE PLAZA: Creditors to Get Proceeds From Liquidation ----------------------------------------------------------- Oceanwide Plaza LLC filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing Liquidating Plan of Reorganization dated July 10, 2024. The Debtor was organized in 2013 to purchase a block in downtown Los Angeles across from then Staples Center (now Crypto.com Arena), bounded by Figueroa, Flower, 11th and 12th Streets (generally, the "Real Property"). Debtor purchased the Real Property that year for $174 million. The Debtor Debtor, a Los-Angeles based real estate developer, is an American subsidiary of a global Chinese conglomerate. Oceanwide Real Estate Group (USA) Corp. ("OREG"), a Delaware corporation, is Debtor's sole member and its manager. Debtor is part of a corporate family consisting of other senior limited liability companies and is indirectly owned by Oceanwide Holdings Co. Ltd, in Beijing, China. The Debtor owns Oceanwide Plaza (the "Project"), an approximately 60-percent complete mixed-use development project in downtown Los Angeles. The Project is situated on the Real Property. In connection with the Project, Debtor additionally acquired certain personal property which is both located at the Real Property and in possession of third parties (the "Personal Property", and together with the Real Property, the "Property"). In late April 2024/early May 2024, the Debtor, LADI, Lendlease, CTIC and LA City started to engage in serious negotiations to resolve objections to DIP Financing and to work on a path to consensually move the chapter 11 case forward. The informal settlement-efforts resulted in a consensual resolution of the Final DIP Order that included an agreement to convene confidential regular meetings with these parties (now known as the "Consultation Parties") and an agreement to mediate with the Honorable Randall Newsome. During the mediation, the Debtor and the Consulting Parties agreed on the sale process and deadlines regarding the sale and the disclosure statement and plan of reorganization. Judge Newsome has agreed to remain "on call" to assist the parties with disputes, if any, as they arise, to try to avoid formal litigation that will delay the sale process and in return, delay or put into jeopardy a return to creditors. The sale of the Property is crucial to the consummation of the plan. On June 12, 2024, the Court entered an Order Granting Debtor's Motion to (I) Approve Auction and Bid Procedures for the Sale of Property; (II) Scheduling an Auction and Approving the Form and Manner of Notice Thereof; and (III) Granting Related Relief (the "Bid Procedures Order"). Pursuant to the terms of the Bid Procedures Order, (a) bid procedures are approved ("Bidding Procedures") regarding the sale and auction of the Debtor's Property; (b) the Debtor is authorized, in consultation with the Consultation Parties, upon notice and a hearing, to designate a stalking horse ("Stalking Horse Bidder") and to provide any such Stalking Horse Bidder with certain bid protections ("Bid Protections") in the form of expense reimbursements and/or a breakup fee; and (c) in the event an auction is held to sell Debtor's Property ("Auction"). The closing of the sale of the Property will occur on or before the Effective Date. The Debtor anticipates using the amount received from the Winning Bidder, or the Back-Up Bidder, as the case may be, after all costs and expenses are deducted from the gross proceeds arising from the sale of an asset, or a deduction of $200,000, to fund the administrative expenses for the Liquidating Trust (the "Post Confirmation Reserve"), to satisfy creditors (the "Sale Proceeds"). Class 7 consists of General Unsecured Claims. Debtor believes that there are approximately $176,700,000 in unsecured claims, excluding intercompany loans, in this estate. Debtor anticipates making a distribution to unsecured creditors, the minimum which will be determined after July 16, 2024, when the Debtor files its Designation of a Stalking Horse Bidder. The ultimate recovery of Holders of General Unsecured Claims will depend on the Sale Proceeds generated by the Sale. The Debtor believes that such recovery could be high as 100% of the amount of General Unsecured Claims asserted. However, the Holders of General Unsecured Claims could receive no distribution, depending on the final amount of the Sale Proceeds. Following any designation of a Stalking Horse Bidder, Debtor intends to supplement this disclosure statement to identify the amount of such bid and provide an illustrative chart showing the anticipated distribution of claim holders, assuming the stalking horse bid is consummated. Class 9 consists of Equity Holders. The equity structure of Debtor will remain unchanged as a result of the Plan and the Confirmation Order. In the event that the Sale Proceeds are sufficient to pay the claims of Classes 1-7, any such remaining Sale Proceeds shall be distributed to Equity Holders, in accordance with their interest in Debtor. The sources of the payments to be made by the Liquidating Trustee under the Plan will be from (i) the Sale Proceeds; (ii) the liquidation of all of Debtor's assets not sold to the Winning Bidder, except for Sale Proceeds; (iii) Cash on hand; and (iv) any Causes of Action, less any amounts required to be remitted to the Liquidating Trustee to wind up the estate ("Plan Administration Assets"). A full-text copy of the Disclosure Statement dated July 10, 2024 is available at https://urlcurt.com/u?l=VRYWUh from PacerMonitor.com at no charge. Attorneys for the Debtor: Sharon Z. Weiss, Esq. Bryan Cave Leighton Paisner LLP 120 Broadway, Suite 300 Santa Monica, CA 90401-2386 Telephone: (310) 576-2100 Facsimile: (310) 576-2200 Email: sharon.weiss@bclplaw.com Jarret P. Hitchings, Esq. One Wells Fargo Center 301 S. College Street, Suite 2150 Charlotte, NC 28202 Telephone: (704) 749-8999 Facsimile: (704) 749-8990 About Oceanwide Plaza LLC An involuntary bankruptcy petition against Oceanwide Plaza LLC in Los Angeles CA, for Chapter 11 protection (Bankr. C.D. Cal. Case No. 24-11057) on February 13, 2024. Judge Deborah J Saltzman oversees the case. Bryan Cave Leighton Paisner, LLP as counsel to the Debtor. Bradley D. Sharp as chief restructuring officer. GlassRatner Advisory & Capital Group LLC, dba B. Riley Advisory Services as financial advisor and expert witness. ONE TABLE: July 29 Deadline Set for Panel Questionnaires -------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of One Table Restaurant Brands, LLC, et al. If a party wishes to be considered for membership on any official committee that is appointed, it must complete a questionnaire available at https://tinyurl.com/bddcsc9e and return by email it to Jon Lipshie -- Jon.Lipshie@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:00 p.m., on July 29, 2024. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About One Table One Table Restaurant Brands, LLC consist of two restaurant chains -- comprised of Tender Greens, a "farm-to-fork" concept, and Tocaya Modern Mexican, a modern Mexican eatery. The Companies operate 15 Tocaya and 24 Tender Greens restaurants throughout California and Arizona and employ more than 1,000 individuals at their restaurants and corporate offices in Los Angeles, California. One Table Restaurant and 10 of its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead Case No. 24-11553) on July 17, 2024. In the petition signed by Harald Herrmann as authorized signatory, One Table disclosed $0 to $50,000 in assets and $10 million to $50 million liabilities. The Hon Karen B. Owens presides over the cases. Raines Feldman Littrell LLP and Shulman Bastian Friedman & Bui LLP represent the Debtor as bankruptcy counsel. Stretto Inc. acts as claims and noticing agent. OPTIO RX: Committee Hires Saul Ewing LLP as Counsel --------------------------------------------------- The official committee of unsecured creditors of Optio RX, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Saul Ewing LLP as counsel. The firm's services include: a. providing legal advice to the Committee with respect to its rights, duties, and powers in these Chapter 11 Cases, bearing in mind that the Court relies on Delaware counsel to be involved in all aspects of the bankruptcy proceeding; b. assisting the Committee in its analysis of, and negotiations with, the Debtors or any third-party concerning matters related to these Chapter 11 Cases; c. reviewing and analyzing applications, orders, statements of operations, and schedules filed with the Court and advising the Committee as to their propriety; d. assisting the Committee in preparing pleadings and applications, pursuant to local rules, practices, and procedures, as may be necessary in furtherance of the Committee's interests and objectives; e. appearing as necessary in Court and at any meetings of creditors as counsel on behalf of the Committee; and f. performing such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. The firm will be paid at these rates: Partners $490 to $1,095 per hour Special Counsel $515 to $1,025 per hour Associates $300 to $540 per hour Paraprofessionals $200 to $430 per hour Evan T. Miller, Partner $680 per hour Michelle G. Novick, Partner $715 per hour Jorge Garcia, Associate $450 per hour Turner N. Falk, Associate $430 per hour Nicholas Smargiassi, Associate $300 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Consistent with Part D(1) of the UST Guidelines, Evan T. Miller, Esq. state as follows: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the twelve months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the twelve months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and reasons for the difference. Response: N/A Question: Has your client approved your respective budget and staffing plan, and if so, for what budget period? Response: Saul Ewing is developing a budget and staffing plan that will be presented for approval by the Committee. Evan T. Miller, Esq., a partner at Saul Ewing LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Evan T. Miller, Esq. Nicholas Smargiassi, Esq. Saul Ewing LLP 1201 N. Market St, Suite 2300 P.O. Box 1266 Wilmington, DE 19899 Tel: (302) 421-6864 Email: evan.miller@saul.com nicholas.smargiassi@saul.com About OPTIO RX, LLC Optio Rx, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 24-11188) on June 7, 2024, listing $10,000,001 to $50 million in assets and $100,000,001 to $500 million in liabilities. William E. Chipman, Jr. at Chipman Brown Cicero & Cole, LLP represents the Debtor as counsel. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of OptioRx, LLC and its affiliates. The committee hires Saul Ewing LLP as counsel. ORBIT MARKETING: Seeks to Hire Yeo & Yeo as Financial Consultants ----------------------------------------------------------------- Orbit Marketing, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Michigan to employ Yeo & Yeo, PC as financial consultants. The firm's services include: (a) review and revise income statements produced by the Debtor's bookkeeping staff; (b) review and revise balance sheets properly setting forth assets and liabilities produced by the Debtor's bookkeeping staff; (c) assist with forecasting profitability, revenue and expenses for the Debtor's business; (d) prepare monthly United States Trustee Reports; (e) complete and file required tax returns; (f) efficiently communicate with the United States Trustee regarding financial reporting and addressing questions it may have; (g) assist with necessary evidence of plan feasibility for purposes of confirmation; and (h) provide financial documentation to support plan confirmation. The firm will be paid at these hourly rates: David Jewell $450 Other Senior Level Financial Professionals $450 Other Financial Professonals $175-$350 In addition, the firm will seek reimbursement for expenses incurred. David Jewell, CPA, a senior financial professional at Yeo & Yeo, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David Jewell, CPA Yeo & Yeo, P.C. 5300 Bay Road, Suite 100 Saginaw, MI 48604 Telephone: (269) 329-7007 Email: DaveJewell@yeoandyeo.com About Orbit Marketing Orbit Marketing, LLC is a solar power solutions provider in Southwest Michigan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-01123) on April 27, 2024. In the petition signed by Joshua L. Thompson, sole member, the Debtor disclosed $5,117,054 in assets and $9,699,929 in liabilities. Judge Scott W. Dales oversees the case. The Debtor tapped James R. Oppenhuizen, Esq., at Oppenhuizen Law Firm, PLC as legal counsel and David Jewell, CPA, at Yeo & Yeo, PC as financial consultants. PARK SEVEN: Case Summary & Four Unsecured Creditors --------------------------------------------------- Debtor: Park Seven Holdings, LLC 18444 N. 25th Avenue, Suite 420 Phoenix, AZ 85023 Business Description: Park Seven is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Chapter 11 Petition Date: July 24, 2024 Court: United States Bankruptcy Court District of Arizona Case No.: 24-06027 Judge: Hon. Brenda K Martin Debtor's Counsel: Philip J. Giles, Esq. ALLEN, JONES & GILES, PLC 1850 N. Central Avenue, Suite 1025 Phoenix, AZ 85004 Tel: 602-256-6000 Fax: 602-252-4712 Email: pgiles@bkfirmaz.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mazciel Hernandez, Mng Member of Jema Capital, LLC, Manager of Jema Capital Park Seven Fund, LLC, Manager of Debtor. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4KWCG4Y/PARK_SEVEN_HOLDINGS_LLC__azbke-24-06027__0001.0.pdf?mcid=tGE4TAMA PARLEMENT TECHNOLOGIES: Taps Potter Anderson & Corroon as Counsel ----------------------------------------------------------------- Parlement Technologies, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Potter Anderson & Corroon, LLP as legal counsel. The firm's services include: (a) advise the Debtor of its rights, powers, and duties under Chapter 11 of the Bankruptcy Code; (b) take action to protect and preserve the Debtor's estates; (c) appear in court and at any meeting required by the U.S. Trustee and any meeting of creditors at any given time on behalf of the Debtor as its counsel; (d) assist with any disposition of the Debtor's assets by sale or otherwise; (e) prepare on behalf of the Debtor legal papers; (f) prepare any plan of reorganization; (g) prepare any disclosure statement and any related documents and pleadings necessary to solicit votes on any plan of reorganization; (h) prosecute on behalf of the Debtor any proposed plan and seeking approval of all transactions contemplated therein and, in any amendments, thereto; and (i) perform all other necessary or desirable legal services in connection with any such case under the Bankruptcy Code. The firm will be paid at these hourly rates: Partner $815 - $1,230 Counsel $685 Associates $470 - $630 Paraprofessionals $345 - $370 In addition, the firm will seek reimbursement for expenses incurred. Jeremy Ryan, Esq., an attorney at Potter Anderson & Corroon, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jeremy W. Ryan, Esq. Potter Anderson & Corroon, LLP Hercules Plaza 1313 North Market Street, 6th Floor P.O. Box 951 Wilmington, DE 19801 Telephone: (302) 984-6108 Email: jryan@potteranderson.com About Parlement Technologies Parlement Technologies, Inc. is a technology services company in Nashville, Tenn., serving businesses and organizations of all sizes. Parlement Technologies filed Chapter 11 petition (Bankr. D. Del. Case No. 24-10755) on April 15, 2024, listing up to $50 million in both assets and liabilities. Craig Jalbert, chief restructuring officer, signed the petition. Judge Craig T. Goldblatt oversees the case. Jeremy W. Ryan, Esq., at Potter Anderson & Corroon, LLP serves as the Debtor's bankruptcy counsel. PARTNERS IN HOPE: Hires Hilco Real Estate as Real Estate Broker --------------------------------------------------------------- Partners In Hope, Inc. seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to employ Hilco Real Estate, LLC as real estate broker. The firm's services include: a. meeting with the Debtor to ascertain the Debtor's goals, objectives and financial parameters in selling the Debtor's properties located at 260 Watson Heritage Rd., Loris, SC, 29569, 1401 Watson Heritage Rd., Loris SC 29569; and 12287 Hwy 707, Murrells Inlet, SC 29576; b. soliciting interested parties for the sale of the Properties and marketing the Property for sale through an accelerated sales process; and c. negotiating the terms of the sale of the Properties, at the Debtor's direction and on the Debtor's behalf. The firm will be paid at these rates: a. Fee: A commission equal to 5 percent of the Gross Sale Proceeds. b. Costs: Debtor shall reimburse Hilco for all reasonable and customary Expenses incurred in connection with the performance of the services proposed hereunder; provided that such reimbursement obligation shall be capped at $30,000. Specifically, in the event the Property sells during the term of the Agreement (or any applicable tail period), in addition to paying Hilco's commission, Debtor shall reimburse Hilco for its Expenses, capped at $30,000, from sales proceeds paid at closing. In the event the Property does not sell during the term of the Agreement (or any applicable tail period), then the Debtor shall have no obligation to reimburse Hilco for the Expenses associated with the services. Eric W. Kaup, a partner at Hilco Real Estate, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Eric W. Kaup Hilco Real Estate, LLC 5 Revere Dr, Suite 206 Northbrook, IL 60062 Tel: (855) 755-2300 Email: ekaup@hilcoglobal.com About Partners In Hope, Inc. Partners In Hope, Inc. owns an assisted living facility located at Loris Oaks, 260 Watson Heritage Rd, Loris SC 29569 valued at $12 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Codee (Bankr. D. S.C. Case No. 24-00935) on March 13, 2024. In the petition signed by Terry Mclean, treasurer, the Debtor disclosed $24,501,256 in assets and $16,893,875 in liabilities. Judge Elisabetta G.M. Gasparini oversees the case. Jane H. Downey, Esq., at BAKER DONELSON, represents the Debtor as legal counsel. PEDRO RODRIGUEZ: Maria Yip Named Subchapter V Trustee ----------------------------------------------------- The U.S. Trustee for Region 21 appointed Maria Yip, a certified public accountant and managing partner at Yip Associates, as Subchapter V trustee for Pedro Rodriguez Landscaping, LLC. Ms. Yip will be paid an hourly fee of $450 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Yip declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Maria M. Yip 2 S. Biscayne Blvd., Suite 2690 Miami, FL 33131 Tel: (305) 569-0550 Email: myip@yipcpa.com About Pedro Rodriguez Landscaping Pedro Rodriguez Landscaping, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17225) on July 19, 2024, with $100,001 to $500,000 in assets and liabilities. Judge Laurel M. Isicoff presides over the case. PENNSYLVANIA ECONOMIC: Fitch Affirms BB- on 2013A-2 Parking Bonds ----------------------------------------------------------------- Fitch Ratings has affirmed Pennsylvania Economic Development Financing Authority's (PEDFA) approximately $26 million of outstanding series 2013A-2 senior parking revenue bonds at 'BB-'. The Rating Outlook is Stable. Entity/Debt Rating Prior ----------- ------ ----- Pennsylvania Economic Development Financing Authority (PA) [Parking] Pennsylvania Economic Development Financing Authority (PA) /Parking System Revenues - First Lien/1 LT LT BB- Affirmed BB- RATING RATIONALE The rating reflects the system's underlying market and constrained financial profile with elevated aggregate leverage. This situation pressures asset preservation should cashflows for capital and maintenance needs prove inadequate. Surety contracts provide financial flexibility to meet short-term financial commitments. The ability to meet future obligations, including reimbursements to Assured Guaranty (AGM) and Dauphin County for draws on the debt service reserve fund and maintenance capex, is vulnerable to adverse economic changes. Although the parking system maintains healthy senior coverage, metrics including subordinate debt are significantly lower and have been below rate covenant levels for several years. Rating case senior coverage net of senior operating expenses averages 2.3x through maturity, while all-in coverage net of senior and subordinate operating expenses averages 1.0x through 2053. Cash flows and fund balances will remain narrow, limiting internal resources for maintenance capex due to the low priority of capital reserve account replenishment in the waterfall. KEY RATING DRIVERS Revenue Risk - Volume - Weaker Dominant Position; Lagging Performance: The system includes 11 parking facilities covering around 70% of public parking in Harrisburg. Strong non-compete covenants provide adequate market share protection. However, while the high degree of government jobs in the area provide some demand stability via commonwealth parking contracts, university enrollment and economic growth in the Harrisburg area remain important to growth, with parking revenues likely to mirror tepid historical performance. Rates remain competitive versus the national average, providing flexibility should the authority pursue above-inflationary rate increases to address revenue underperformance and fund lifecycle investments. Revenue Risk - Price - Midrange Moderate Price Flexibility: Contracted rate schedules provided for large upward adjustments prior to 2017, and the current mechanism allows for annual escalators broadly in line with inflation. The approval procedures for rate adjustments above the annual escalators could face political risks, which may serve to limit rate-making flexibility, although the authority has a historical precedent of implementing significant increases. Infrastructure Dev. & Renewal - Weaker Capital Plan Exhibits Risk: The weaker assessment reflects the system's limited excess cash flows to pay-go fund major maintenance costs, as well as to replenish the capital reserve account at appropriate levels. Repayments to draws on debt service reserves tied to the junior obligations are prioritized higher than capital reserves in the system's flow of funds. In addition, inflationary pressures could cause capex costs to rise at a faster rate than revenue causing further tightening of cash flow for capital improvements. Debt Structure - 1 - Midrange Fixed-Rate, Weak Structural Features: The midrange assessment reflects the senior ranking of the 2013A-2 bonds in the project's capital structure and the parking system's fixed rate and fully amortizing debt profile. Debt service escalates through maturity due to a combination of current interest and capital appreciation bonds. Weak structural features include limited requirements for liquidity and leverage protections, no established operating reserves, and debt service reserves funded through surety policies instead of cash. Financial Profile The parking system has a high aggregate leverage and an escalating debt service profile, including capital appreciation structured bonds, which requires significant revenue growth to cover increasing capital needs. All-in coverage including subordinate debt was 1.0x in 2023, falling below the rate covenant (two prong test of 1.0x all obligations and 1.25x all debt service net of current expenses) for the seventh time since 2013. In Fitch's rating case senior-lien coverage averages 2.4x from 2024 through 2033 and 2.3x through debt maturity, based on a net revenue calculation including senior operating expenses only. The 10-year average coverage of total project costs, including subordinated debt obligations and debt service reserve draw reimbursements, is less than sufficient at 0.9x. PEER GROUP The closest publicly Fitch-rated peer is Miami Parking (A+/Stable). This parking credit represents a larger city system in a very strong MSA. Miami Parking's higher rating reflects robust liquidity and stronger financial metrics, with Fitch rating case debt service coverage ratio (DSCR) averaging above 4.0x and leverage below 1.0x. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Parking activity and revenue generation that fall below rating case expectations; - Deteriorating asset conditions causing a decline in demand; - Continued periods of reserve draws for the subordinate obligations and failure to adhere to the current reserve draw reimbursements under agreements with both Dauphin County and Assured Guaranty. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive rating action is not expected in the near term given the constrained financial profile coupled with uncertain capital needs and funding; - Over the medium term, sustained total coverage in excess of the 1.25x covenanted levels in conjunction with the demonstrated ability to build-up the capital reserve account and address expected capital needs would be supportive of a positive rating action. SECURITY The series 2013A senior bonds are secured by a senior in payment gross pledge of the parking revenues (which are net of a 20% off-street parking tax to the city) generated by the capitol region parking system's facilities and meters. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. PERFECTWERKS SOLUTIONS: Seeks to Hire DBS Law as Counsel -------------------------------------------------------- Perfectwerks Solutions Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ DBS Law to handle its Chapter 11 case. The firm will be paid at these rates: Daniel J. Bugbee $515 per hour Laurie M. Thornton $445 per hour Dominique R. Scalia $440 per hour Claire L. Rootjes $425 per hour Paralegals $225 per hour The Debtor paid the firm a retainer of $ 19,627, plus filing fee of $1,738. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Daniel J. Bugbee, Esq., a partner at DBS Law, 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: Daniel J. Bugbee DBS Law 155 NE 100th Street, Suite 205 Seattle, WA 98125 Tel: (206) 489-3802 Fax: (206) 973-8737 About Perfectwerks Solutions Inc PerfectWerks is a seller of coffee growler, beer growlers, tumblers and accessories. PerfectWerks Solutions Inc. in Snoqualmie, WA, filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 24-41380) on June 21, 2024, listing $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Nils Lahr as president, signed the petition. Judge Mary Jo Heston oversees the case. DBS LAW serve as the Debtor's legal counsel. PERMIAN RESOURCES: S&P Upgrades ICR to 'BB', Outlook Stable ----------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Midland, Texas-based oil, and gas and natural gas liquids (NGLs) exploration and production (E&P) company Permian Resources Corp. to 'BB' from 'BB-' and the issue-level rating on its unsecured debt to 'BB' from 'BB-'. S&P's recovery rating on the debt remains '3', indicating its expectation of meaningful (50%-70%; rounded estimate: 65% recovery. The stable outlook reflects S&P's expectation that Permian's operating performance will benefit from its liquids-rich production, low-cost structure, and additional cash flow from its integration of the Earthstone assets. The upgrade reflects Permian's increased scale and improved operating efficiency in the Permian basin following the close of the ESTE acquisition. The ESTE acquisition added 223,000 net leasehold acres increasing the company's acreage to over 400,000 net acres in the Permian basin. Permian Resources is currently operating 12 rigs. Additionally, the company has over 75,000 net royalty acres and continues to add bolt-on acquisitions in its core operating areas, primarily in the Delaware subbasin. During the first quarter of 2024, total production averaged 319,500 barrels of oil equivalent per day (boe/d), and S&P now expects production to average in the range of 310,000 to 330,000 boe/d in 2024. At year-end 2023, the company had 925 million (mm) boe of reserves, with 76% classified as proved developed. The reserves comprised 43% oil and 68% liquids. Permian's production and reserve scale now compares favorably with peers like Murphy and Matador. However, Permian Resources is geographically less diversified compared with its higher-rated peers, with assets concentrated in core of the Permian basin. The successful integration of ESTE and the magnitude of synergies captured to date resulted in an upward revision to identified synergies by $50 million bringing the updated synergy target to $225 million per year. Permian continues to bring down costs related the legacy ESTE operations, which helped result in cash operating costs (including lease operating expenses [LOE], gathering, production, and transportation [GP&T], and cash, general and administrative [G&A]) of $8.11/boe in the first quarter of 2024. Additionally, 85% of royalty land is operated by the company, which provides for stronger margins and greater operating efficiencies. Permian Resources maintains strong credit metrics post acquisition. Permian financed the acquisition of Earthstone in a credit-friendly manner by using its stock and assuming the company's debt in a transaction that valued it at approximately $4.5 billion. Subsequently, the company has reduced its financial sponsors' combined ownership to approximately 15.7% of Permian's outstanding shares, down from over 50% in 2022 with no sponsor owing more than 7% of shares outstanding. S&P said, "We also view the board as largely independent, with sponsors holding only one out of 11 seats. We believe this ownership structure, along with a significant public float, reduces the risk that financial sponsors might take actions that would weaken Permian's credit quality or increase its leverage. Permian credit metrics significantly improved in first quarter of 2024 in line with expectations, funds from operations (FFO) to debt was above 60% and debt to EBITDA was about 1.2x. We expect the company's FFO to debt will remain firmly above 60% and debt to EBITDA below 1.5x over the next two years." S&P expects Permian's financial policy will support the higher rating. S&P said, "The company has a track record of keeping leverage around 1x or less over the past two years and we expect this financial policy to continue as illustrated by the early redemption in April of 6.875% senior notes due 2027 amounting to approximately $356 million. We also expect Permian will generate significant free cash flow over the next 12 months. We anticipate the company will return 50% to its shareholders through dividends and share repurchases retain the remaining 50% for general corporate purposes, which could include debt reduction and additional acquisitions. "The stable outlook reflects our expectation that Permian's operating performance will benefit from its liquids-rich production, low-cost structure, and additional cash flow from its integration of the Earthstone assets. We expect the company to hold production relatively flat, with consistent capital expenditures. We also expect the company will use approximately 50% of free cash flow for shareholder initiatives and the remaining 50% for acquisitions and/or debt reduction. Therefore, we forecast credit measures will remain strong, including FFO to debt above 60% and debt to EBITDA below 1.5x. "We could lower our rating on Permian Resources within the next 12 months if its credit measures weaken such that FFO to debt approaches 30% for a sustained basis." This could occur if: -- Commodity prices decline, likely in conjunction with a weakening in the company's hedging program; -- Permian's capital spending rises without a commensurate increase in its production; or -- If the company pursues a more aggressive shareholder return policy or a leveraging transaction. S&P could raise its rating within the next 12 months if PR grows its reserves and production or geographically diversifies such that its scale compares more favorably to higher-rated peers, and its average FFO to debt remains above 60% and debt to EBITDA below 1.5x. PINE TREE: Case Summary & 18 Unsecured Creditors ------------------------------------------------ Debtor: Pine Tree Condominium Association, Inc. 2900 Creel Rd. Atlanta, GA 30349 Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court Northern District of Georgia Case No.: 24-57695 Debtor's Counsel: Mark D. Gensburg, Esq. JONES & WALDEN LLC 699 Piedmont Avenue NE Atlanta, GA 30308 Tel: 404-564-9300 Fax: 404-564-9301 E-mail: info@joneswalden.com Total Assets: $383,876 Total Liabilities: $2,263,903 The petition was signed by Marion Webb as vice president. 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/BL7MZ3Q/Pine_Tree_Condominium_Association__ganbke-24-57695__0001.0.pdf?mcid=tGE4TAMA PINNACLE FOODS: Hires Fox Rothschild as Special Franchise Counsel ----------------------------------------------------------------- Pinnacle Foods of California, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of California to employ Fox Rothschild LLP as special franchise counsel. The Debtor needs a special counsel for the limited purpose of providing franchise-related advice and representation in connection with the preparation and prosecution of one or more motions to assume or reject various franchise agreements and related Chapter 11 Plan formulation. The firm will be paid at these hourly rates: Craig R. Tractenberg, Partner $960 Keith C. Owens $895 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $15,000 from the Debtor's principal, Imran Damani, and $5,000 from his father, Badruddin Damani, for a total retainer of $20,000. Mr. Tractenberg disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig R. Tractenberg, Esq. Fox Rothschild LLP 2000 Market Street, 20th Floor Philadelphia, PA 19103 Telephone: (215) 299-2000 Facsimile: (215) 299-2150 Email: ctractenberg@foxrothschild.com About Pinnacle Foods of California Pinnacle Foods of California LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-11015) on April 22, 2024, listing $2,077,748 in assets and $4,509,986 in liabilities. The petition was signed by Imran Damani as president. Judge Rene Lastreto II presides over the case. The Debtor tapped Michael Jay Berger, Esq. at Law Offices of Michael Jay Berger as bankruptcy counsel and Craig R. Tractenberg, Esq., at Fox Rothschild LLP as special franchise counsel. PLAZA MARIACHI: Taps Colliers International Nashville as Broker --------------------------------------------------------------- Plaza Mariachi, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to employ Colliers International Nashville, LLC as its real estate broker. The Debtor needs a real estate broker to sell its property located at 3955 and 3941 Nolensville Pike, Nashville, Tennessee. The firm has agreed to a commission of 1.75 percent. Terry Smith, a principal broker at Colliers International Nashville, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Terry E. Smith Colliers International Nashville, LLC 615 3rd Avenue South, Suite 500 Nashville, TN 37210 Telephone: (617) 850-2724 About Plaza Mariachi LLC Plaza Mariachi is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Plaza Mariachi LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-02441) on July 1, 2024, listing $10 million to $50 million in both assets and liabilities. The petition was signed by Mahan Mark Janbakhsh, member/manager. Sean C. Wlodarczyk, Esq. at Evans, Jones & Reynolds, PC represents the Debtor as counsel. PRIZE MANAGEMENT: Hires Country Boys as Valuation Consultant ------------------------------------------------------------ Prize Management, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Country Boys Auction & Realty Company, Inc. as valuation consultant. The firm's services include: a. travelling to inspect the equipment of the Debtor; and b. advising the Debtor of the fair market value of the equipment. The firm will be paid a fee of $937.50. Mike Gurkins, a partner at Country Boys Auction & Realty Company, Inc., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Mike Gurkins Country Boys Auction & Realty Company, Inc. 1211 W 5th St Post Office Box 1903 Washington, NC 27889 Tel: (252) 946-6007 Email: mgurkins@countryboysauction.com About Prize Management Prize Management, LLC, is a sand and gravel mining company which operates on the land owned by Sand Ridge Development Assn., Inc. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 23-02681) on Sept. 14, 2023. In the petition signed by Alton Williams, Jr., president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Pamela W. McAffee oversees the case. William P. Janvier, Esq., at Stevens Martin Vaugh & Tadych, PLLC, is the Debtor's legal counsel. PRUDENT AMERICAN: Files Amended Plan; Confirmation Hearing Aug. 20 ------------------------------------------------------------------ Prudent American Technologies, Inc., submitted a First Amended Disclosure Statement in connection with Original Plan of Liquidation dated July 9, 2024. On May 11, 2024, the Debtor closed the sale of substantially all its assets to Prudent Holdings USA, LLC. The purchase price was approximately $7.69 million of which $250,000 was paid to the Debtor. The Debtor had approximately $1.86 million in cash (inclusive of the cash component of the purchase price) on the closing date and approximately $130,000 in postpetition trade payables. The Debtor was also authorized to use approximately $125,000 to cash out certain Priority Non-Tax Claims and Administrative Claims of employees of the Debtor. Accordingly, the Debtor expects to have approximately $1.4 million to distribute under the Plan. The Debtor scheduled $14,822,600 in secured claims and $3,061.802 unsecured claims. Of the secured claims, $7 million has been used as a credit bid by the purchaser of the Debtor's assets, and the purchaser maintains a deficiency claim of $1,927,449.80. There will be additional reductions to claim amounts due to the sale or repossession of equipment by various secured creditors. The Debtor believes that no claims remaining are secured by the Debtor's assets; thus all previously-secured claims will be treated as unsecured claims only. While the Debtor cannot predict with any certainty the amounts of such deficiency claims, the Debtor believes that the total pool of unsecured creditors (including deficiency claims) will not exceed $11 million. The Debtor has kept its post-petition debt current by paying its post-petition obligations on an ongoing basis. Legal and non-legal Administrative Claims are not expected to exceed $250,000.00. The Plan provides for the liquidation of all of the Debtor's remaining assets. Like in the prior iteration of the Plan, Holders of Allowed General Unsecured Claim shall receive a Pro Rata Share of the Distributable Funds after satisfaction of Allowed Class 3 Claims, and Allowed Unclassified Claims. Class 5 consists of Interests in the Debtor. Interests in the Debtor shall be extinguished. To the extent funds are available, the Liquidating Debtor shall make distributions from the Distributable Funds to the Holders of Allowed Claims in accordance with the Plan. The Court has set a hearing on confirmation of the Plan for August 20, 2024, at 9:30 a.m. in the courtroom of the Honorable Brenda Rhoades, United States Bankruptcy Court, Eastern District of Texas, Sherman Division, U.S. Courthouse, 600 North Central Expressway, Suite 300B, Plano, Texas 75074. The Voting Deadline is August 19, 2024. A full-text copy of the First Amended Disclosure Statement dated July 9, 2024 is available at https://urlcurt.com/u?l=ftiji7 from PacerMonitor.com at no charge. Prudent American Technologies is represented by: Howard Marc Spector, Esq. Spector & Cox, PLLC 12770 Coit Road, Suite 850 Dallas, TX 75251 Tel: (214) 365-5377 Fax: (214) 237-3380 Email: hspector@spectorcox.com About Prudent American Technologies Prudent American Technologies, Inc., filed voluntary Chapter 11 petition (Bankr. E.D. Texas Case No. 23-41959) on Oct. 17, 2023, with up to $50,000 in assets and $10 million to $50 million in liabilities. Jay Rigby, interim president and chief executive officer, signed the petition. Judge Brenda T. Rhoades oversees the case. Howard Marc Spector, Esq., at Spector & Cox, PLLC, is the Debtor's legal counsel. The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. PUERTO RICO: PREPA, Creditors Ordered to Find Debt-Cutting Deal --------------------------------------------------------------- Michelle Kaske of Bloomberg News reports that the judge overseeing the bankruptcy of Puerto Rico's electric utility directed the parties to reach a consensual debt-cutting deal through mediation and put a hold on most legal filings for at least 60 days to force the borrower and its creditors to focus on their negotiations. US District Court Judge Laura Taylor Swain's push for a broader resolution through mediation follows an appeals court ruling last month that increased bondholders' allowable claims to about $8.5 billion from the $2.4 billion limit that Swain had placed on their unsecured lien on the utility's net revenue. About Puerto Rico Puerto Rico is a self-governing commonwealth in association with the United States. The chief of state is the President of the United States of America. The head of government is an elected Governor. There are two legislative chambers: the House of Representatives, 51 seats, and the Senate, 27 seats. In 2016, the U.S. Congress passed PROMESA, which, among other things, created the Financial Oversight and Management Board and imposed an automatic stay on creditor lawsuits against the government, which expired May 1, 2017. The members of the oversight board are: (i) Andrew G. Biggs, (ii) Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J. Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii) David A. Skeel Jr. On May 3, 2017, the Commonwealth of Puerto Rico filed a petition for relief under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act ("PROMESA"). The case is pending in the United States District Court for the District of Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's PROMESA petition is available at http://bankrupt.com/misc/17-01578-00001.pdf On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation (COFINA) commenced a case under Title III of PROMESA (D.P.R. Case No. 17-01599). Joint administration has been sought for the Title III cases. On May 21, 2017, two more agencies -- Employees Retirement System of the Government of the Commonwealth of Puerto Rico and Puerto Rico Highways and Transportation Authority (Case Nos. 17-01685 and 17-01686) -- commenced Title III cases. U.S. Chief Justice John Roberts named U.S. District Judge Laura Taylor Swain to preside over the Title III cases. The Oversight Board has hired as advisors, Proskauer Rose LLP and O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic consultant, Citigroup Global Markets as municipal investment banker, and Ernst & Young, as financial advisor. Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M. Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq., at O'Neill & Borges LLC are onboard as attorneys. Prime Clerk LLC is the claims and noticing agent. Prime Clerk maintains the case Website https://cases.primeclerk.com/puertorico Jones Day is serving as counsel to certain ERS bondholders. Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General Obligation Bondholders. PULSE PHYSICIAN: Seeks to Hire Saleem Lakhani CPA as Accountant --------------------------------------------------------------- Pulse Physician Organization, PLLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Saleem Lakhani CPA, LLC as certified public accountant. The firm will perform tax preparation services for the Debtor. The firm's services will be based upon the amount of time required at standard billing rates plus out-of-pocket expenses. Saleem Lakhani, CPA, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Saleem Lakhani, CPA Saleem Lakhani CPA, LLC 12440 Emily Court, Suite 404 Sugar Land, TX 77478 Telephone: (713) 364-9786 Email: saleem@slakcpa.com About Pulse Physician Organization Pulse Physician Organization, PLLC is a medical group that specializes in medical weight loss, pain management, interventional cardiology, internal medicine, family medicine, and podiatry. Pulse Physician Organization and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-32860) on June 20, 2024. At the time of the filing, Pulse Physician Organization disclosed $2,556,518 in total assets and $3,395,617 in total liabilities. Judge Jeffrey P. Norman oversees the case. The Debtors tapped Robert C. Lane, Esq., at the Lane Law Firm as counsel, Saleem Lakhani CPA, LLC as accountant, and Viking Advisory Group, LLC as bookkeeper. PULSE PHYSICIAN: Seeks to Hire Viking Advisory Group as Bookkeeper ------------------------------------------------------------------ Pulse Physician Organization, PLLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Viking Advisory Group, LLC as bookkeeper. The firm will provide bookkeeping services for the Debtors. The firm will be compensated on a fixed fee arrangement of $10,000 per month for 6 months. The hourly rates of the firm's professionals are as follows: Chief Financial Officer & Partner $350 Certified Public Accountant/Director $275 Accounting $175 Admin/Analyst/Bookkeeping $60 Saleem Lakhani, CPA, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: PK Kvien Viking Advisory Group, LLC 25511 Budde Rd., Ste. 1102 The Woodlands, TX 77380 Telephone: (713) 454-7641 Email: info@vikingadvisorygroup.com About Pulse Physician Organization Pulse Physician Organization, PLLC is a medical group that specializes in medical weight loss, pain management, interventional cardiology, internal medicine, family medicine, and podiatry. Pulse Physician Organization and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-32860) on June 20, 2024. At the time of the filing, Pulse Physician Organization disclosed $2,556,518 in total assets and $3,395,617 in total liabilities. Judge Jeffrey P. Norman oversees the case. The Debtors tapped Robert C. Lane, Esq., at the Lane Law Firm as counsel, Saleem Lakhani CPA, LLC as accountant, and Viking Advisory Group, LLC as bookkeeper. R.R. DONNELLEY: Fitch Assigns 'B' LongTerm IDR, Outlook Stable -------------------------------------------------------------- Fitch Ratings has assigned a first-time Long-Term Issuer Default Rating (IDR) of 'B' to R.R. Donnelley & Sons Company (RRD). The Rating Outlook is Stable. Additionally, Fitch has assigned a 'BB'/'RR1' rating to the ABL facility, a 'BB-'/'RR2' rating to the company's new first lien term loan B and senior secured notes and a 'B-'/'RR5' to the unsecured notes. The ratings and Outlook reflect RRD's leading market position, scale, client and end-market diversification, and EBITDA expansion through continued cost rationalization and operational improvements. The ratings are constrained by secular industry headwinds in the print segment that limit revenue growth over the forecast period, execution risk associated with the pending Valassis acquisition, and moderately high leverage. KEY RATING DRIVERS Execution Risk: Fitch believes there is an elevated execution risk following the pending acquisition of the digital and print marketing business from Vericast Corp. for approximately $1.3 billion. RRD plans to issue new first lien debt, which will comprise about $800 million in a five-year term loan B and $1.5 billion in senior secured notes maturing in August 2029. The proceeds from this transaction will be used to repay the $1.85 billion bridge facility that will fund the acquisition of Valassis and the repayment of the existing term loan of $973 million, along with the redemption of junior lien notes of about $312 million. Fitch believes that secular decline in Valassis' print segment revenue could impede RRD's growth profile post-acquisition. Low revenue growth in a relatively low margin business increases the risk and uncertainty surrounding RRD's capital structure and operating performance over time, although this is mitigated to some extent by manageable leverage for the IDR. Print Pressures: In Fitch's view, RRD's business profile continues to face moderate secular headwinds limiting revenue growth in the print segment over the forecast period. RRD's commercial print accounted for roughly 29% of 2023 revenues, although this has declined from 34% in 2018. Fitch believes the print industry will continue to see volume declines as the adoption of digital devices has curbed demand for printed products. According to a recent IBIS report, printing revenue has fallen at a CAGR of 1.9% over the past five years with expected revenues of $87.7 billion. The pandemic has accelerated the shift to digital media by catapulting the distribution and hosting of media content through online channels. Meanwhile, the company's transformation into a comprehensive provider of marketing solutions, packaging, labels and supply chain services, along with continued cost rationalization through facility closures, asset sales, business dispositions, reorganization, improvements in operational efficiency, and general SG&A related savings, has driven EBITDA margin improvements over the last few years. Fitch believes RRD will continue to rationalize costs over the rating horizon. Leverage: Fitch estimates RRD's proforma EBITDA leverage at 4.4x, excluding RRD's parent company's PIK notes. Fitch treats the PIK notes as a shareholder loan and not debt, in accordance with Fitch's criteria for rating holdco PIK shareholder loans. RRD reduced absolute debt by roughly $900 million since 2016 while also increasing EBITDA margins, resulting in EBITDA leverage of 3.2x at FYE 2023. Fitch believes deleveraging will be manageable through continued asset sales as well as EBITDA expansion and expects EBITDA leverage in the high 3.0x range over the forecast period. Fitch assumes that RRD will be able to successfully refinance/extend the ABL facility due in 2026. Fitch expects the company's (CFO-Capex)/Debt (%) to remain in the low-mid single digit range over the forecast period versus approximately 7% as of YE23. Scale in Fragmented Industry: RRD's credit profile is supported by its scale and diverse product offerings as one of the largest commercial printers and marketing solutions provider in the U.S. Fitch believes the company's significant scale and size provides economies of scale benefits in a highly competitive and fragmented printing industry. RRD also benefits from longstanding relationships with its clients with 80% having a tenure of over seven years, low customer concentration and a high contracted revenue base. Diversified Client-Base & Industry-Mix: RRD serves over 18,000 clients including over 75% of the Fortune 500 in over 160 locations worldwide with about 75% of the revenues generated from the U.S. RRD provides services across major industry verticals including retail, healthcare, financials, services, manufacturing, publishing and various other end markets. The company's top 10 customers represent about 20% of total revenues, but it has strong client retention. Fitch expects that the diversified customer base across various industry verticals and geographies reduces distinctive risks associated with individual industry verticals as well as minimizes revenue volatility given long-standing customer relationships. Asset Monetization: RRD continues to optimize parts of its portfolio, seeking opportunities to monetize asset sales. In addition to the divestiture of GDS, R&D and Logistics businesses, Chile & Brazil operations prior to 2021, the company recently sold a printing facility in Shenzhen, China and disposed of its Canadian operations in 2023. Fitch believes that continued cost rationalization and deleveraging through the sale of any non-core assets could provide RRD with additional financial flexibility. DERIVATION SUMMARY RRD has a relatively strong competitive position based on the scale and size of its operations compared to Fitch-rated peer, Quad/Graphics, Inc. (B+/Positive). RRD's ratings reflect its leading market position in the U.S. commercial printing market, client and end-market diversification, EBITDA expansion through continued cost rationalization and operational improvements, along with debt reduction through asset sales and business dispositions. Quad/Graphics, which is the second-largest U.S. printing company by revenue after RRD, has lower EBITDA leverage, FCF margin in low single-digit range, and higher interest coverage compared to RRD. Although RRD's scale, revenue growth, and EBITDA margins are better than those of Quad/Graphics, RRD's rating is constrained by its moderately high leverage and low FCF. RRD's ratings are constrained by secular industry headwinds that limit revenue growth execution risk associated with the Valassis acquisition, and the lack of commitment to a financial policy due to private equity ownership, which could prioritize shareholder returns over deleveraging. Relative to other printing and services industry peers rated by Fitch, RRD is well positioned at the 'B' rating level. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer include: - Fitch expects 2024 revenue to increase in low single digits due to secular decline in commercial print, slower demand and overall economic conditions; - EBITDA margins are assumed in low double-digit range over the forecast period based on the recent cost initiatives and plant closures; - Fitch projects FCF as a percentage of revenue to be in the low single-digit range over the next few years, compared to a negative FCF of 7.8% in 2023 due to the dividend payout; - Capex of about $115 million-$120 million range annually; - Cash taxes and working capital remain a modest use of cash flow in the next few years; - Fitch expects company to refinance the ABL facility in 2026. RECOVERY ANALYSIS For entities rated 'B+' and below, where default is a higher possibility and recovery prospects are more meaningful to investors, Fitch undertakes a tailored, or bespoke, analysis of recovery upon default for each issuance. The resulting debt instrument rating includes a Recovery Rating or published 'RR' (graded from 'RR1' to 'RR6') and is notched from the IDR accordingly. In this analysis, there are three steps: (i) estimating the distressed enterprise value (EV); (ii) estimating creditor claims; and (iii) distribution of value. Key Recovery Rating Assumptions: Fitch assumes that RRD would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. Going-Concern (GC) Approach: Fitch estimates a going concern EBITDA of $500 million, or meaningfully below the company's proforma EBITDA including Valassis. The going-concern EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which Fitch bases the enterprise valuation. Fitch contemplates a scenario in which a secular decline in commercial printing and highly competitive and fragmented nature of the industry, impairs RRD's debt-servicing facility. EV Multiple: Fitch assumes a 5.0x multiple, which is validated by historical public company trading multiples, industry M&A and past reorganization multiples Fitch has seen across various industries. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Material improvement in operating profile evidenced by sustained positive low single digit revenue growth and continued improvement in EBITDA margins; - Consistently positive FCFs with FCF margins at mid-single digits or higher; - EBITDA leverage sustained below 4.0x; - (CFO-Capex)/Debt above 5%. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Sustained revenue declines or higher than expected deterioration of EBITDA margins; - FCFs sustained near zero; - EBITDA leverage at or above 5.0x; - (CFO-Capex)/Debt less than 2.5%. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: Fitch views RRD's liquidity position as adequate, supported by the company's cash balances, availability under its asset-based revolving credit facility of $192.9 million as of March 31, 2024, adjusted for the borrowing base, outstanding LOCs and borrowings under the facility. The company had cash balances of $253.7 million as of March 31, 2024. Fitch also projects positive FCF over the ratings horizon. Debt Structure: Pro forma for new debt related to the pending Valassis acquisition, pro forma debt capital consists of: (i) a $750 million ABL facility maturing April 2026; (ii) a new $800 million term loan facility maturing August 2029; (iii) new $1.5 billion senior secured notes due 2029; and iv) less than $90 million of senior unsecured notes and debentures due 2029 through 2031. ISSUER PROFILE R.R. Donnelley and Sons Company is one of the largest global commercial printers and a provider of marketing, packaging, labels, print, and supply chain solutions. The company has over 18,000 clients in over 160 locations globally. It is held by investment funds managed by private investment firm Chatham Asset Management, LLC. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- R.R. Donnelley & Sons Company LT IDR B New Rating WD senior unsecured LT B- New Rating RR5 senior secured LT BB- New Rating RR2 senior secured LT BB New Rating RR1 RAI INC: Amends Unsecured Claims Pay Details -------------------------------------------- R.A.I., Inc., submitted an Amended Subchapter V Plan of Reorganization dated July 10, 2024. The Debtor commenced litigation against Bar W for turnover of a vehicle which is property of the bankruptcy estate but in possession of Bar W. Bar W did not respond to the complaint and the Debtor sought and obtained a default and a default judgment against Bar W. The Debtor has obtained possession of the vehicle. Recreational Adventures, Co. ("RAC") initiated an adversary proceeding against the Debtor asserting its claim in the case is non-dischargeable. The Debtor has filed a Motion to Dismiss the adversary proceeding on grounds that Section 523 of the Bankruptcy Code does not apply to corporate debtors. The Debtor and RAC have reached a global settlement which resolves the adversary proceeding. The Debtor and Eric Curry, an insider of the Debtor have reached a settlement resolving the not less than $195,000 in distributions and the $2,019.10 in monthly increased salary. The Debtor has filed a motion to approve the settlement. In sum, Mr. Curry will be paying the bankruptcy estate a settlement payment in the amount of $195,000, $100,000 from the sale of his residence to be completed within approximately three years and $95,000 in equal monthly payments starting after confirmation of this Plan for three years (the "Curry Settlement"). The payments from the Curry Settlement will be paid into the Unsecured Creditor Account. Class 7 consists of the general unsecured creditors of the Debtor. Holders of Class 7 Allowed Claims shall share on a Pro Rata basis monies deposited into the Unsecured Creditor Account. Upon the first full month following the Effective Date of the Plan and every month until Administrative Claims are paid in full and then for the remainder of the Term of the Plan the Debtor will every month in accordance with the terms of this Plan deposit for the five year term of the Plan: (a) during the first year of the Plan $4224; (b) during the second year of the Plan $3866; (c) during the third year term of the Plan $5140; (d) during the fourth year of the Plan $5223 and (e) during the fifth year of the Plan $3,181. At the end of each calendar quarter, the balance of the Unsecured Creditor Account will be distributed to the holders of Allowed Administrative Claims on a Pro Rata basis until such time as all holders of Allowed Administrative Claims have been paid in full, and then will be distributed to Class 7 general unsecured creditors that hold Allowed Claims on a Pro Rata basis. All funds recovered by the Debtor on account of Avoidance Actions shall be distributed to Allowed Administrative Claims until paid in full and then to Class 7 claimants holding Allowed Claims on a pro-rata basis, net of attorneys' fees and costs. Whether or not the Debtor pursues any Avoidance Actions (except that the Debtor will pursue the Curry Settlement, and litigation if the settlement is not approved with respect to Mr. Curry) shall be up to the Debtor and the decision to pursue such claims shall be discretionary with the Debtor. The Debtor shall be empowered to take such action as may be necessary to perform its obligations under this Plan. A full-text copy of the Amended Subchapter V Plan dated July 10, 2024 is available at https://urlcurt.com/u?l=514ePQ from PacerMonitor.com at no charge. Attorneys for the Debtor: Aaron A. Garber, Esq. WADSWORTH GARBER WARNER CONRARDY, P.C., 2580 West Main Street, Suite 200, Littleton, Colorado 80120 Littleton, CO 80120 Tel: (303) 296-1999 Fax: (303) 296-7600 Email: agarber@wgwc-law.com About RAI Inc. RAI Inc. was formed in 2008 with primary areas of business include excavation, street construction, and general construction. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 23-16014-JGR) on Dec. 28, 2023. In the petition signed by Scott Owens, general manager, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Joseph G. Rosania, Jr. oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C., is the Debtor's legal counsel. REBEL STEEL: Hires Rountree Leitman Klein & Geer as Attorney ------------------------------------------------------------ Rebel Steel Ventures And Erect, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree, Leitman, Klein & Geer, LLC as attorney. The firm's services include: a. giving the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the management of its property; b. preparing on behalf of the Debtor as Debtor-in-Possession necessary schedules, applications, motions, answers, orders, reports and other legal matters; c. assisting in examination of the claims of creditors; d. assisting with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and e. performing all other legal services for the Debtor as Debtor-in-Possession that may be necessary herein. The firm will be paid at these rates: Attorneys Rate William A. Rountree $595 per hour Will B. Geer $595 per hour Michael Bargar $535 per hour Hal Leitman $425 per hour William Matthews $425 per hour David S. Klein $495 per hour Alexandra Dishun $425 per hour Elizabeth Childers $395 per hour Ceci Christy $425 per hour Caitlyn Powers $375 per hour Shawn Eisenberg $300 per hour Paralegals Rate Tarsha Daniel $225 per hour Elizabeth Miller $250 per hour Megan Winokur $175 per hour Catherine Smith $150 per hour Law Clerk $175 per hour The firm received a pre-petition retainer of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. William Rountree, a partner at Rountree, Leitman, Klein & Geer, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: William Rountree, Esq. Rountree, Leitman, Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Tel: (678) 587 8740 Email: wgeer@rlkglaw.com About Rebel Steel Ventures and Erect, Inc. Rebel Steel Ventures & Erect, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-20535) on May 7, 2024, with up to $50,000 in assets and up to $1 million in liabilities. William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC represents the Debtor as legal counsel. REBORN COFFEE: Financial Strain Raises Going Concern Doubt ---------------------------------------------------------- Reborn Coffee, Inc. disclosed in a Form 10-Q Report for the quarterly period ended March 31, 2024, that there is substantial doubt about its ability to continue as a going concern. According to the Company, it had incurred a net comprehensive loss of $990,544 during the three months ended March 31, 2024, and has an accumulated deficit of $17,747,468 as of March 31, 2024. In addition, current liabilities exceed current assets by $2,234,463 as of March 31, 2024. Management intends to raise additional operating funds through equity and/or debt offerings. However, there can be no assurance management will be successful in its endeavors. There are no assurances that the Company will be able to either: (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement, public offerings, and/or bank financing necessary to support its working capital requirements. To the extent that funds generated from operations and any private placements, public offerings, and/or bank financing are insufficient, the Company will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company. If adequate working capital is not available to the Company, it may be required to curtail or cease its operations. Due to uncertainties related to these matters, there exists substantial doubt about the ability of the Company to continue as a going concern. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/4scpzac9 About Reborn Coffee Brea, Calif.-based Reborn Coffee, Inc. (NASDAQ: REBN) is focused on serving high quality, specialty-roasted coffee at retail locations, kiosks, and cafes. Reborn is an innovative company that strives for constant improvement in the coffee experience through exploration of new technology and premier service, guided by traditional brewing techniques. Reborn believes they differentiate themselves from other coffee roasters through innovative techniques, including sourcing, washing, roasting, and brewing their coffee beans with a balance of precision and craft. For more information, please visit www.reborncoffee.com. As of March 31, 2024, the Company had $10,880,503 in total assets, $8,309,157 in total liabilities, and $2,571,346 in total stockholders' equity. RED CAT: Secures $4.4 Million of Non-Dilutive Financing ------------------------------------------------------- Red Cat Holdings, Inc., announced that it secured $4.4 million of non-dilutive financing through its divestiture of Unusual Machines, Inc. Effective July 22, 2024, Red Cat sold all of its securities in Unusual Machines to two unaffiliated third-party purchasers. As part of the transaction, Red Cat entered into an Exchange Agreement with Unsual Machines pursuant to which Red Cat exchanged 4,250,000 shares of the Company's common stock, par value $0.001 per share for 4,250 shares of the Company's newly designated Series A Convertible Preferred Stock. Red Cat sold the Series A and the New Notes to the Purchasers for $4.4 million in cash pursuant to a Purchase Agreement in a transaction that closed on July 22, 2024. Immediately prior to the sale to the Purchasers, the Company issued Red Cat $4,000,000 of its 8% Promissory Notes due Nov. 30, 2025 (the "New Notes") reflecting (i) satisfaction and settlement of working capital adjustments, and (ii) a maturity date extension to Nov. 30, 2025. The funds will finance working capital needs around the ongoing development of Red Cat's Family of Systems, which includes Teal Drones, Edge 130, and a new line of FANG First-Person View (FPV) drones. The goal of the Family of Systems is to meet the needs of the U.S. Department of Defense and NATO Allies for drone systems that are low-cost, portable, field repairable, and recoverable. "With military modernization, the defense drone industry is in a rapid growth and innovation cycle," said Jeff Thompson, Red Cat CEO. "This sea change is driving robust demand for Red Cat's Family of Systems both domestically and internationally. As a result, we've achieved three quarters of record revenue while reducing cash burn during the first three quarters of our year ended April 30, 2024, making this non-dilutive capital highly valuable for our strategic growth plans." Red Cat's mission is to redefine the role of sUAS for defense applications by combining the capabilities of ISR drones with precision strike payloads. The Company is an established leader in the sUAS (Group 1) space with its flagship Teal 2 aircraft. As part of the new family of systems, Red Cat is introducing FANG, a new line of First-Person View (FPV) drones with precision strike payload capabilities. The acquisition of FlightWave's Edge 130 rounds out the family of systems, which will include all current and future Teal models. "We are laser focused on scaling up, including expanding our manufacturing facilities and ramping up production of our Family of Systems to meet the growing demand for low-cost, portable unmanned systems for military and security operations globally," said Leah Lunger, Red Cat CFO. "Heading into the second half of the year and on the heels of our planned acquisition of FlightWave, this financing will bolster our cash position with non-dilutive capital, solidify our balance sheet, and fuel our goals for growth." About Red Cat Holdings Inc. Red Cat (Nasdaq: RCAT) is a drone technology company integrating robotic hardware and software for military, government, and commercial operations. Red Cat's solutions are designed to "Dominate the Night" and include the Teal 2, a small unmanned system offering the highest-resolution thermal imaging in its class. On the Web: http://www.redcatholdings.com/ Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated July 27, 2023, citing that the Company has suffered recurring losses from operations that raises substantial doubt about its ability to continue as a going concern. Red Cat reported a net loss of $27.09 million for the year ended April 30, 2023, compared to a net loss of $11.69 million for the year ended April 30, 2022. For the nine months ended Jan. 31, 2024, the Company reported a net loss of $16.98 million. REDHILL BIOPHARMA: Strengthens Cash Balance, Settles Obligations ---------------------------------------------------------------- RedHill Biopharma Ltd. announced July 22 the signing of a Global Termination Agreement with Movantik Acquisition Co., Valinor Pharma, LLC, and HCR Redhill SPV, LLC. As a result of the Agreement, RedHill received approximately $9.9 million in cash and gained full control over an additional $0.74 million currently held in a restricted account, leading to an increase of approximately $12.2 million in liabilities for RedHill, reflecting assumed and settled liabilities between the parties, resulting in a net balance sheet reduction of approximately $2.3 million. In addition, the Agreement ends all existing credit ties with the Agreement parties, removes the existing lien against Talicia and restores control over cash collections back to RedHill. Razi Ingber, RedHill's chief financial officer, said: "We are very pleased to reach this smooth conclusion, which strengthens RedHill's cash position and greatly enhances our ability to manage our cash. The Agreement eliminates substantially all encumbrances related to the previous Movantik divestment and Credit Agreements, allowing us to better focus on our R&D and commercial activities and return the Company to a growth mode. This is a new chapter for RedHill." About RedHill Biopharma RedHill Biopharma Ltd., headquartered in Tel Aviv, Israel, is a specialty biopharmaceutical company, primarily focused on GI and infectious diseases. The Company is currently focused primarily on the advancement of its development pipeline of clinical-stage therapeutic candidates. The Company also commercializes in the U.S. GI-related products, Talicia (omeprazole, amoxicillin, and rifabutin) and Aemcolo (rifamycin) and continue to explore its strategic plans for such products and activities. Tel-Aviv, Israel-based Kesselman & Kesselman (a member of PricewaterhouseCoopers International Limited), the Company's auditor since 2010, issued a "going concern" qualification in its report dated April 8, 2024, citing that the Company has an accumulated deficit, and management expects that the Company will incur additional losses. Management believes that there is presently insufficient funding available to fund its activities for a period exceeding one year from the date of issuance of the consolidated financial statements. These conditions and events indicate that a material uncertainty exists that may cast significant doubt (or raise substantial doubt as contemplated by PCAOB standards) about the Company's ability to continue as a going concern. REGAL SAND: Ongoing Operations to Fund Plan Payments ---------------------------------------------------- Regal Sand Realty, LLC, filed with the U.S Bankruptcy Court for the Middle District of Florida a Plan of Reorganization for Small Business dated July 8, 2024. The Debtor is a real estate leasing company primarily focused on vacation rental properties and unique commercial buildings. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of approximately 100.39 per month rising to $475.39 per month in year 5. As of the date of filing petition, the Debtor does not owe general unsecured creditors. Income projections are never going to be 100% accurate because the future is uncertain. The Debtor's income is subject to fluctuation and Debtor in good faith believes that it can support the Plan payment to its secured creditors. The final Plan payment is expected to be paid on July 5, 2029. Twelve-month projected revenues post confirmation is conservatively estimated based on past performance of the Debtor pre Covid-19. The Debtor's gross revenue for the twelve months following confirmation will be $16,403.40, which is in line with the Debtor's income. This Plan of Reorganization proposes to pay creditors of the Debtor from future income received from ongoing operations. This Plan also provides for the payment of administrative and priority claims. Class 5 is comprised of all Allowed Unsecured Claims. As of the date of filing the Petition, April 9, 2024, the Debtor did not have any unsecured claims and no unsecured claims have been filed as of the date of this Plan. Class 6 consists of equity security holders of the Debtor. Mr. Brock Showalter owns 100% of the Debtor's outstanding shares and will retain his ownership interest in the Debtor. The Debtor's Plan will be funded by the current and future income received by the Debtor. The Debtor proposes a reasonable Plan which is proposed in good faith and not by any means forbidden by law. A full-text copy of the Plan of Reorganization dated July 8, 2024 is available at https://urlcurt.com/u?l=YuR6bs from PacerMonitor.com at no charge. About Regal Sand Realty Regal Sand Realty, LLC, is a real estate leasing company primarily focused on vacation rental properties and unique commercial buildings. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:24-bk-01927-CPM) on April 9, 2024. Judge Jason A. Burgess oversees the case. In the petition signed by H. Brock Schowaller, the Debtor disclosed up to $500,000 in both assets and liabilities. RIGHT ON BRANDS: Signs Products Distribution Agreement With LDI --------------------------------------------------------------- Right on Brands, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission on July 25, 2024, that the Company has entered into a retail & wholesale distribution agreement with Langer Direct International (LDI) for the distribution of all Langer juice products. These products will be available to all Endo locations. LDI is to furnish refrigerators in all Endo locations and has the right to open its own Endo stores in Nevada and California. LDI will allocate 10 acres of the 600 acre Langer farms "Hemp Farm" located in Bakersfield California exclusively for cultivation & production of Endo branded products. The Company is negotiating on a separate agreement to produce the new Endo THC lemonade. About Right on Brands Right On Brands, Inc.'s business is conducted through its wholly-owned subsidiaries, Endo Brands, Endo Wellness Centers, and Humble Water Company, which is dormant and not operating. The Company creates and markets a line of CBD consumer products. Right on Brands creates lasting brands with emerging functional ingredients, and its focus right now is industrial hemp, hemp derived cannabinoids, and high alkaline water. All of the Company's current business is through Endo Brands. For the period ended Dec. 31, 2023, the Company had an accumulated deficit of approximately $16,153,000, had a net loss of approximately $392,000, and net cash used in operating activities of approximately $51,000, with approximately $1,077,000 revenue earned, and a lack of profitable operational history. The Company said these matters, among others, raise substantial doubt about the Company's ability to continue as a going concern. RITE AID CORP: Closes 3 More Stores in Lorain County in Chapter 11 ------------------------------------------------------------------ The Chronicle reports that three more Rite Aid locations in Lorain County are closing as the Philadelphia-based drugstore chain makes its way through Chapter 11 bankruptcy. A July 5, 2024 filing in U.S. Bankruptcy Court for the District of New Jersey that was reviewed Tuesday by The Chronicle-Telegram made it official: Rite Aid is closing the Elyria store at 142 Broad St. and the Grafton store at 479 Main St., the company told the bankruptcy court. Though that store was not one of those listed in bankruptcy court documents, signs in the windows Tuesday at the Rite Aid at 2853 Grove Ave. in Lorain also announced its closing: "Total Inventory Blowout," "Store Closing," "Everything Must Go! 30% off," the signs read. In the July 5 filing, the company told a federal court that it was closing an additional 30 stores, including 13 in Ohio. Along with Elyria and Grafton, the other Ohio stores that will close are in Akron (two), Canton, Cortland, East Palestine, Englewood, Girard, Hubbard, Napoleon, Sylvania and Toledo. The Rite Aid in Amherst closed in January. The timeline for the newly announced closures wasn't immediately known. An employee at the Grafton Rite Aid said June 20 that the store was closing within six weeks. The Wellington store was closing its pharmacy as of June 25, and retail sales there were expected to end July 25, a manager said June 20. Prescriptions held at the Grafton and Wellington locations will now be filled at the Walgreens at 100 Cleveland St. in Elyria. About Rite Aid Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy that improves health outcomes. Rite Aid is defining the modern pharmacy by meeting customer needs with a wide range of vehicles that offer convenience, including retail and delivery pharmacy, as well as services offered through our wholly owned subsidiaries, Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's pharmacy benefits and services company, consists of accredited mail and specialty pharmacies, prescription discount programs and an industry leading adjudication platform to offer superior member experience and cost savings. Health Dialog provides healthcare coaching and disease management services via live online and phone health services. Regional chain Bartell Drugs has supported the health and wellness needs in the Seattle area for more than 130 years. Rite Aid employs more than 6,100 pharmacists and operates more than 2,100 retail pharmacy locations across 17 states. The Debtors sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15, 2023. In the petition signed by Jeffrey S. Stein, chief executive officer and chief restructuring officer, the Debtor disclosed $7,650,418,000 in total assets and $8,597,866,000 in total liabilities. Judge Michael B. Kaplan oversees the case. The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis International LLP as general bankruptcy counsel, Cole Schotz, P.C. as local bankruptcy counsel, Guggenheim Partners as investment banker, Alvarez & Marsal North America, LLC as financial, tax and restructuring advisor, and Kroll Restructuring Administration as claims and noticing agent. Kramer Levin Naftalis & Frankel LLP, serves as counsel to the Official Committee of Unsecured Creditors. Kelley Drye & Warren LLP serves as co-counsel to the Committee. A Tort Claimants Committee is represented by Akin Gump Strauss Hauer & Feld LLP as lead counsel and Sherman, Silverstein, Kohl, Rose & Podolsky, P.A as local counsel. The Dann Law Firm, P.C.; Martzell, Bickford & Centola; Creadore Law Firm PC; and Thompson Barney advise an Ad Hoc Committee comprised of parents and guardians advocating on behalf of children born with Neonatal Abstinence Syndrome, and who assert general unsecured claims on account of the children's fetal opioid exposure. DLA Piper LLP (US) serves as counsel to Medimpact Healthcare Systems, Inc., the buyer of the Elixir pharmacy benefits management business. Greenberg Traurig, LLP, and Choate Hall & Stewart LLP serve as co-counsel to Bank of America, N.A., the administrative agent for the prepetition first lien lenders and the DIP lenders. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fox Rothschild LLP represent the Ad Hoc Group of Secured Noteholders. FTI Consulting and Evercore is serving or served as financial advisors to the Bondholders. ROCHESTER DIOCESE: Insurer Fails in Bid to Exclude Expert Reports ----------------------------------------------------------------- The Honorable Paul R. Warren of the United States Bankruptcy Court for the Western District of New York denied the motions in limine filed by The Continental Insurance Company directed at proposed expert reports or testimony to be offered at trial by the Official Committee of Unsecured Creditors of The Diocese of Rochester in the adversary proceeding it commenced against the Debtor. The motions before the Court are as follows: (1) motion in limine to exclude testimony relating to alleged violations of N.Y. Gen. Bus. Law and N.Y. Ins. Law; (2) motion in limine to exclude the opinions of Professor Tom Baker; and (3) motion in limine to exclude the opinions of Katheryn McNally. The Court finds that CNA has failed to demonstrate that the Committee's experts should be precluded, at this stage, from providing opinions and testimony at trial. However, it is not making a determination or a ruling as to the admissibility of any expert testimony that may be offered at trial. CNA asserts that Mr. Baker's report and testimony should be excluded because: (1) his testimony is not the proper subject for a rebuttal witness; (2) is based on speculation; (3) states legal conclusions; and (4) to the extent it relates to "Claims Handling Allegations," it is not relevant to the issues at trial. The Court cannot conclude at this stage that Prof. Baker's opinions are clearly inadmissible. According to the Court, CNA's arguments concerning Prof. Baker's conclusions go to the weight to be given to Prof. Baker's opinions and not to their admissibility. CNA asserts that Ms. McNally's report and testimony should be excluded because her testimony is not the proper subject for a rebuttal witness. The Court finds that the weight to be given to Ms. McNally's opinions are best tested through cross-examination at trial. A copy of the Court's decision dated July 22, 2024, is available at https://urlcurt.com/u?l=Tse85j About The Diocese of Rochester The Diocese of Rochester in upstate New York provides support to 86 Roman catholic parishes across 12 counties in upstate New York. It also operates a middle school, Siena Catholic Academy. The diocese has 86 full-time employees and six part-time employees and provides medical and dental benefits to an additional 68 retired priests and two former priests. The diocese generated $21.88 million of gross revenue for the fiscal year ending June 30, 2019, compared with a gross revenue of $24.25 million in fiscal year 2018. The Diocese of Rochester filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave of lawsuits over alleged sexual abuse of children. In the petition, the diocese was estimated to have $50 million to $100 million in assets and at least $100 million in liabilities. Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the diocese's legal counsel and accountant, respectively. Stretto is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the diocese's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as the committee's legal counsel and financial advisor, respectively. ROCKY MOUNTAIN: Reports $1.7 Million Net Loss in Q1 2024 -------------------------------------------------------- Rocky Mountain Chocolate Factory, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.7 million on $6.4 million of total revenues for the three months ended May 31, 2024, compared to a net loss of $823,000 on $6.4 million of total revenues for the three months ended May 31, 2023. During the three months ended May 31, 2024, the Company used cash in operating activities of $2.2 million. Additionally, the Company was not in compliance with the requirement under a credit agreement, as amended, with Wells Fargo Bank N.A. to maintain a ratio of total current assets to total current liabilities of at least 1.5 to 1. The Company's current ratio as of May 31, 2024 was 1.10 to 1. The Credit Agreement is set to expire on September 30, 2024. These factors raise substantial doubts about the Company's ability to continue as a going concern within the next 12 months. The Company's ability to continue as a going concern is dependent on its ability to continue to implement its business plan. The Company is exploring various means of strengthening its liquidity position and ensuring compliance with its debt financing covenants, which may include the obtaining of waivers from the Lender and/or, amending its Credit Line facility. The Company is also exploring supplemental debt facilities for other operational activities. During the next twelve months the Company intends to sell its held for sale assets including an unused parcel of land near its headquarters and unused manufacturing equipment, cut overhead for manufacturing, and increase profits and gross margins through increasing chocolate price sales to its franchising system and Specialty Market customers. In addition, the Company intends to benefit from busy season of holiday product sales and add a chief financial officer to its management teams during the next twelve months. There are no assurances that the Company will be successful in implementing its business plan. As of May 31, 2024, the Company has $19 million in total assets, $10 million in total liabilities, and $9 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/55etxa73 About Rocky Mountain Chocolate Factory Durango, Colo.-based Rocky Mountain Chocolate Factory, Inc. is an international franchisor, confectionery producer and retail operator. Founded in 1981, the Company produces an extensive line of premium chocolate candies and other confectionery products. New York, N.Y.-based CohnReznick LLP, the Company's auditor since 2024, issued a "going concern" qualification in its report dated June 13, 2024, citing that the Company has incurred recurring losses and negative cash flows from operations in recent years and is dependent on debt financing to fund its operations, all of which raise substantial doubt about the Company's ability to continue as a going concern. RODAN & FIELDS: Moody's Appends 'LD' Designation to PDR ------------------------------------------------------- Moody's Ratings appended a limited default (LD) designation to Rodan & Fields, LLC's ("R + F") Probability of Default Rating, changing the PDR to C-PD/LD from C-PD. The company missed interest payments due at the end of June on its super priority second out term loan, super priority extended third out term loan and non-extended first lien term loan B and passed the grace periods. R + F has indicated that it remains current on payments due on its super priority revolving credit facility (unrated). All other ratings, including R + F's C Corporate Family Rating, the Caa1 rating on the super priority senior secured second out term loan, the C rating on the super priority extended third out senior secured term loan, and the C rating on the non-extended senior secured first lien term loan B are unchanged at this time. The ratings reflect Moody's current recovery value estimates. The rating outlook remains negative. The company is in the process of a debt recapitalization transaction. As part of the transaction, the company is expecting to issue a new super priority term loan that will have the same collateral pledge but a second payment priority right that is behind the revolver and ahead of all the proposed term loan tranches into which the existing term loans will be exchanged. The transaction is scheduled to close by the first half of September 2024. Moody's expect to withdraw the existing term loan ratings if they are exchanged into new term loans in conjunction with the proposed transaction. R + F's ratings including the C CFR reflect company's strained capital structure, weak liquidity, and significant business risk including execution challenges to transition away from the multi-level direct selling model. The ratings also reflect R + F's declining revenue base that is likely to undergo further erosion as the company manages the selling model shift that it expects to take effect on September 1, high leverage and negative free cash flow. The company has limited geographic diversity and faces high and increasing competition from larger and better capitalized competitors. Products are somewhat discretionary and vulnerable to consumer spending pullbacks and focused largely within the skincare segment. The ratings are supported by the company's good brand name recognition in niche markets, well-regarded skincare products and its investment efforts to expand into other categories such as hair care. The negative outlook reflects Moody's view that execution risks related to R + F's sales model transition, high leverage, declining earnings and negative free cash flow create risk that recovery values will deteriorate further. RODFER LLC: Hires Luis R. Carrasquillo as Financial Consultant -------------------------------------------------------------- Rodfer, LLC seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ CPA Luis R. Carrasquillo & Co., PSC as its financial consultant. The firm's services include: (a) advise in strategic planning; (b) prepare the Debtor's plan of reorganization, disclosure statement and business plan; and (c) participate in negotiations with the Debtor's creditors. The firm received a retainer in the amount of $6,000 from the Debtor. The hourly rates of the firm's professionals are as follows: Luis R. Carrasquillo $200 Marcelo Gutierrez $160 Ramon Villafane $160 Zoraida Delgado Diaz $110 Arnaldo Morales $100 Maria Vera $75 David Sanchez Diaz $85 Jean Aponte $65 Enid Olmeda $75 Luis R. Guzman $40 Kelsie M. Lopez, Esq. $50 Luis Carrasquillo, CPA, a principal at CPA Luis R. Carrasquillo & Co., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Luis R. Carrasquillo, CPA CPA Luis R. Carrasquillo & Co., PSC 28th Street, #TI-26 Turabo Gardens Ave. Caguas, PR 00725 Telephone: (787) 746-4555 Facsimile: (787) 746-4564 Email: luis@cpacarrasquillo.com About Rodfer LLC Rodfer, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02811) on July 3, 2024. Chavely Vellon, president, signed the petition. Judge Mildred Caban Flores oversees the case. The Debtor tapped Javier Villarino, Esq., at Villarino & Associates LLC as counsel and CPA Luis R. Carrasquillo & Co., PSC as financial advisor. RODFER LLC: Seeks to Hire Vilarino & Associates as Legal Counsel ---------------------------------------------------------------- Rodfer, LLC seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Vilarino & Associates, LLC as its legal counsel. The firm's services include: (a) advise the Debtor concerning its duties, powers, and responsibilities; (b) advise the Debtor in connection with a determination whether reorganization is feasible; (c) assist the Debtor concerning negotiations with creditors to propose and confirm a viable plan of reorganization; (d) prepare, on behalf of the Debtor, the necessary legal papers or documents; (e) appear before the bankruptcy court, or any court in which the Debtor asserts a claim interest or defense directly or indirectly related to this bankruptcy case; (f) perform such other legal services for the Debtor as may be required in these proceedings or in connection with the operation of/and involvement with its business; and (g) employ other professional services, if necessary. The firm will be paid at these hourly rates: Javier Villarino, Attorney $300 Associates $225 Paralegals $150 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $7,000 from the Debtor. Mr. Villarino disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Javier Villarino, Esq. Villarino & Associates LLC P.O. Box 9022515 San Juan, PR 00902 Telephone: (787)565-9894 Email: jvillarino@vilarinolaw.com About Rodfer LLC Rodfer, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02811) on July 3, 2024. Chavely Vellon, president, signed the petition. Judge Mildred Caban Flores oversees the case. The Debtor tapped Javier Villarino, Esq., at Villarino & Associates LLC as counsel and CPA Luis R. Carrasquillo & Co., PSC as financial consultant. SC HEALTHCARE: Petersen Gets Court Approval to Sell Nursing Homes ----------------------------------------------------------------- Alex Wittenberg of Law360 Bankruptcy Authority reports that Petersen Health Care won a Delaware bankruptcy judge's approval on Wednesday, July 10, 2024 to sell most of its nursing homes after selecting four bidders at an auction earlier this month, defeating or resolving objections to the deals from the U.S. Department of Housing and Urban Development and others. About Petersen Health Care Inc. SC Healthcare Holding, LLC, et al., comprise one of the largest nursing home operators in the United States and work in partnership with physicians, skilled nurses, and other health care providers in order to provide various healthcare and rehabilitation services for elderly citizens in Illinois, Missouri, and Iowa. SC Healthcare Holding, LLC, and its affiliates, including Petersen Health Care, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-10443) on March 20, 2024. In the petition signed by David R. Campbell as authorized signatory, SC Healthcare disclosed up to $100 million to $500 million in assets and $100 million to $500 million in liabilities. Judge Hon. Thomas M Horan oversees the case. Young Conaway Stargatt & Taylor, LLP, and Winston & Strawn LLP, serve as the Debtors' legal counsel. SENESTECH INC: Effects 1-for-10 Reverse Stock Split --------------------------------------------------- SenesTech, Inc., announced July 23, that it intends to effect a reverse stock split of its common stock at a ratio of 1 post-split share for every 10 pre-split shares. The reverse stock split became effective at 4:01 p.m, Eastern Time, on July 24, 2024. The Company's common stock will continue to be traded on the Nasdaq Capital Market under the symbol "SNES" and began trading on a split-adjusted basis on July 25, 2024. At the annual meeting of stockholders held on July 11, 2024, the Company's stockholders granted the Company's Board of Directors the discretion to effect a reverse stock split of the Company's common stock through an amendment to its Amended and Restated Certificate of Incorporation, as amended, at a ratio of not less than 1-for-2 and not more than 1-for-20, with such ratio to be determined by the Company's Board of Directors. At the effective time of the reverse stock split, every 10 shares of the Company's issued common stock will be converted automatically into one issued share of common stock without any change in the par value per share. Stockholders holding shares through a brokerage account will have their shares automatically adjusted to reflect the 1-for-10 reverse stock split. It is not necessary for stockholders holding shares of the Company's common stock in certificated form to exchange their existing stock certificates for new stock certificates of the Company in connection with the reverse stock split, although stockholders may do so if they wish. The reverse stock split will affect all stockholders uniformly and will not alter any stockholder's percentage interest in the Company's equity, except to the extent that the reverse stock split would result in a stockholder owning a fractional share. Any fractional share of a stockholder resulting from the reverse stock split will either be (i) rounded up to the nearest whole share of common stock, if such shares of common stock are held directly; or (ii) rounded down to the nearest whole share of common stock, if such shares are subject to an award granted under the Company's 2018 Equity Incentive Plan, in order to comply with the requirements of Sections 409A and 424 of the Internal Revenue Code of 1986. The reverse stock split will reduce the number of issued shares of the Company's common stock from 5,144,632 shares to approximately 514,464 shares. Proportional adjustments will be made to the number of shares of the Company's common stock issuable upon exercise or conversion of SenesTech's equity awards and warrants, as well as the applicable exercise price. Stockholders whose shares are held in brokerage accounts should direct any questions concerning the reverse stock split to their broker. All stockholders of record may direct questions to the Company's transfer agent, Transfer Online, Inc., at (503) 227-2950. About Senestech Headquartered in Phoenix, AZ, Senestech, Inc. -- http://www.senestech.com/-- has developed and is commercializing products for managing animal pest populations, initially rat populations, through fertility control. The Company currently has two product lines of fertility control products: ContraPest and Evolve. Houston, TX-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Feb. 21, 2024, citing that the Company suffered a net loss from operations and has a net capital deficiency, which raise substantial doubt about its ability to continue as a going concern. SHELSON NATURAL: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Shelson Natural Health, LLC 21 N. Almer St. Caro, MI 48723 Business Description: Shelson Natural offers a wide range of services including herbal tinctures, homeopathy, supplements, and vitamins. Chapter 11 Petition Date: July 25, 2024 Court: United States Bankruptcy Court Eastern District of Michigan Case No.: 24-20907 Judge: Hon. Daniel S Oppermanbaycity Debtor's Counsel: Zachary R. Tucker, Esq. WINEGARDEN, HALEY, LINDHOLM, TUCKER & HIMELHOCH P.L.C. G9460 S. Saginaw St. Suite A Grand Blanc, MI 48439 Tel: 810-579-3600 Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Matthew J. Shelson as sole member. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZIJG3JA/Shelson_Natural_Health_LLC__miebke-24-20907__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/ZB7A6RA/Shelson_Natural_Health_LLC__miebke-24-20907__0001.0.pdf?mcid=tGE4TAMA SM ENERGY: Fitch Assigns 'BB-' Rating on Proposed Senior Notes -------------------------------------------------------------- Fitch Ratings has assigned a 'BB-'/'RR4' long-term rating to SM Energy Company's proposed senior notes. The ratings remain on Rating Watch Positive (RWP), where they were placed on June 27, 2024. The rating reflects SM's robust operating performance, consistent positive free cash flow and low leverage. The RWP reflects the increased size and scale, and improved netbacks and basin diversity from the acquisition of XCL's assets, along with leverage maintenance below 1.5x. The proposed senior notes issue is in line with the financing considered at the time that Fitch placed the company's rating on Positive Watch. Fitch expects to resolve the RWP upon closure of the acquisition under the terms and financing structure announced by SM. The close is expected in October 2024. Although unlikely, the closing of the transaction and resolution of the RWP could take longer than six months. KEY RATING DRIVERS Accretive but Leveraging Transaction: Fitch views the XCL acquisition favorably. The deal adds 107 MMBoe of preliminary proved reserves, 43 million MMBoepd of oil-biased production, and increases SM's years of inventory by two years to 12+ and adds basin diversity. In addition, the acquisition increases the oil percentage of production and improves netbacks. However, the transaction adds $1.3 billion of debt and increases Fitch-calculated leverage at the end of 2024 to 1.6x from 0.9x at the end of 2023. SM is committed to paying down debt post the transaction, and Fitch forecasts leverage declining and remaining below 1.5x in 2025 and throughout the forecast. Consistently Positive FCF: SM's consistently positive FCF, even while spending $1.3 billion-$1.4 billion annually on capex, is supportive of credit strength. SM has been running a six-rig program with four rigs running in the Midland Basin and two rigs running in South Texas. Going forward, Fitch expects capex in line with generating low to mid- single digit organic production growth. Strong Operating Performance: Fitch expects SM to extend its strong operating performance to the acquired acreage. Both of the company's existing basins showed higher cumulative oil production than peers on new wells over the first 20 months of production. Since 2022, SM has increased drilling footage per day by 10% and completed footage per day by 85%. In the same timeframe, SM increased these measures in South Texas by 20% and 30%, respectively. Well productivity in the XCL acreage is comparable to SM's wells. The Uinta basin exhibits thicker sections with multiple targets of high oil content. SM expects to bring over most of the existing XCL field staff in the acquisition. Protection from Hedge Program: Fitch views SM's policy of hedging around 30% of production as supportive of the rating, but it exposes the company to somewhat more cash flow volatility than peers that are more hedged. The addition of acquisition-related hedging would be prudent in that it would protect SM's ability to repay debt. For the remainder of 2024, SM hedged approximately 26% of its expected oil production at an average price of about $70.10 per barrel (bbl) and approximately 23% of its expected natural gas production at an average price of nearly $3.41 per thousand cubic feet (mcf). For 2025, approximately 3% of expected oil production is hedged at $70.77/bbl and 21% of expected natural gas production is hedged at $3.41/mcf. Fitch expects hedging levels to increase. DERIVATION SUMMARY With 2023 average production of 152 mboepd, SM is smaller than Denver-Julesburg Basin peer Civitas Resources, Inc. (BB/Positive; 212 mboepd) and Permian peer Permian Resources Corporation (BB/Positive; 195mboepd), but larger than Permian peers CrownRock, L.P. (BB-/RWP; 147 mboepd) and Matador Resources Company (BB-/Positive; 132 mboepd). On a pro forma basis, SM's production scale will approach 200 mboepd. SM's oil percentage of production at 43% is lower than all of its peers, which ranged from 47% to 57% in 2023. On a pro forma basis, SM's oil percentage of production will increase to around 52%. Civitas's pro forma production profile is expected to be 270 mboepd-290 mboepd, and Permian Resources' pro forma production profile is expected to be approximately 300 mboepd. SM's Fitch-calculated 2023 unhedged, levered cash netback of $29.30/boe is below that of peers, which range from $29.70/boe for Civitas to $37.80/boe for Matador. The introduction of the Uinta production will increase SM's netbacks by around $4/boe due to higher oil content and lower unit production costs offset somewhat by negative oil differentials. The acquisition-related debt brings leverage up to 1.6x, which is still well within the range of peers and the expected generation of FCF allows for deleveraging in the short term. KEY ASSUMPTIONS - West Texas Intermediate oil prices of $75/bbl in 2024, $65/bbl in 2025, $60/bbl in 2026 and 2027 and $57/bbl in the long term; - Henry Hub natural gas prices of $2.50/mcf in 2024, $3.00/mcf in 2025 and 2026 and $2.75 in the long term; - Production growth of 11% in 2024 (includes one quarter of XCL production), 20% in 2025 (from a full year of XCL production), followed by low-single-digit growth thereafter; - Capex of between $1.3 billion and $1.4 billion throughout forecast; - FCF prioritized for debt repayment. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch expects to resolve the RWP upon completion of the contemplated transaction under proposed terms and financing. Factors that Could Lead to Positive Rating Action/Upgrade Independent of the Transaction - Production growth resulting in average daily production approaching 175 mboepd while maintaining inventory and reserve life; - Higher netbacks relative to peers stemming from increased liquid production or lower unit costs; - Midcycle EBITDA leverage sustained below 2.0x. Factors that Could Lead to Negative Rating Action/Downgrade Independent of the Transaction - A change in financial policy or its hedging program leading to debt-funded shareholder distributions; - Material reduction in liquidity or inability to access debt capital markets; - Midcycle EBITDA leverage sustained above 2.5x. LIQUIDITY AND DEBT STRUCTURE Strong Liquidity: At 1Q24, SM had $506 million of cash on hand, $2.5 million of letters of credit utilization and no borrowings under a $1.25 billion credit facility that matures in 2027. SM's senior secured credit agreement provides for a maximum loan amount of $3.0 billion with a borrowing base of $2.5 billion and elected commitment of $1.25 billion. The credit facility has two financial maintenance covenants: total funded debt/adjusted EBITDAX ratio of no greater than 3.5x and an adjusted current ratio no less than 1.0. Fitch does not see any covenant pressure through the rating horizon. The company may increase the elected commitment and extend the maturity as part of the acquisition. Fitch believes liquidity will remain strong through the forecast, given the company's modest capital program, improving cost structure and solid hedging program, which supports FCF generation. ISSUER PROFILE SM is an independent E&P company that operates in the Midland Basin and in South Texas, which includes the Eagle Ford and Austin Chalk basins. SM averaged 145.1 mboepd of production during 1Q24, including oil, natural gas liquids (NGLs) and gas. DATE OF RELEVANT COMMITTEE 24 June 2024 ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery ----------- ------ -------- SM Energy Company senior unsecured LT BB- New Rating RR4 SOLAR BIOTECH: Hires Epiq as Claims and Noticing Agent ------------------------------------------------------ Solar Biotech, Inc seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Epiq Corporate Restructuring, LLC as Claims And Noticing Agent. The firm will provide these services: a. prepare and serve required notices and documents in this chapter 11 case in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor and/or the Court, including, if applicable, (i) notice of the commencement of this chapter 11 case and the initial meeting of creditors under section 341(a) of the Bankruptcy Code (as applicable), (ii) notice of any claims bar date (as applicable), (iii) notices of transfers of claims, (iv) notices of objections to claims and objections to transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the plan or plans of reorganization, including under Bankruptcy Rule 3017(d), (vi) notice of the effective date of any plan or plans, and (vii) all other notices, orders, pleadings, publications, and other documents as the Debtors or the Court may deem necessary or appropriate for an orderly administration of this chapter 11 case; b. if applicable, maintain an official copy of the Debtors' schedule of assets and liabilities and statement of financial affairs (collectively, the "Schedules"), listing the Debtors' known creditors and the amounts owed thereto; c. maintain (i) a list of all potential creditors, equity holders, and other parties in interest and (ii) a "core" mailing list consisting of all parties described in Bankruptcy Rules 2002(i), (j), and (k) and those parties that have filed a notice of appearance pursuant to Bankruptcy Rule 9010; update said lists and make said lists available upon request by a party in interest or the Clerk; d. furnish a notice to all potential creditors of the last date for the filing of proofs of claim and a form for the filing of a proof of claim; e. maintain a post office box or address for the purpose of receiving claims and returned mail, and process all mail received; f. for all notices, motions, orders or other pleadings or documents served, prepare and file or caused to be filed with the Clerk an affidavit or certificate of service within seven (7) business days of service which includes (i) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; g. process all proofs of claim received, including those received by the Clerk, check said processing for accuracy, and maintain the original proofs of claim in a secure area; h. maintain an electronic platform for purposes of filing proofs of claim; i. maintain the official claims register for the Debtors (the "Claims Register") on behalf of the Clerk; upon the Clerk's request, provide the Clerk with a certified, duplicate unofficial Claims Register; and specify in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vi) any disposition of the claim; j. provide public access to the Claims Register, including complete proofs of claim with attachments, if any, without charge; k. Implement necessary security measures to ensure the completeness and integrity of the Claims Register and the safekeeping of the original proofs of claim; l. record all transfers of claims and provide any notices of such transfers as required by Bankruptcy Rule 3001(e); m. relocate, by messenger or overnight delivery, all of the court-filed proofs of claim to Epiq's offices, not less than weekly; n. upon completion of the docketing process for all claims received to date for each case, turn over to the Clerk copies of the Claims Register for the Clerk's review (upon the Clerk's request); o. monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and make necessary notations on and/or changes to the Claims Register and any service or mailing lists, including to identify and eliminate duplicate names and addresses from such lists; p. identify and correct any incomplete or incorrect addresses in any mailing or service lists; q. assist in the dissemination of information to the public and respond to requests for administrative information regarding this chapter 11 case as directed by the Debtors or the Court, including through the use of a case website and/or call center; r. monitor the Court's docket in this chapter 11 case and, when filings are made in error or containing errors, alert the filing party of such error and work with them to correct any such error; s. if this chapter 11 case is converted to chapter 7 of the Bankruptcy Code, contact the Clerk's office within three (3) days of the notice to Epiq of entry of the order converting the case; t. 30 days prior to the close of this chapter 11 case, to the extent practicable, request that the Debtor submit to the Court a proposed order dismissing Epiq as Claims and Noticing Agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of this chapter 11 case; and u. within seven (7) days of notice to Epiq of entry of an order closing this chapter 11 case, provide to the Court the final version of the Claims Register as of the date immediately before the close of the case. The firm will be paid at these rates: IT / Programming $65 to $85 per hour Case Managers $85 to $170 per hour Project Managers/ Consultants/ Directors $185 to $190 per hour Solicitation Consultant $190 per hour Executive Vice President, Solicitation $190 per hour Executives No Charge The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Sophie Frodsham, a Consulting Director at Epiq Corporate Restructuring, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Sophie Frodsham Epiq Bankruptcy Solutions, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Phone: (646) 282-2523 About Solar Biotech Inc. Solar Biotech Inc. provides comprehensive sustainable and scalable biomanufacturing solutions. Solar Biotech Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 24-11402) on June 23, 2024. In its petition, the Debtor reports estimated assets and liabilities between $10 million and $50 million each. Honorable Bankruptcy Judge Laurie Selber Silverstein handles the case. The Debtor is represented by Cheryl Ann Santaniello, Esq. at Porzio, Bromberg & Newman, P.C. SORRENTO THERAPEUTICS: Shareholders Wants Attys.' Fees Put on Hold ------------------------------------------------------------------ Randi Love of Bloomberg Law reports that Sorrento Therapeutics Inc. shareholders urged a court to hold off on approving millions of dollars in fees the drug developer's attorneys charged while an appeal related to the judge who previously oversaw its bankruptcy is pending. A committee of equity holders lost a bid in December 2023 to look into communications and documents that allegedly showed a conflict of interest between former Jackson Walker LLP attorney Elizabeth Freeman, former US Bankruptcy Court for the Southern District of Texas Judge David R. Jones, and other Sorrento advisers. About Sorrento Therapeutics Sorrento Therapeutics, Inc. -- http://www.sorrentotherapeutics.com/ -- is a clinical and commercial stage biopharmaceutical company developing new therapies to treat cancer, pain (non-opioid treatments), autoimmune disease and COVID-19. Sorrento's multimodal, multipronged approach to fighting cancer is made possible by its extensive immuno-oncology platforms, including key assets such as next-generation tyrosine kinase inhibitors ("TKIs"), fully human antibodies ("G-MAB(TM) library"), immuno-cellular therapies ("DAR-T(TM)"), antibody-drug conjugates ("ADCs"), and oncolytic virus ("Seprehvec(TM)"). Sorrento is also developing potential antiviral therapies and vaccines against coronaviruses, including STI-1558, COVISHIELD(TM) and COVIDROPS(TM), COVI-MSCTM; and diagnostic test solutions, including COVIMARK(TM). Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc., sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of $1 billion and liabilities of about $235 million as of Feb. 10, 2023. Judge David R. Jones originally oversaw the cases. The Debtors tapped Latham & Watkins, LLP as bankruptcy counsel; Jackson Walker, LLP as local counsel; Tran Singh, LLP as conflicts counsel; and M3 Advisory Partners, LP as financial advisor. Mohsin Y. Meghji, managing partner at M3, serves as the Debtors' chief restructuring officer. Stretto Inc. is the claims, noticing and solicitation agent. Norton Rose Fulbright US, LLP and Milbank, LLP represent the official committee of unsecured creditors appointed in the Debtors' Chapter 11 cases. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. On April 10, 2023, the U.S. Trustee for Region 7 appointed an official committee to represent the Debtors' equity security holders. Glenn Agre Bergman & Fuentes, LLP and Greenberg Traurig, LLP serve as the equity committee's bankruptcy counsel. ST. CHRISTOPHER'S: Hires Ariel Property as Real Estate Broker ------------------------------------------------------------- St. Christopher's, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Ariel Property Advisors LLC as Real Estate Broker. The firm will market and sell the Debtor's real property located at 71 South Broadway, Dobbs Ferry, New York. The firm will be paid a commission of 2.5 percent of the gross sales. Should any buyer also employ any broker, the buyer's broker will share in the commission and receive up to 50 percent of the full commission paid on any such sale. Under no circumstances will the total commissions paid to all brokers exceed a total of 2.5 percent of the gross sales price. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Shimon Shkury, a partner at Ariel Property Advisors LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Shimon Shkury Ariel Property Advisors LLC 122 East 42nd Street, Suite 2405, New York, NY 10168 Tel: (212) 544-9500 Fax: (212) 544-9501 About St. Christopher's, Inc. St. Christopher's, Inc. is a residential treatment center providing services to children with special needs. It empowers children and youth with special needs with the social emotional coping skills and strengths they need -- and the healthcare, mental health and social support services they require -- to enter adulthood confident and equipped to meet life's challenges and opportunities. St. Christopher's and The McQuade Foundation filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22373) on April 29, 2024. Heidi Sorvino, Esq., at White and Williams, LLP serves as Subchapter V trustee. At the time of the filing, St. Christopher's reported $10 million to $50 million in assets and $1 million to $10 million in liabilities while McQuade reported $1 million to $10 million in both assets and liabilities. Judge Sean H. Lane presides over the cases. Janice B. Grubin, Esq., at Barclay Damon, LLP represents the Debtors as legal counsel. STEWARD HEALTH CARE: Pays Audera $1.6 Million Prior Ch. 11 Filing ----------------------------------------------------------------- Jonathan Weil of The Wall Street Journal reports that Steward Health Care System, which has filed for bankruptcy protection and is the largest tenant of hospital landlord Medical Properties Trust, said it paid $1.6 million this year to a London-based private-intelligence firm. The disclosure filing didn't specify the services performed by the intelligence firm, Audere International. It listed six payments to Audere from February through April 2024; Steward filed for bankruptcy protection in May 2024. About Steward Health Care Steward Health Care System LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the U.S. Bankruptcy Court for the Southern District of Texas, and the Honorable Christopher M. Lopez oversees the proceeding. Weil, Gotshal & Manges LLP is serving as the Company's legal counsel. AlixPartners, LLP is providing financial advisory services to the Company, and John Castellano of AlixPartners is serving as the Company's Chief Restructuring Officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc. are providing investment banking services to the Company. McDermott Will & Emery is special corporate and regulatory counsel for the company. Kroll is the claims agent. STEWARD HEALTH: Akin Gump Represents Creditors' Committee --------------------------------------------------------- Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure, the Official Committee of Unsecured Creditors filed a verified statement in the chapter 11 cases of Steward Health Care System LLC, and affiliates. On May 16, 2024, pursuant to section 1102 of title 11 of the United States Code, the United States Trustee for the Southern District of Texas appointed the following entities as members of the Committee: (i) 1199SEIU United Healthcare Workers East; (ii) Cerner Corporation; (iii) Cross Country Healthcare, Inc.; (iv) J.D.C. (Creditor Initials); (v) Medline Industries LP; (vi) Pension Benefit Guaranty Corporation; (vii) Philips North America LLC; (viii) R1 RCM, Inc.; and (ix) Sodexo, Inc. On May 20, 2024, the Committee selected Akin Gump Strauss Hauer & Feld LLP to serve as its counsel in connection with the Debtors' chapter 11 cases. The names, addresses, and disclosable economic interests of all the members of the Official Committee of Unsecured Creditors are as follows: 1. 1199SEIU United Healthcare Workers East 108 Myrtle Street, 4th Floor Quincy, MA 02171 * Unsecured claims in unliquidated amounts on account of unpaid wages and benefits owed to approximately 7,000 bargaining unit employees pursuant to a collective bargaining agreement. 2. Cerner Corporation 8779 Hillcrest Road Kansas City, MO 64138 * Unsecured claim in the amount of no less than $72,498,819.00 on account of contractual debt. 3. Cross Country Healthcare, Inc. 6551 Park of Commerce Blvd. Boca Raton, FL 33487 * Unsecured claim in the amount of no less than $38,286,433.28 on account of services performed. 4. J.D.C. (Creditor Initials) c/o John C. Breslo 9375 E. Shae Blvd., Suite 100 Scottsdale, AZ 85260 * Unsecured claim in the amount of no less than $25,000,000.00 on account of claims for compensatory and punitive damages asserted in Maricopa County, Arizona CV2021-050943 arising from tortious conduct against a minor. 5. Medline Industries LP Three Lake Drive Northfield, IL 60093 * Unsecured claim in the amount of no less than $34,970,554.10 on account of trade debt / medical supplies. 6. Pension Benefit Guaranty Corporation 445 12th Street SW Washington, D.C. 20024 * Unsecured claim in the amount of no less than $4,606,480.00 on account of the New England Sinai Hospital Pension Plan. 7. Philips North America LLC 222 Jacob Street Cambridge, MA 02141 * Unsecured claim in the amount of no less than $50,189,970.00 on account of multivendor service agreements, including on-site staffed biomedical services. 8. R1 RCM, Inc. 433 W. Ascension Way Suite 200 Murray, UT 84123 * Unsecured claim in the amount of no less than $21,871,701.10 on account of services rendered under contracts with R1 RCM, Inc. affiliated entities. 9. Sodexo, Inc. 915 Meeting Street, 15th Floor North Bethesda, MD 20852 * Unsecured claim in the amount of no less than $14,528,942.92 on account of food and environmental services. Counsel to the Official Committee of Unsecured Creditors: AKIN GUMP STRAUSS HAUER & FELD LLP Sarah Link Schultz, Esq. Marty L. Brimmage Jr., Esq. Lacy M. Lawrence, Esq. 2300 N. Field Street, Suite 1800 Dallas, TX 75201-2481 Telephone: (214) 969-2800 Facsimile: (214) 969-4343 Email: sschultz@akingump.com About Steward Health Care Steward Health Care System LLC owns and operates the largest private physician-owned for-profit healthcare network in the U.S. Headquartered in Dallas, Texas, Steward's operations include 31 hospitals in eight states, approximately 400 facility locations, 4,500 primary and specialty care physicians, 3,600 staffed beds, and nearly 30,000 employees. Steward Health Care provides care to more than two million patients annually. Steward and 166 affiliated debtors filed chapter 11 petitions (Bankr. S.D. Texas Lead Case No. 24-90213) on May 6, 2024, in the U.S. Bankruptcy Court for the Southern District of Texas, and the Honorable Christopher M. Lopez oversees the proceeding. Weil, Gotshal & Manges LLP is serving as the Company's legal counsel. AlixPartners, LLP is providing financial advisory services to the Company, and John Castellano of AlixPartners is serving as the Company's Chief Restructuring Officer. Lazard Freres & Co. LLC, Leerink Partners LLC, and Cain Brothers, a division of KeyBanc Capital Markets Inc. are providing investment banking services to the Company. McDermott Will & Emery is special corporate and regulatory counsel for the company. Kroll is the claims agent. STUDIO PB: Case Summary & 18 Unsecured Creditors ------------------------------------------------ Debtor: Studio PB LLC d/b/a Pure Barre Metairie 701 Metairie Rd Suite 101-2A Metairie, LA 70005 Business Description: The Debtor is a physical fitness company in Metairie, Louisiana offering a total body workout focused on low-impact/high-intensity movements that improve strength and flexibility for every body. Chapter 11 Petition Date: July 25, 2024 Court: United States Bankruptcy Court Eastern District of Louisiana Case No.: 24-11449 Judge: Hon. Meredith S Grabill Debtor's Counsel: Robin R. De Leo, Esq. THE DE LEO LAW FIRM, LLC 800 Ramon St Mandeville, LA 70448 Tel: (985) 727-1664 Fax: (985) 727-4388 Email: lisa@northshoreattorney.com Total Assets: $61,906 Total Liabilities: $1,658,086 The petition was signed by Mark Conner as managing member. 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/RPFQINI/Studio_PB_LLC__laebke-24-11449__0001.0.pdf?mcid=tGE4TAMA SUMMIT MIDSTREAM: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has affirmed Summit Midstream Partners, LP's (Summit) and Summit Midstream Holdings, LLC's (Summit Midstream) Long-Term Issuer Default Rating (IDR) at 'B-', on proposed refinancing transaction. Fitch has also assigned Summit Midstream's proposed new second lien notes a 'B+'/'RR2' rating. The second lien notes will be co-issued by Summit Midstream Finance Corp. The Rating Outlook is Stable. Summit is anticipated to use proceeds from the new issuance along with remaining cash on hand from the recently completed asset sales and ABL facility draw, to repurchase all of the outstanding 2026 second lien notes and 2025 senior unsecured notes. The affirmation of the ratings reflects Fitch's view that the contemplated refinancing transaction is not expected to have a meaningful impact on Summit's credit profile in the near-term. Fitch acknowledges, the majority of asset sale proceeds used towards debt reduction and a proactive refinancing of the upcoming debt maturities are driving improvements in financial profile while eliminating concerns around near-term debt maturity wall and refinancing cliff. The concerns around lack of sizeable portion of cash flows under revenue assurance type contracts, greater exposure to mature declining basins, and high exposure to high-yield counterparties continue to persist. The foregoing concerns are largely unabated, notwithstanding modest rise in business risk due to reduced size and scale, increased exposure to mature declining basins, and loss of a modest amount of revenue assurance type contracts due to Marcellus asset sales. The Stable Outlook reflects Fitch's expectations of reasonably stable activity levels in the regions where Summit operates. Fitch has reviewed preliminary terms for the proposed transactions, and the assigned ratings assume no material variations in final terms. KEY RATING DRIVERS Debt Repayment Drives Financial Profile Improvement: The proposed new issuance, and subsequent repayment of existing indebtedness is expected to drive improvements in leverage and interest coverage, while meaningfully pushing the debt maturity wall and withdrawing concerns around the refinancing cliff. In addition, the company used proceeds from the sale of its assets in the Utica and Marcellus in March 2024 and May 2024, respectively, to repay some of the existing indebtedness including the 2026 Senior Unsecured Notes, and part of the 2026 Second Lien Secured Notes via cash tender offers over the past couple of months. Fitch forecasts Summit's leverage to move in the low 4.0x-4.5x range over the forecast period, which is considered strong for the rating category. Interest coverage is expected to be under 2.0x in 2024, before increasing over 2.5x in 2025 and beyond. Furthermore, the company is extending the maturity on its ABL facility along with expanding the commitment size, which would provide the company with additional financial flexibility. Yielding Cash Flow Profile Largely Unabated: Summit is expected to continue generating over 85% of its EBITDA under fee-based acreage dedication contracts with a weighted average life of roughly 6.5 years. The fee-based contracts protect against commodity price volatility. Summit's exit from the Marcellus where it had some revenue assurance type minimum volume commitment contracts, has marginally reduced the proportion of revenues under revenue assurance type contracts. The proportion of EBITDA (excl. Double E) under revenue assurance type contracts is now expected to account for low 10% to 15% in the near-term, which is lower than the prior expectation of 15% to 20%. Furthermore, EBITDA coming from revenue assurance type contracts is expected to consistently decline year-over-year to less than 10% to 5% over the forecast period. The 10% to 15% of the EBITDA derived from direct commodity price exposed businesses, along with a lack of a sizeable portion under revenue assurance type contracts remain sources of cash flow variability for the company. Business Risk Modestly Rising: Summit's assets in the Utica and Marcellus, both of which are considered a relatively higher growth regions, combined, accounted for over 30% of the EBITDA. The asset sales have meaningfully reduced Summit's size and scale. Midstream companies that have size and business profile similar to that of Summit, have generally been observed to have limited headroom to bear downswings in EBITDA particularly during downcycles, which could heighten liquidity concerns. Summit's exit from high growth basin has increased its exposure to mature declining basins, offsetting the benefits associated with regional diversification. Cash flow profile with high volumetric risks and modest yet direct exposure to commodity prices, combined with greater presence in mature declining basins, provides less certainty of future cash flows. Fitch currently does not consider material cash flows related to Summit's stake in the Double E Pipeline joint venture located in the Permian, however, Fitch notes, it could play a pivotal role in future growth, and if pursued prudently, could lead to improvement in business profile. High Exposure to High-Yield Counterparties Remain: Summit's top 20 customers are expected to account for over 75% of its EBITDA. While some of Summit's customers are investment grade rated, the majority are either high-yield or small private companies deemed to be high yield. High-yield counterparties are expected to account for over 75% of the company's EBITDA, exposing it to counterparty risks. In down-cycles, one or more of Summit's top customers could be severely impacted, which would have negative consequences for Summit. The credit quality of Summit's top customers wasn't meaningfully impacted by asset sales, and Fitch expects the credit profiles of Summit's top customers to largely remain intact, at least in the near-term. Rating Linkage with Parent: There is a parent subsidiary relationship between Summit (parent) and Summit Midstream (subsidiary). Fitch determines Summit's credit profile based on consolidated metrics and considers Summit Midstream has the stronger credit profile. Legal ring-fencing is considered open due to the absence of regulatory ring-fencing and only certain limitations on intercompany flow of funds. Effective control is evaluated as open considering Summit Midstream is wholly owned and controlled by Summit. Funding and Cash Management is evaluated as porous due to Summit Midstream's ability to obtain both internal and external funding. Due to the above linkage considerations, Fitch rates both entities based on consolidated credit profile and has assigned the same IDRs. DERIVATION SUMMARY Harvest Midstream I, L.P. (Harvest; BB-/Stable) is a peer comparable to Summit. Both are G&P companies with presence across multiple regions, exposure to mature declining basins, and high volumetric risks, however, Harvest is distinctly bigger in size and scale. Customer concentration risk is nearly similar, notwithstanding Harvest's more diverse customer base. Harvest has a greater portion of revenue coming from its top customer, which is also considered a supportive affiliate. Both have high exposure to high-yield counterparties. Fitch expects Harvest's leverage at approximately 3.5x in 2025, which is lower than expectations at Summit, and interest coverage at Harvest is expected to be distinctly higher, leading to better near-term financial flexibility. Harvest's bigger size and scale, lower leverage, better financial flexibility, and a more supportive customer relationship, accounts for the three-notch difference between it and Summit's IDRs. M6 ETX Holdings II MidCo, LLC (M6; B/Stable), is another G&P peer with operations concentrated in the Haynesville basin, which is considered a higher growth region compared to most of the regions where Summit operates. The Haynesville is expected to benefit from anticipated demand pull in 2025. Unlike Summit, M6 is a private company backed by EnCap Flatrock, viewed as a supportive sponsor. M6's size is comparable to Summit, however, M6 has a higher proportion of revenue assurance type ship-or-pay contracts accounting for nearly 25% of M6's EBITDA. Furthermore, most of M6's ship-or-pay customers have volume exposed acreage dedicated contracts with M6, hence, incentivizing these customers to maintain a certain level of volume throughput under their acreage dedicated contracts. Therefore, M6 is considered to have a better cash flow profile compared to Summit. Leverage at M6 is currently elevated due to near-term headwinds, however, it is expected to improve to levels in-line with Summit to slightly better over the same forecast period. M6 however, is expected to have tighter near-term financial flexibility compared to Summit. M6's presence in a restively higher growth region and better contract coverage more than offsets its tighter financial flexibility compared to Summit, leading to a one-notch difference in their IDRs. KEY ASSUMPTIONS - Fitch's oil and gas price deck; - Activity levels in the regions where Summit operates consistent with Fitch's price deck; - Base interest rate for the ABL facility reflects Fitch's Global Economic Outlook, e.g., 5.00%, 3.75%, and 3.00% for 2024, 2025, and 2026 respectively; - Distributions from the joint venture received in accordance with the agreements; - Preferred unit distributions and common dividends remain suspended in the near term; - Stable capex spend including maintenance and growth capital that is somewhat consistent with historical levels; - No material growth projects, and or asset sales, and or M&A. RECOVERY ANALYSIS - For the Recovery Rating, Fitch estimates the company's going-concern value was greater than the liquidation value. The going-concern multiple used was a 6.0x EBITDA multiple, which is in the range of most multiples seen in recent reorganizations in the energy sector. There have been a limited number of bankruptcies within the midstream sector; - Two recent gathering and processing bankruptcies of companies indicate an EBITDA multiple between 5.0x and 7.0x, by Fitch's best estimates. In Fitch's recent bankruptcy case study report, "Energy, Power and Commodities Bankruptcies Enterprise Value and Creditor Recoveries," published in September 2023, the median enterprise valuation exit multiple for the 51 energy cases with sufficient data to estimate was 5.3x, with a wide range of multiples observed; - Fitch assumed a going-concern (GC) EBITDA of approximately $145 million, which has been revised lower from the previous estimate to reflect the reduction in operational size and scale as a result of asset sales, and includes considerations of any modest future acquisitions that the company may or may not pursue; - The GC EBITDA reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which it has based the company's valuation. The GC EBITDA reflects loss of a number of contracts and customer relationships due to the bankruptcy. As per criteria, the GC EBITDA reflects some residual portion of the distress that caused the default; - Fitch calculated administrative claims to be 10%, and a 80% drawn ABL facility, which are standard assumptions. The outcome is a 'B+'/'RR2' rating for the senior second-lien secured debt, which corresponds to an expected recovery in the range of 71% to 90%. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Should the percentage of total EBITDA coming from high growth basins and/or minimum volume commitment contracts be expected to increase significantly from current levels; - A demonstrated ability to sustain EBITDA leverage below 5.5x and EBITDA interest coverage above 2.5x, without a meaningful reduction in size/scale; Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA interest coverage sustained below 1.5x; - Reduced liquidity or an imminent failure to adhere to the covenants on the ABL facility agreement; - EBITDA leverage expected to sustain above 6.5x; - Material change to contractual arrangement and operating practices that negatively impacts cash flow or earnings profile, including a move away from current majority of revenue being fee based; - Meaningful deterioration in customer credit quality or a significant event at a major customer that impairs cash flows; - Increases in capital spending beyond Fitch's expectation that have negative consequences for credit profile (e.g. if not funded with a balance of debt and equity). LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: Pro forma for the new issuance transaction, subsequent repayment of debt, and expansion of the ABL facility, Summit is expected to have a modest amount of cash on balance sheet, and a little under $290 million available under its expanded $500 million ABL facility (net of letters of credit and commitment reserves). Though the company is expected to have the aforementioned amount available under its ABL facility, Fitch forecasts that most, but not all, of the commitment under the ABL facility will usually be available to draw, because of the covenants on the credit agreement. Fitch notes, the refinancing of existing debt would extend the debt maturity wall, somewhat reducing the near-term immediate need of liquidity. In addition to expanding its ABL facility's commitment size by $100 million, Summit is extending the maturity by three years to 2029. The maturity date will be 91 days inside the newly proposed second lien secured notes expected to mature in 2029. The expanded ABL facility is expected to have a springing maturity, based on excess availability for five consecutive business days of less than the greater of (i) 10% of the facility and (ii) $40 million. The expanded ABL facility is expected to contain a maximum first lien leverage covenant of 2.50x, and minimum interest coverage covenant of 2.0x. Summit was compliant with covenants on its ABL facility as of the latest quarter end, and Fitch expects the company to remain compliant at least in the near-term. ISSUER PROFILE Summit is a midstream company with assets across six distinct oil and gas basins in the United States. Summit, through its 100% ownership of Summit Midstream, provides natural gas gathering, compression, treating, and processing services, plus crude oil and produced water gathering services. SUMMARY OF FINANCIAL ADJUSTMENTS The values in the above Sensitivities and other metric values mentioned are calculated by de-consolidating the consolidated debt of Summit Permian Transmission Holdco, LLC (for leverage), and removing the interest expense related to this debt (for coverage). Further, no material flows related to Double E Pipeline, LLC are used in the aforementioned metrics. Fitch's calculation of adjusted EBITDA excludes equity in earnings from unconsolidated affiliates and includes cash distributions from those unconsolidated affiliates. Fitch gives 50% equity credit to Summit's 9.50% Series A Preferred Cumulative Perpetual Units under Fitch's hybrid methodology, Corporates Hybrids Treatment and Notching Criteria. ESG CONSIDERATIONS The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Summit Midstream Finance Corp. Senior Secured 2nd Lien LT B+ New Rating RR2 Summit Midstream Partners, LP LT IDR B- Affirmed B- Summit Midstream Holdings, LLC LT IDR B- Affirmed B- Senior Secured 2nd Lien LT B+ New Rating RR2 SUNNY ENERGY: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Sunny Energy, LLC 2414 W. 14th Street Suite B Tempe, AZ 85281 Business Description: The Debtor is a solar energy equipment supplier in Tempe, Arizona. Chapter 11 Petition Date: July 26, 2024 Court: United States Bankruptcy Court District of Arizona Case No.: 24-06111 Judge: Hon. Brenda K Martin Debtor's Counsel: Bradley D. Pack, Esq. ENGELMAN BERGER PC 2800 N. Central Avenue, Suite 1200 Phoenix, AZ 85004 Tel: 602-271-9090 Email: bdp@eblawyers.com Total Assets as of April 30, 2024: $1,838,684 Total Liabilities as of April 30, 2024: $2,115,170 The petition was signed by Joseph J. Cunningham 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/R5OESJQ/Sunny_Energy_LLC__azbke-24-06111__0001.0.pdf?mcid=tGE4TAMA SUPPLY SOURCE: Hospeco Brands Group Finalized Asset Purchase ------------------------------------------------------------ Hospeco Brands Group's stalking horse bid has been accepted by a Delaware bankruptcy court as the winning offer for the assets of Supply Source Enterprises (SSE), comprised of The Safety Zone and Impact Products. The purchase was finalized on July 19. Hospeco Brands Group is a global and leading manufacturer of wiping solutions, personal care, odor control, cleanroom, safety, textiles, and specialty products to serve building management, industrial and manufacturing, food service, education, healthcare and life sciences, hospitality and wellness, and myriad other markets. The addition of SSE's products and capabilities, particularly the well-known The Safety Zone and Impact Products brands, immediately transforms the already-robust Hospeco Brands Group bundle into a true single-source solution across the most significant categories in the sanitary supply and industrial safety markets. This is a transformative moment of growth, and a win for customers, who immediately gain access to virtually every product they need for the away-from-home market from a proven, trusted name. Tom Friedl, president of Hospeco Brands Group's parent company, Tranzonic, said, "We are excited to bring SSE into the Hospeco Brands Group family. The expanded offering will be well received by our customers, but this is just as significant for the customers, vendors, and employees of SSE." Customers of the former SSE and its affiliates can expect business as usual during this transition. The process by which orders were placed prior to the acquisition remains unchanged. Hospeco Brand Group has already begun recapitalizing the business, and replenishment products are flowing. "It is business as usual as we begin the assimilation process. We have nothing but respect for the former SSE and its team -- and Impact Products and The Safety Zone are two strong, highly valued brands. We will execute this transition smoothly and efficiently for all parties involved," said Friedl. This asset purchase conforms to Hospeco Brands Group's growth strategy, which couples strong organic growth with strategic purchases and acquisitions. On May 21, 2024, SSE sought bankruptcy protection under section 363 of the United States Bankruptcy Code. Hospeco Brands Group, through its parent company, Tranzonic, agreed to submit a bid to purchase SSE's assets through a court-directed sales process. The purchase creates stability and growth opportunities for SSE's brands and workforce. About Hospeco Brands Group Hospeco Brands Group brings more than a century of know-how and innovation to cleaning, protecting, and caring for public spaces -- workplaces, offices, schools, restaurants, stores, and more -- as well as for the people who work in and patronize these facilities. The company delivers best-in-class products and customer support. Hospeco Brand Group's people are smart, creative problem solvers whose focus on continuous innovation empowers them to meet the ever-evolving needs of customers. The resulting product mix is tough enough to perform consistently in demanding environments yet designed with the comfort and protection of the public in mind. For more information, contact Hospeco Brands Group at 26301 Curtiss Wright Parkway, Suite 200, Cleveland, OH 44143. Email: info@hospecobrands.com. Web: www.hospecobrands.com. About Supply Source Enterprises Supply Source Enterprises Inc. -- https://hig.com/portfolio/supply-source-enterprises/ -- is a virtual manufacturer of branded and private label personal protective equipment and janitorial, safety, hygiene and sanitation products. It is headquartered in Cleveland, Ohio. Supply Source Enterprises and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11054) on May 21, 2024. In its petition, Supply Source Enterprises reported $50 million to $100 million in assets and $100 million to $500 million in liabilities. Judge Brendan Linehan Shannon oversees the cases. The Debtors tapped McDermott Will & Emery, LLP and Potter Anderson & Corroon, LLP as legal counsels; Thomas Studebaker of Triple P RTS, LLC (a Portage Point affiliate) as chief restructuring officer. Kurtzman Carson Consultants is the noting and claims agent. TACORA RESOURCES: Secures Up to $250M in Companies' Creditors Sale ------------------------------------------------------------------ Tacora Resources Inc. announced that it has selected a bid from Millstreet Capital Management LLC, as investment manager on behalf of multiple noteholders, OSP, LLC (on behalf of certain managed funds) (Millstreet and OSP are each holders of certain of the Company's senior secured notes and senior secured priority notes) and Cargill, Incorporated as the Successful Bid under its sale process, as defined therein, conducted pursuant to, and in connection with, its proceedings before the Ontario Superior Court of Justice (Commercial List) under the Companies' Creditors Arrangement Act (Canada). Following the selection of the Investors as the Successful Bidder under the Sale Process and as defined therein, the Company and the Investors entered into a subscription agreement on July 21, 2024. The Subscription Agreement contemplates, among other things, an equity injection of up to US$250 million by the Investors, assumption of substantially all pre-filing and post-filing trade amounts (subject to payment terms and amounts to be agreed to by the Company and the Investors), the assignment of key contractual arrangements (subject to payment terms and amounts to be agreed to by the Company, the Investors and such third parties), full repayment of the DIP facility, and continued employment for all existing Tacora team members. It also contemplates a new Cargill offtake agreement that will allow Tacora to generate higher net realized revenue per tonne. The transactions contemplated by the Subscription Agreement will allow Tacora to significantly deleverage its balance sheet, provide new capital to execute on its long-term plan to upgrade and modernize the Scully Mine and to achieve the Company's objective of producing in excess of six million tonnes of high-grade iron ore concentrate per year. The Subscription Agreement contemplates a target closing date of August 30, 2024. Heng Vuong, Tacora's Executive Vice President and Chief Financial Officer, said "the transactions announced today with the Investors represent a successful outcome for Tacora and its stakeholders. The transactions will allow Tacora to emerge from the CCAA Proceedings as a much stronger and better-capitalized business focused on achieving the full potential of the Scully Mine and provide employment for Labrador West for generations to come. We thank all Tacora team members, our suppliers, and other stakeholders for their resilience, continued support through the CCAA Proceedings and contributions to this successful outcome." The Subscription Agreement and transactions thereunder remain subject to, among other things, Court approval. The Company intends to appear before the Court on July 26, 2024, or as soon as possible thereafter, to seek an order approving the Subscription Agreement and the transactions contemplated thereunder. A copy of the Sale Process, the Subscription Agreement and more information related to the CCAA Proceedings can be found on the Court-appointed Monitor's website at http://cfcanada.fticonsulting.com/Tacora.Information regarding the CCAA Proceedings can also be obtained by calling the Monitor's hotline at 1-833-420-9074 or by email at tacora@fticonsulting.com. Advisors Greenhill & Co. Canada Ltd., an affiliate of Mizuho, is serving as financial advisor and Stikeman Elliott LLP is serving as legal counsel to Tacora. FTI Consulting Canada Inc. is serving as Court-appointed Monitor and Cassels Brock & Blackwell LLP is serving as legal counsel to the Monitor. GLC Advisors & Co., LLC is serving as financial advisor and Osler, Hoskin & Harcourt LLP is serving as legal counsel to Millstreet and OSP. Jefferies Financial Group Inc. is serving as financial advisor and Goodmans LLP is serving as legal counsel to Cargill. About Tacora Resources Inc. Tacora is a private company that is focused on the production and sale of high-grade and quality iron ore products that improve the efficiency and environmental performance of steel making and, subject to final process verification and economic assessment, the development of a high purity manganese product for advanced battery technology. The Company owns and operates the Scully Mine, an iron ore concentrate producer located near Wabush, Newfoundland and Labrador, Canada with a production capacity of six million tonnes per year. Additional information about the Company is available at www.tacoraresources.com. TIMEKEEPERS INC: Hires Villa & White LLP as Legal Counsel --------------------------------------------------------- Timekeepers Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Villa & White LLP as counsel. The firm will provide these services: a. assist and advise the Debtor relative to its operations as a debtor-in-possession, and relative to the overall administration of this Chapter 11 case; b. represent the Debtor at hearings to be held before this Court and communicate with its creditors regarding the matters heard and the issues raised, as well as the decisions and considerations of this Court; c. prepare, review, and analyze pleadings, orders, operating reports, schedules, statements of affairs, and other documents filed and to be filed with this Court by the Debtor or other interested parties in this Chapter 11 case; advise the Debtor as to the necessity, propriety and impact of the foregoing upon this Chapter 11 case; and consent or object to pleadings or orders on behalf of the Debtor; d. assist the Debtor in preparing such applications, motions, memoranda, adversary proceedings, proposed orders and other pleadings as may be required in support of positions taken by the Debtor, as well as preparing witnesses and reviewing documents relevant thereto; e. coordinate the receipt and dissemination of in formation prepared by and received from the Debtor and the Debtor's accountants, and other retained professionals, as well as such information as may be received from accountants or other professionals engaged by any official committee; f. confer with the professionals as may be selected and employed by any official committee; g. assist and counsel the Debtor in its negotiations with creditors, or Court appointed representatives or interested third parties concerning the terms, conditions, and import of a plan of reorganization and disclosure statement to be proposed and filed by the Debtor; h. assist the Debtor with such services as may contribute or are related to the confirmation of a plan of reorganization in this Chapter 11 case; i. assist and advise the Debtor in its discussions and negotiations with others regarding the terms, conditions, and security for credit, if any, during this Chapter 11 case; j. conduct such examination of witnesses as may be necessary in order to analyze and determine, among other things, the Debtor's assets and financial condition, whether the Debtor has made any avoidable transfers of its property, and whether causes of action exist on behalf of the Debtor's estate; and k. Assist the Debtor generally in performing such other services as may be desirable or required pursuant to § 1107 of the Bankruptcy Code. The firm will be paid at the rate of $400 per hour. The firm will be paid a retainer in the amount of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Morris E. "Trey" White III, Esq., a partner at Villa & White LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Morris E. "Trey" White III, Esq. Villa & White LLP 100 NE Loop 410 #615 San Antonio, TX 78213 Tel: (210) 225-4500 Email: treywhite@villawhite.com About Timekeepers Inc. Timekeepers Inc. is an appliance store in Texas. Timekeepers Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-51101) on June 11, 2024. In the petition signed by Shawn Fluitt, as president, the Debtor reports estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Michael M. Parker handles the case. The Debtor is represented by Morris E. "Trey" White, III, Esq. at VILLA & WHITE LLP. TOLIAO IOROI: Files for Chapter 11 Bankruptcy --------------------------------------------- Toliao Ioroi Holding LLC filed Chapter 11 protection in the Northern District of California. According to court documents, the Debtor reports $2,715,199 in debt owed to 1 and 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 5, 2024 at 1:00 p.m. via UST Teleconference, Call in number/URL: 1-877-991-8832 Passcode: 4101242. About Toliao Ioroi Holding LLC Toliao Ioroi Holding LLC owns and operates a restaurant in San Francisco, California. Toliao Ioroi Holding LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-30515) on July 9, 2024. In the petition filed by Yuka Ioroi, as managing member, the Debtor reports total assets of $106,471 and total liabilities of $2,715,199. The Debtor is represented by: Eric J. Gravel, Esq. THE LAW OFFICES OF ERIC J. GRAVEL 1390 Market St., Suite 200 San Francisco, CA 94102 Tel: (650) 931-6000 Fax: (650) 931-6424 Email: ctnotices@gmail.com TOMMY'S FORT: Committee Hires Reed Smith as Bankruptcy Counsel -------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 cases of Tommy's Fort Worth, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Reed Smith LLP as its legal counsel. The firm's services include: (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 trustee relative to the administration of these cases; (c) assist the committee in analyzing the claims of the Debtors' creditors and its 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 their 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; (g) assist and advise the committee in communicating with unsecured creditors regarding significant matters in these 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 its interests and objectives; (k) prepare, on behalf of the committee, any pleadings; 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; The firm will be paid at these hourly rates: Partners $930 - $1,500 Associates $610 - $780 Paraprofessionals $350 - $385 In addition, the firm will seek reimbursement for expenses incurred. Keith Aurzada, Esq., an attorney at Reed Smith, also provided the following in response to the request for additional information set forth in Section D of the Revised U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Answer: Yes. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Answer: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Answer: N/A Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period? Answer: N/A Mr. Aurzada disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Keith M. Aurzada, Esq. Reed Smith LLP 2800 N. Harwood St., Suite 1500 Dallas, TX 75201 Telephone: (469) 680-4200 Facsimile: (469) 680-4299 Email: kaurzada@reedsmith.com About Tommy's Fort Worth Tommy's is a premium boat dealer with 16 locations across the United States. Tommy's Fort Worth, LLC and its affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 24-90000) on May 20, 2024. The petitions were signed by Monica S. Blacker as chief restructuring officer. At the time of filing, the Lead Debtor estimated $1 million to $10 million in assets and $100 million to $500 million in liabilities. Judge Edward L. Morris presides over the cases. Liz Boydston, Esq., at Gutnicki LLP represents the Debtors as counsel. On June 24, 2024, the Office of the United States Trustee for the Northern District of Texas appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Reed Smith LLP as its legal counsel. TRESTLES CLO 2017-1: Fitch Assigns 'B-sf' Rating on Cl. F-RR Notes ------------------------------------------------------------------ Fitch Ratings has assigned ratings and Rating Outlooks to Trestles CLO 2017-1, Ltd. refinancing notes. Entity/Debt Rating ----------- ------ Trestles CLO 2017-1, Ltd._2024 A-1-RR LT NRsf New Rating A-2-RR LT AAAsf New Rating B-RR LT AAsf New Rating C-RR LT Asf New Rating D-1-RR LT BBB-sf New Rating D-2-RR LT BBB-sf New Rating E-RR LT BB-sf New Rating F-RR LT B-sf New Rating Subordinated LT NRsf New Rating X-RR LT NRsf New Rating TRANSACTION SUMMARY Trestles CLO 2017-1, Ltd. (the issuer) is an arbitrage cash flow collateralized loan obligation (CLO), managed by APC Asset Development I, LP, that originally closed in June 2017 and was first refinanced in March 2021. The CLO's secured notes will be refinanced in whole on July 18, 2024 (the second refinancing date) from proceeds from the issuance of the new secured notes. The size of the portfolio is approximately $500 million of primarily first lien senior secured leveraged loans. KEY RATING DRIVERS Asset Credit Quality (Negative): The average credit quality of the indicative portfolio is 'B', which is in line with that of recent CLOs. The weighted average rating factor (WARF) of the indicative portfolio is 24.18, versus a maximum covenant, in accordance with the initial expected matrix point of 25. Issuers rated in the 'B' rating category denote a highly speculative credit quality; however, the notes benefit from appropriate credit enhancement and standard U.S. CLO structural features. Asset Security (Positive): The indicative portfolio consists of 99.43% first-lien senior secured loans. The weighted average recovery rate (WARR) of the indicative portfolio is 75.92% versus a minimum covenant, in accordance with the initial expected matrix point of 73.3%. Portfolio Composition (Positive): The largest three industries may comprise up to 40% of the portfolio balance in aggregate while the top five obligors can represent up to 12.5% of the portfolio balance in aggregate. The level of diversity resulting from the industry, obligor and geographic concentrations is in line with other recent CLOs. Portfolio Management (Neutral): The transaction has a five-year reinvestment period and reinvestment criteria similar to other CLOs. Fitch's analysis was based on a stressed portfolio created by adjusting to the indicative portfolio to reflect permissible concentration limits and collateral quality test levels. Cash Flow Analysis (Positive): Fitch used a customized proprietary cash flow model to replicate the principal and interest waterfalls and assess the effectiveness of various structural features of the transaction. In Fitch's stress scenarios, the rated notes can withstand default and recovery assumptions consistent with their assigned ratings. The weighted average life (WAL) used for the transaction stress portfolio and matrices analysis is 12 months less than the WAL covenant to account for structural and reinvestment conditions after the reinvestment period. In Fitch's opinion, these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Variability in key model assumptions, such as decreases in recovery rates and increases in default rates, could result in a downgrade. Fitch evaluated the notes' sensitivity to potential changes in such a metric. The results under these sensitivity scenarios are as severe as between 'BBB+sf' and 'AA+sf' for class A-2-RR, between 'BB+sf' and 'A+sf' for class B-RR, between 'B+sf' and 'BBB+sf' for class C-RR, between less than 'B-sf' and 'BB+sf' for class D-1-RR, between less than 'B-sf' and 'BB+sf' for class D-2-RR, between less than 'B-sf' and 'BB-sf' for class E-RR, and between less than 'B-sf' and 'Bsf' for class F-RR. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Upgrade scenarios are not applicable to the class A-2-RR notes as these notes are in the highest rating category of 'AAAsf'. Variability in key model assumptions, such as increases in recovery rates and decreases in default rates, could result in an upgrade. Fitch evaluated the notes' sensitivity to potential changes in such metrics; the minimum rating results under these sensitivity scenarios are 'AAAsf' for class B-RR, 'AA+sf' for class C-RR, 'A+sf' for class D-1-RR, 'Asf' for class D-2-RR, 'BBB+sf' for class E-RR, and 'BBB-sf' for class F-RR. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk-presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognized Statistical Rating Organizations and/or European Securities and Markets Authority-registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG CONSIDERATIONS Fitch does not provide ESG relevance scores for Trestles CLO 2017-1, Ltd. In cases where Fitch does not provide ESG relevance scores in connection with the credit rating of a transaction, programme, instrument or issuer, Fitch will disclose in the key rating drivers any ESG factor which has a significant impact on the rating on an individual basis. TRIMONT ENERGY: Asset Sale Proceeds to Fund Plan Payments --------------------------------------------------------- Trimont Energy (GIB), LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Louisiana a Plan of Reorganization under Subchapter V dated July 10, 2024. The Debtor is a Louisiana limited liability company and is wholly owned by Trimont Energy Limited, Inc. ("TEL"), which is wholly owned by Warwick DP Holdings, LLC ("WDPH"), a Delaware limited liability company. GIB owns assets in the Garden Island Bay oil and gas field (the "Garden Island Bay Field"). The GIB assets were acquired from Dune Energy, Inc., Dune Operating Company, and Dune Properties, Inc. (collectively, "Dune") in a Purchase and Sale Agreement dated June 30, 2015, and assigned to GIB through a First Amendment to Purchase and Sale Agreement and a Second Amendment to Purchase and Sale Agreement in conjunction with the Dune bankruptcy case filed on March 8, 2015, in the United States Bankruptcy Court for the Western District of Texas. Affiliate, Whitney Oil & Gas, LLC, is the operator of record for GIB Assets. On April 8, 2024, GIB filed a Motion for Orders Approving Sale of Property of the Estate Free and Clear of Liens and Claims (the "Sale Motion"), seeking to sell substantially all of the GIB Assets (the "Sale") to Spectrum AR, LLC. As part of the proposed Sale, GIB, and the other Debtors as applicable, will assume and assign certain executory contracts and unexpired leases to Spectrum. The sale to Spectrum has closed and GIB has received the sales proceeds which total $5,400,000.00, (the "Sale Proceeds"). This is a liquidation plan and all proceeds from the Sale and cash on hand as of the Effective Date of the Plan will be distributed as provided for in this Plan. Inasmuch as the sale of the GIB assets has closed, there will be no further oil and gas operations. The Sale Proceeds will be distributed in accordance with the Plan. This Plan provides for the treatment of Claims and Interests as follows: * One Class of Secured Claims (allowed LOWLA Lien Claims), which will be paid on the later of the Effective Date or the allowance of such Claim * One Class of State and Local Tax Claims (including Severance taxes but exclusive of penalties) who will receive full payment on the later of the Effective Date or the date such claims are allowed * One Class of Royalty and Overriding Royalty Claims (exclusive of penalty claims) * One Class of Unsecured Claims and Penalty that will be paid their pro rata share of the remaining funds from the sale of the GIB Assets and GIB cash after the payment of Secured Claims, Administrative Claims and claims related to Plan implementation and distribution, Tax Claims, Royalty and Overriding Royalty Claims are paid in full. Class 4 consists of General Unsecured Claims. The General Unsecured Creditors if all scheduled and filed proofs of claim are allowed hold claims totaling $109,606,064.46. It is believed the claim number is grossly overstated and includes the claims of RLI at $76,002,000.50, as well as Chevron Enervest and other parties asserting claims that contingent or for which GIB has no liability. All remaining amounts from the proceeds of the sale after classes 1, 2, and 3, have been paid in full shall be distributed pro rata among the general unsecured creditors in Class 4. Class 4 is impaired and entitled to vote. The equity of TEL will be sold to a purchaser in the sale of the GIB Assets. After the distributions are made to other creditors, the equity interests of TEL will be terminated. Any remaining funds after the payment in full of the Class 1,2 ,3 and 4 creditors will be paid to the Class 5 interest holders. GIB shall fund the plan from the proceeds from the sale of the GIB Assets and cash on hand as of the Effective Date. Christopher Ryals shall serve as the disbursing agent under this Plan, whether the Plan is confirmed under Section 1191(a) (consensual confirmation) or § 1191(b) (nonconsensual confirmation) of the Bankruptcy Code. A full-text copy of the Subchapter V Plan dated July 10, 2024 is available at https://urlcurt.com/u?l=Ko8HYs from PacerMonitor.com at no charge. The Debtor's Counsel: Douglas S. Draper, Esq. HELLER, DRAPER & HORN, LLC 650 Poydras Street Suite 2500 New Orleans, LA 70130 Tel: 504-299-3300 E-mail: ddraper@hellerdraper.com About Trimont Energy Trimont Energy (GIB), LLC is a Houston-based company, which operates in the oil and gas extraction industry. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. La. Case No. 23-11869) on Oct. 25, 2023, with $1 million to $10 million in both assets and liabilities. Christopher O. Ryals, chief restructuring officer, signed the petition. Judge Meredith S. Grabill oversees the case. Douglas S. Draper, Esq., at Heller, Draper & Horn, LLC represents the Debtor as legal counsel. TRP BRANDS: Hires SSG Advisors LLC as Investment Banker ------------------------------------------------------- TRP Brands LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ SSG Advisors, LLC as investment banker. The firm will provide these services: a. prepare an information memorandum and electronic data room describing TRP, its historical performance and prospects, including existing contracts, marketing and sales, labor force, and management; b. assist TRP in developing a list of suitable potential buyers who will be contacted on a discreet and confidential basis after approval by TRP; c. coordinate the execution of confidentiality agreements for potential buyers wishing to review the information memorandum; d. assist TRP in coordinating virtual or physical site visits for interested buyers and work with the management team to develop appropriate presentations for such visits; e. solicit competitive offers from potential buyers; f. advise and assist TRP in structuring the Sale and negotiating the Sale agreements, including, without limitation, advising and negotiating with respect to Transaction structure; g. assist TRP and its professionals with the structuring of sale procedures, and the conduct of any auction that may result in the Chapter 11 proceeding; h. be available for meetings and court appearances in the Chapter 11 proceeding, including, without limitation, providing testimony in the Bankruptcy Court in furtherance and supportof the Sale process and Sale; and i. otherwise assist TRP, its financial advisor, attorneys, and accountants, as necessary, through closing on a best-efforts basis. The firm will be paid at these rates: a. Monthly Fee: A monthly fee of $50,000.00 per month, payable upon Bankruptcy Court approval of this Engagement Agreement, retroactive to July 1, 2024, and on the first (1st) of each month thereafter throughout the Engagement Term. b. Sale Fee: Upon the consummation of a Sale Transaction to any party and as a direct carve out from the proceeds of any Sale, prior in right to any post or pre-petition secured debt and any other administrative claims, SSG shall be entitled to a fee (the "Sale Fee"), payable in cash, in federal funds via wire transfer or certified check, at and as a condition of closing of such Transaction, equal to the greater of (a) $450,000 or (b) three percent (3.0%) of Total Consideration (as such term is hereafter defined). Notwithstanding the foregoing, in the event that TRP determines to terminate the Sale process and move to a liquidation of the inventory and other assets, then SSG shall be entitled to an alternative Sale Fee ("Alternative Sale Fee") of $150,000. In the event of a Sale to the Secured Lender or any of the Existing Stakeholders, or any of their respective affiliates, by way of a credit bid or otherwise, without a competing third-party overbid, SSG shall be entitled to a fixed Sale Fee of $350,000. If a competing third-party overbid is received, the foregoing Sale Fee structure would apply without discount. c. Expense Reimbursement: In addition to the foregoing Monthly Fee and Sale Fee noted above whether or not a Sale is consummated, SSG will be entitled to reimbursement for all of SSG's reasonable out-of-pocket expenses incurred in connection with the subject matter of this Engagement Agreement. Teresa C. Kohl, managing director at SSG Advisors, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Teresa C. Kohl SSG Advisors, LLC 300 Barr Harbor Drive, Suite 420 West Conshohocken, PA 19428 Tel: (610) 940-1094 (610) 940-9521 Fax: (610) 940-4719 Email: tkohl@ssgca.com About TRP Brands LLC TRP Brands, LLC and The RoomPlace Furniture & Mattress, LLC filed Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 24-01529) on Feb. 2, 2024. Valerie Berman-Knight, president, signed the petitions. At the time of the filing, TRP Brands reported up to $50,000 in assets and $50 million to $100 million in liabilities while RoomPlace reported up to $50,000 in assets and $100 million to $500 million in liabilities. Judge Deborah L. Thorne oversees the cases. E. Philip Groben, Esq., at Gensburg Calandriello & Kanter, P.C., is the Debtors' legal counsel. The U.S. Trustee for Region 11 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped FisherBroyles, LLP as its legal counsel. TUBULAR SYNERGY: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------- The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Tubular Synergy Group, LP. The committee members are: 1. Louis Russo President Bellville Tube Company P.O. Box 370 141 Miller Road Bellville, TX 77418 Louis@WFES.com 2. Daniel Valk Chief Executive Officer North American Interpipe, Inc. 1800 West Loop South #1350 Houston, TX 77027 daniel.valk@m.interpipe.biz 3. Michael Fielding General Counsel Commercial Steel Products, LLC 3626 N. Hall Street, Suite 910 Dallas, TX 75206 mfielding@sbisteel.com 4. Ricky Torlincasi General Counsel Blackbeard Operating, LLC 1751 River Run, Suite 405 Fort Worth, TX 76107 rtorlincasi@blackbeardoperating.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Tubular Synergy Tubular Synergy Group, LP comprise a privately held sales, marketing, and supply chain services distributor of oilfield casing, tubing, and line pipe utilized in the oil and gas industry. Tubular Synergy and its affiliate, OCTG Connections, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas, Lead Case No. 24-80056) on July 9, 2024. In the petition signed by W. Byron Dunn, chief executive officer and founding partner, Tubular Synergy disclosed $50 million to $100 million in assets and liabilities. Foley & Lardner LLP represents the Debtors as legal counsel. Stretto, Inc. acts as claims and noticing agent to the Debtors. UNIVERSAL SEATING: Unsecureds Will Get 10% of Claims over 60 Months ------------------------------------------------------------------- Universal Seating Company, Inc., filed with the U.S. Bankruptcy Court for the Middle District of Florida a Plan of Reorganization dated July 9, 2024. The Debtor is a corporation formed under the laws of the State of Florida and it is in business of designing, building and furnishing cafeterias for private and public school. During COVID-19, as the schools were closed for an extended period, the Debtor was unable to procure any contracts for building school cafeterias. The Debtor purchases the material for school cafeterias from a third party, have the items delivered at the school location and installs the same. Pursuant to the terms of the agreement with the school administrations, the Debtor does not receive any advance funds upon procuring the agreement. The manufacturer of the cafeteria furnishings require 50% payment upon placing the order and the remaining 50% before delivery of the products. Class 4 consists of the General Unsecured Claims, specifically, this Class consists of Unsecured portion of the United States Small Business Administration, and all other general unsecured creditors. The holders of Class 4 General Unsecured Claims shall approximately 10.00% of the amount owed pre-petition in 60 months, paid in at a total of $26,596.80 over sixty months, commencing on the effective date of the Plan. There shall be no distribution on account of disputed claims until such objection or dispute is resolved by final order. The Debtor, however, reserve funds to make the proportionate distribution to such creditors until such time as all claims objections have been finally determined. All funds reserved on account of disallowed claims shall be distributed pro-rata to the holders of allowed unsecured claims at the conclusion of the claims objection process. All members of the Debtor shall retain their full equity interest in the same amounts, percentages, manner and structure as existed on the petition date. The Debtor will retain all property of the estate and such property shall re-vest in the Debtor at discharge. Thereafter, the Debtor may use, acquire and dispose of their property free of any restrictions of the Bankruptcy Code, the Bankruptcy Rules, and the Bankruptcy Court. A full-text copy of the Plan of Reorganization dated July 9, 2024 is available at https://urlcurt.com/u?l=0s1snm from PacerMonitor.com at no charge. Counsel for the Debtor: Rehan N. Khawaja, Esq. Bankruptcy Law Offices of Rehan N. Khawaja 817 North Main St. Jacksonville, FL 32202 Telephone: (904) 355-8055 Facsimile: (904) 355-8058 Email: Khawaja@Fla-Bankruptcy.com About Universal Seating Company Universal Seating Company, Inc. is a corporation formed under the laws of the State of Florida and it is in business of designing, building and furnishing cafeterias for privat and public school. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01019) on April 11, 2024. In the petition signed by Barry M. Schuster, president, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Jacob A. Brown oversees the case. The Bankruptcy Law Offices of Rehan N. Khawaja represents the Debtor as legal counsel. URBAN OAKS: Insurer Loses Bid for Summary Judgment -------------------------------------------------- Judge Andrew S. Hanen of the United States District Court for the Southern District of Texas denied the motion for partial summary judgment on exhaustion filed by Gemini Insurance Company in the bankruptcy case of Urban Oaks Builders, LLC. Defendant Navigators Specialty Insurance Company responded in opposition. Plaintiffs, Urban Oaks Builders, LLC, Hines Interests Limited Partnership, 1662 Multifamily LLC, Hines 1662 Multifamily LLC, Hines Investment Management Holdings Limited Partnership, HIMH GP LLC, Hines Real Estate Holdings Limited Partnership, and JCH Investments, Inc. and Great American Assurance Company, a former defendant, also responded in opposition. Gemini originally filed the motion along with its motion for interpleader of indemnity proceeds and release for indemnity. The motions sought an entry of an order from the Court directing payment by Gemini of $2,000,000 into the Registry of the Court and a determination that it is released from further indemnity payments based on the $4,000,000 general aggregate limit in its commercial general liability policy. In support of its motions, Gemini pointed to the Memorandum and Recommendation adopted by this Court. In that Order, the Court concluded that Gemini had a duty to defend its insureds until it reached the aggregate limits of liability for multiple occurrences under the its policy. At the most recent hearing in this case, the Court questioned whether Gemini could simultaneously interplead the unexpended $2,000,000 (bringing its total contribution to approximately $4,000,000) into the Registry of the Court and perhaps -- in theory -- cap its liability, while at the same time preserving its arguments for appeal that the underlying dispute constituted only a single occurrence (thereby potentially limiting its indemnity exposure to $2,000,000). It would then presumably attempt to recover the additional $2,000,000 it interpleaded into the Court. Subsequently, Gemini sent a letter to this Court seeking to withdraw its motion for interpleader and explained that the decision to do so was driven by the "exposure magnitude of the numerous categories of 'defense costs' that the Debtor seeks to recover which include interest on loans, financial consultants, construction costs, remediation costs, bankruptcy costs, etc. which are the subject matter of other motions now pending before the Court." The Court grants that withdrawal. Nevertheless, Gemini stated that it believes that the threshold issue of whether the initial payments (totaling $2,000,000) exhausted the per-occurrence limit" in its policy is still ripe for ruling. Defendant Ironshore Specialty Insurance Company responded with a letter in opposition, disagreeing that any arguments in Gemini's motion are ripe for ruling given that 1) Gemini withdrew its motion for interpleader and (2) the fact that the Court has already adopted the M&R denying Gemini's original motion for summary judgment on exhaustion in its entirety. Indeed, Gemini previously raised the same arguments related to the original $2,000,000 in its original motion. The M&R concluded, and the Court agreed, that plaintiffs sought coverage for multiple occurrences; as such, Gemini had a duty to defend its insureds until it reached the aggregate limits of liability for multiple occurrences under its policy. The Court points out it appears that a fact issue remains as to whether the $2,000,000 that has been expended is entirely applicable to satisfy Gemini's indemnity obligation. Navigators alleges that Gemini's payments totaling $2,000,000 included a $2,565.00 payment of defense costs to Baker Botts LLP on April 28, 2017. Gemini's policy dictates that payment of defense costs will not reduce the limits of insurance. Navigators has offered a sworn affidavit by an attorney at Baker Botts LLP that the $2,565.00 invoice was issued "for services and expenses incurred in defending Urban Oaks against the claims of the Southstar Parties." The consequence of this payment would mean that Gemini has yet to exhaust its $2,000,000 per-occurrence limit, much less its $4,000,000 general aggregate limit, according to the Court. At the most recent hearing in this case, counsel for Gemini stated that the insurer did not know why the payment was made. A copy of the Court's decision dated July 19, 2024, is available at https://urlcurt.com/u?l=k9vggC About Urban Oaks Builders Houston-based Urban Oaks Builders, LLC is a privately held company that provides residential building construction services. Urban Oaks Builders sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 18-34892) on Aug. 31, 2018, disclosing $10 million to $50 million in assets and $50 million to $100 million in liabilities. Todd Hagood, vice-president of Urban Oaks Builders, signed the petition. Judge Marvin Isgur oversees the case. The Debtor tapped Okin Adams, LLP as bankruptcy counsel; Baker Botts, LLP and Polsinelli, PC as special counsels; and Stout Risius Ross, LLC as financial advisor. VINTAGE WINE: Files for Chapter 11, Plans Delisting From Nasdaq --------------------------------------------------------------- Vintage Wine Estates, Inc. announced that the Company and certain of its subsidiaries filed a voluntary petition for reorganization under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware. This process is intended to establish a fair, structured process for VWE to address outstanding debt obligations while the business pursues the sale of its assets. Over the preceding months, the Company experienced negative financial headwinds that severely impacted its liquidity position. In response, the Company explored several solutions to overcome these challenges, with the monetization of all assets being the most viable path forward to maximize value. In connection with the Chapter 11 Cases, the Company has filed customary motions authorizing it to proceed with its operations in the ordinary course. In addition, the Debtors have also filed a motion seeking approval of certain procedures relating to the marketing auction (if necessary) and sale of all or substantially all of the Company's assets. No trustee has been appointed and each Debtor will continue to operate its business as a "debtor-in-possession" subject to the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Subject to approval of the Bankruptcy Court, the Company, as borrower, intends to enter into a debtor-in-possession financing facility with the prepetition lenders under the Credit Agreement, pursuant to which the lenders will make available to the Company a credit facility in the amount of $60.5 million. The DIP Facility, along with the Company's existing liquidity and cash generated from ongoing operations, will be used to support the Company's business during the restructuring process. The filing of the Chapter 11 Cases constitutes an event of default that accelerated the Company's obligations under the Second Amended and Restated Loan and Security Agreement with BMO Bank N.A.. As of the petition date, the Company had an aggregate of approximately $310 million in outstanding loans and commitments under the Credit Agreement. The Credit Agreement provides that as a result of the Chapter 11 Cases, and to the extent permitted by applicable law, all outstanding amounts thereunder are automatically due and payable. However, any efforts to enforce payment obligations under the Credit Agreement are automatically stayed as a result of the filing of the Chapter 11 Cases and the lenders' rights of enforcement in respect of the Credit Agreement are subject to the applicable provisions of the Bankruptcy Code. The decision to file for the voluntary petition for reorganization under chapter 11 was made after a careful evaluation of the Company's financial situation and a determination that it is in the best interests of the Company and its stakeholders. The Company expects commercial operations to continue largely business-as-usual and is committed to serving a diverse range of customers during the Chapter 11 Cases. For more information on the chapter 11 cases, please read the Company's Current Report on Form 8-K, to be filed with the U.S. Securities and Exchange Commission. The Company's SEC filings are available publicly on the SEC's website at www.sec.gov. For Bankruptcy Court filings and other additional information related to the chapter 11 cases available from time to time, please see https://dm.epiq11.com/VintageWine, a website administered by Epiq Corporate Restructuring, LLC, the Company's third-party bankruptcy claims and noticing agent. The Company also announced its intention to voluntarily delist its common stock and warrants from the Nasdaq Stock Market LLC and deregister its common stock and warrants under Section 12(b) of the Securities Exchange Act of 1934, as amended. The Company's board of directors made the decision to delist and deregister the Company's securities following careful consideration of the Company's current situation, including filing of the Company's chapter 11 cases. In addition, the board of directors determined that it is in the Company's best interest to withdraw the listing and registration to reduce the Company's costs of compliance with the rules of the SEC and Nasdaq. In addition, and as previously disclosed, the Company has received a notification from Nasdaq's Listing Qualifications Department dated September 13, 2023 indicating that the Company no longer satisfies Nasdaq Listing Rule 5450(a)(1), which requires listed companies to maintain a minimum bid price of at least $1 per share. As of the date of this release, the Company has not regained compliance with such listing rule. The Company has notified Nasdaq of its intent to voluntarily delist its common stock and warrants, and intends to file a notice on Form 25 relating to such delisting with the SEC on or about August 5, 2024. The Company expects the delisting of the common stock and warrants to be effective on or about August 15, 2024. Following such delisting, the Company intends to file a Certification and Notice of Termination of Registration on Form 15 with the SEC on or about August 15, 2024, requesting the termination of registration of the Company's common stock and warrants under Section 12(g) of the Exchange Act, if any, and the suspension of the Company's reporting obligations under Sections 13 and 15(d) of the Exchange Act. The Company has not arranged for listing or registration of its common stock or warrants on another national securities exchange or for quotation in a quotation medium. Following delisting, the common stock and warrants may be eligible to be quoted on the Pink Open Market operated by the OTC Markets Group Inc. if a market maker sponsors the security and complies with Rule 15c2-11 under the Exchange Act, but the Company can provide no assurances that a public market for trading the common stock and warrants will exist now or in the future. The Company is committed to working closely with its stakeholders to minimize the impact of the bankruptcy process and to ensure that its creditors are treated fairly. The Company has engaged GLC Advisors & Co., LLC and GLC Securities, LLC to advise on its strategic options, including the pursuit of the sale of all or substantially all of the Company's assets as contemplated by the Bidding Procedures Motion. The Company has received and is currently evaluating multiple preliminary indications of interest with respect to the potential sale of various of its assets. Any of those sales would be subject to review and approval by the Bankruptcy Court and compliance with Bankruptcy Court-approved bidding procedures pursuant to the Bidding Procedures Motion or as otherwise approved by the Bankruptcy Court. In addition, the Company is consulting with Jones Day as legal advisors, Riveron Consulting as financial advisors and Richards, Layton & Finger as Delaware counsel. The Company also announced that on July 19, 2024, the Company completed the sale of Cosentino Winery's real property and equipment to Gene Wines, LLC, a California limited liability company, for cash proceeds of $10.5 million, subject to customary pro rations and adjustments, that were used to pay down debt. About Vintage Wine Estates Vintage Wine Estates, Inc. (NASDAQ: VWE) produces and sells wines and craft spirits in the United States, Canada, and internationally. The company offers its products under the Layer Cake, Cameron Hughes, Clos Pegase, B.R. Cohn, Firesteed, Bar Dog, Kunde, Cherry Pie, and others. It also owns and operates hospitality facilities; and provides bottling, fulfillment, and storage services to other companies on a contract basis. The company was founded in 2019 and is headquartered in Incline Village, Nevada. As of March 31, 2024, the Company had $478.63 million in total assets, $393.47 million in total liabilities, and $84.92 million in total stockholders' equity. As of December 31, 2023, the Company had $502.5 million in total assets and $391.6 million in total liabilities. The Company cautioned in its Form 10-Q Report for the quarterly period ended March 31, 2024 that substantial doubt exists about its ability to continue as a going concern. The Company has seen its cash usage to fund operations increase. In the past, the Company has been able to fund operating cash flow needs by using its line of credit. Due to the events of the default, the Company's ability to access its line of credit is currently limited. If the Company is unable to cure the events of default or receive additional capital from its Lenders or third parties, the Company may not be able to fund its operations and will be forced to seek bankruptcy protection. Whether additional amendments or waivers to the Second A&R Loan and Security Agreement or extensions of the Forbearance Period are obtained is not within the Company's control, and there can be no assurances that its Lenders and Agent will not accelerate the maturity of the debt. If acceleration occurs, the Company does not have sufficient cash to repay the outstanding debt and would likely be forced to seek bankruptcy protection. As a result of these uncertainties, management has concluded that there is substantial doubt about the Company's ability to continue as a going concern. VIVOT EQUIPMENT: Unsecureds to Get $50K per Month for 36 Months --------------------------------------------------------------- Vivot Equipment Corporation and its affiliates filed with the U.S. Bankruptcy Court for the District of Virgin Islands a Combined Disclosure Statement and Plan of Reorganization dated July 10, 2024. Vivot Equipment Corporation ("VEC") was incorporated in 2005 for the purpose of providing customers with equipment rental and operation, trucking and hauling, civil engineering and construction, and industrial support services. All Debtors are affiliated and 100% owned by Jean Patrick Vivot. Mr. Vivot is the sole officer and director of the Debtors. Mr. Vivot acquired his Civil Engineering Degree in 1999 from the University of Virginia and is the second-generation owner of the Vivot Group. Mr. Vivot will retain ownership of the Reorganized Debtors and will receive a salary of $250,000.00 per annum post Confirmation. In 2021, Limetree Bay Services, LLC filed a liquidating Chapter 11 bankruptcy in the Southern District of Texas due to issues arising from Limetree's St. Croix refinery having been shut down by the U.S. Environmental Protection Agency (the "EPA"). At the time of the Limetree bankruptcy, the Vivot Group was owed approximately $14,500,000.00 in receivables due to be paid by Limetree to the Vivot Group (the "Limetree Receivables"). Limetree's liquidating bankruptcy, and Limetree's subsequent failure to pay the Limetree receivables, caused the Vivot Group to endure significant financial and operational strain. Given the Vivot Group's sizable debt facilities, after discussions with the Debtors' secured lenders, it became clear to the Vivot Group that a consensual out-of-court restructuring of its debt would not be feasible. Additionally, the Vivot Group entities were faced with debt associated with claims by local and federal taxing authorities. The Debtors anticipate gross revenues of at least $3.4M per month beginning in August 2024 and continuing each month thereafter. Such amounts are sufficient to satisfy (i) the Plan obligations of the Debtors in the approximate amount of $1M per month, (ii) payroll in the approximate amount of $1M per month, and (iii) variable operating expenses necessary to stay current on outstanding payables and taxes required for the ordinary course operations of the Debtors. The Plan contemplates the reorganization and ongoing business operations of Debtors and the resolution of the outstanding Claims against and interests in Debtors pursuant to sections 1129(b) and 1123 of the Bankruptcy Code. The Plan classifies all Claims against and interests in Debtors into separate Classes. Class 6 shall consist of the Allowed General Unsecured Claims. Beginning on the 1st day of the 25th month following the Effective Date and continuing for the 36 months following such date, Debtors shall pay the General Unsecured Creditors equal monthly pro-rata payments in the total amount of $50,000.00 per month. Holders of Allowed Class 6 General Unsecured Claims shall share in such monthly distribution pro-rata. The allowed unsecured claims total $28,843,058.15. This Class will receive a distribution of $1,800,000.00 of their allowed claims. The holders of Class 6 Claims are Impaired and entitled to vote to accept or reject the Plan. Class 7 shall consist of unsecured claims less than or equal to $100,000.00. Holders of Allowed Class 7 Claims shall be paid 50% of the Allowed Class 7 Claim on the 1st day of the 12th month following the Effective Date. Debtor anticipates payments to unsecured creditors based upon the following Holders of Class 7 Claims. The amount of claim in this Class total $196,580.83. The Claim of any Class 7 Creditor is Impaired by the Plan. The source of funding for the Plan will (i) be the liquidation of certain assets of the Debtors and (ii) the ongoing operations of Axis, VEC, Eleven, VEPR and PSI. Upon confirmation, each Debtor will be charged with administration of its Case. Debtors will be authorized and empowered to take such actions as are required to effectuate the Plan, including the prosecution and enforcement of Causes of Action, except as otherwise provided herein. Debtors will file all post-confirmation reports required by the United States Trustee's office. A full-text copy of the Combined Disclosure Statement and Plan dated July 10, 2024 is available at https://urlcurt.com/u?l=wc9ZUs from PacerMonitor.com at no charge. Proposed Attorneys for the Debtors: Semaj I. Johnson, Esq. The Johnson Law Firm 2111 Company Street, Suite 3 St. Croix, VI 00820 Telephone: (340) 208-9134 Facsimile: (340) 226-5875 Email: semaj@johnsonlawvi.com - and - Cameron M. McCord, Esq. Jones & Walden, LLC 699 Piedmont Ave, NE Atlanta, Georgia 30308 (404) 564-9300 About Vivot Equipment Vivot Equipment Corporation and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.V.I. Case No. 24-10002) on June 10, 2024, with up to $50 million in both assets and liabilities. Judge Mary F. Walrath oversees the cases. Semaj I. Johnson, Esq., at The Johnson Law Firm, serves as the Debtors' counsel. VPR LLC: Seeks to Hire Steve Mayes as Financial Advisor ------------------------------------------------------- VPR, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Virginia to hire Steve Mayes ProActive Consulting, LLC, as its financial advisor. The firm's services include: a. reviewing financial and operational information of the Debtor; b. advising and assisting in the preparation and presentation of information concerning a Chapter 11 plan of reorganization; c. preparing cash flow projections and other financial reports; d. providing necessary financial direction to support the Debtor's implementation of the cash flow projections and budgets; e. assistance with the preparation of Monthly Operating Reports (MORs) to the Office of the United States Trustee; f. if necessary, participating as a witness in hearings before the Bankruptcy Court with respect to matters upon which SMPC has provided advice; and g. rendering any other activities as are approved by the Debtor and its counsel, as appropriate. The firm intends to charge for its services on a flat fee basis at $1,497 per month. Steve Mayes ProActive Consulting is a "disinterested person," as defined in section 101(14) of the Bankruptcy Code and as required by section 327(a) of the Bankruptcy Code, as disclosed in the court filings. The firm can be reached through: Steve Mayes Steve Mayes ProActive Consulting, LLC Midland, VA 22728 Phone: (703) 307-0908 About VPR LLC VPR LLC is a locally owned and operated roofing company specializing in replacing, and installing various types of roofs using Certified and Licensed Labor. Roofing options include but are not limited to, Standing Seam Metal, Shingles, Copper, Synthetic Slate, Natural Slate, Cedar Shakes, Gutter and EPDM/TPO. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No. 24-50315) on June 10, 2024. In the petition signed by Joseph A. Eshelman, manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. David Cox, Esq., at COX LAW GROUP, represents the Debtor as legal counsel. WAGFLO LLC: Files for Chapter 11 Bankruptcy ------------------------------------------- Wagflo LLC filed Chapter 11 protection in the Southern District of Florida. According to court documents, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 8, 2024 at 9:00 a.m. in Room Telephonically. About Wagflo LLC Wagflo LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101 (51B)). Wagflo LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16730) on July 3, 2024. In the petition filed by Sohail Quraeshi, as manager, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Mindy A. Mora oversees the case. The Debtor is represented by: Steven E. Wallace, Esq. STEVEN E. WALLACE, PL 2500 Quantum Lakes Drive, Suite 203 Boynton Beach, FL 33426 Tel: (561) 400-3896 Email: wallacelaw1@me.com WAMU MORTGAGE 2005-AR15: Moody's Cuts Rating on 5 Tranches to Caa1 ------------------------------------------------------------------ Moody's Ratings has downgraded the ratings of five bonds issued by WaMu Mortgage Pass-Through Certificates, Series 2005-AR15. The collateral backing this deal consists of option ARM mortgages. A comprehensive review of all credit ratings for the respective transactions has been conducted during a rating committee. The complete rating actions are as follows: Issuer: WaMu Mortgage Pass-Through Certificates, Series 2005-AR15 Cl. A-1A1, Downgraded to Caa1 (sf); previously on Sep 8, 2023 Downgraded to B1 (sf) Cl. A-1A2, Downgraded to Caa1 (sf); previously on Sep 8, 2023 Downgraded to B2 (sf) Cl. A-1B2, Downgraded to Caa1 (sf); previously on Sep 26, 2018 Upgraded to B2 (sf) Cl. A-1B3, Downgraded to Caa1 (sf); previously on Sep 26, 2018 Upgraded to B2 (sf) Cl. A-1B4, Downgraded to Caa1 (sf); previously on Sep 26, 2018 Upgraded to B2 (sf) RATINGS RATIONALE The rating actions reflect the recent performance as well as Moody's updated loss expectations on the underlying pools. The rating downgrades are due to a decline in credit enhancement available to the bonds. In addition, certain bonds in this review are currently impaired or expected to become impaired. Moody's ratings on those bonds reflect any losses to date as well as Moody's expected future loss. No actions were taken on the other rated classes in this deal because their expected losses remain commensurate with their current ratings, after taking into account the updated performance information, structural features, credit enhancement and other qualitative consideration. This includes the non-credit nature of zero payments to interest-only component of a bond. Principal Methodologies The principal methodology used in these ratings was "US RMBS Surveillance Methodology" published in July 2022. Factors that would lead to an upgrade or downgrade of the ratings: Up Levels of credit protection that are higher than necessary to protect investors against current expectations of loss could drive the ratings of the subordinate bonds up. Losses could decline from Moody's original expectations as a result of a lower number of obligor defaults or appreciation in the value of the mortgaged property securing an obligor's promise of payment. Transaction performance also depends greatly on the US macro economy and housing market. Down Levels of credit protection that are insufficient to protect investors against current expectations of loss could drive the ratings down. Losses could rise above Moody's expectations as a result of a higher number of obligor defaults or deterioration in the value of the mortgaged property securing an obligor's promise of payment. Transaction performance also depends greatly on the US macro economy and housing market. Other reasons for worse-than-expected performance include poor servicing, error on the part of transaction parties, inadequate transaction governance and fraud. Finally, performance of RMBS continues to remain highly dependent on servicer procedures. Any change resulting from servicing transfers or other policy or regulatory change can impact the performance of these transactions. In addition, improvements in reporting formats and data availability across deals and trustees may provide better insight into certain performance metrics such as the level of collateral modifications. WEST HARWICH: Seeks to Hire Peter M. Daigle as Bankruptcy Counsel ----------------------------------------------------------------- West Harwich Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ The Law Office of Peter M. Daigle as its legal counsel. The firm's services include: (a) assist and advise the Debtor relative to the administration of this proceeding; (b) represent the Debtor before the Bankruptcy Court and advise it on all pending litigations, hearings, motions, and of the decisions of the Bankruptcy Court; (c) review and analyze all applications, orders, and motions filed with the Bankruptcy Court by third parties in this proceeding and advise the Debtor thereon; (d) attend all meetings conducted pursuant to section 341(a) of the Bankruptcy Code and represent the Debtor at all examinations; (e) communicate with creditors and all other parties in interest; (f) assist the Debtor in preparing all necessary applications, motions, orders, supporting positions taken by the Debtor, and prepare witnesses and review documents in this regard; (g) confer with all other professionals; (h) assist the Debtor in its negotiations with creditors or third parties concerning the terms of any proposed plan of reorganization; (i) prepare, draft and prosecute the plan of reorganization and disclosure statement; and (j) assist the Debtor in performing such other services as may be in its interest and the Estate and performing all other legal services required. The firm will be paid at these hourly rates: Senior Attorneys $450 Associate Attorneys $325 In addition, the firm will seek reimbursement for expenses incurred. Peter Daigle, Esq., an attorney at The Law Office of Peter M. Daigle, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Peter M. Daigle, Esq. The Law Office of Peter M. Daigle 1550 Falmouth Road, Suite 10 Centerville, MA 02632 Telephone: (508) 771-7444 Facsimile: (508) 771-8286 Email: pmdaigleesq@yahoo.com About West Harwich Holdings West Harwich Holdings, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-11294) on July 1, 2024. The Law Office of Peter M. Daigle represents the Debtor as counsel. WFPAO HOLDINGS: Hits Chapter 11 Bankruptcy in Florida ----------------------------------------------------- WFPAO Holdings LLC filed Chapter 11 protection in the Southern District of Florida. According to court documents, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 6, 2024 at 9:00 a.m. in Room Telephonically. About WFPAO Holdings WFPAO Holdings LLC is a limited liability company. WFPAO Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-16825) on July 8, 2024. In the petition filed by John Aaron, as owner, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Scott M. Grossman The Debtor is represented by: Chad Van Horn, Esq. VAN HORN LAW GROUP, P.A. 500 NE 4th Street, Suite 200 Fort Lauderdale, FL 33301 Tel: (954) 765-3166 Email: chad@cvhlawgroup.com WILSONART LLC: Moody's Rates New Senior Unsecured Notes 'Caa2' -------------------------------------------------------------- Moody's Ratings assigned a Caa2 rating to Wilsonart LLC's proposed senior unsecured notes. Wilsonart's existing ratings, including its B3 corporate family rating, B3-PD probability of default rating, and B2 ratings on the senior secured bank credit facilities, including a revolving credit facility and term loan, remain unchanged. The outlook is stable. Proceeds from the transaction will be used, in conjunction with the recently launched bank credit facility, to purchase Illinois Tool Works' ownership stake in Wilsonart and to refinance existing debt. Following close of the transaction, the company will be majority owned by CD&R with minority stake owned by management. "The Caa2 rating on the new senior unsecured notes reflects their subordinated position in the capital structure relative to the senior secured bank credit facility, consisting of the revolver and term loan," said Nirali Patel, Moody's Ratings Assistant Vice President – Analyst. Governance considerations were material to this rating action, including concentration of ownership and aggressive financial policies. Improvement in free cash flow as a result of the elimination of the preferred dividend payout will be partially offset by incremental interest burden due to increased total debt levels. Additionally, the transaction represents concentration of ownership to CD&R. RATINGS RATIONALE Wilsonart's B3 CFR reflects its high pro forma leverage of 7.1x and its weak interest coverage of 1.3x EBITA/interest expense following the proposed transaction. The company has been somewhat active with acquisitions, which can present integration risks. Moody's also take into account Wilsonart's exposure to the cyclicality of the residential and commercial end markets. Finally, the company is exposed to volatility in foreign exchange fluctuations from international markets that compose about twenty-five percent of total revenue. The rating is counterbalanced by Wilsonart's market position as a leading manufacturer and distributor of decorative engineered surfaces for commercial and residential end markets, broad geographic footprint across North America and EMEA, and improving profitability through declining input costs and further cost reduction initiatives. The rating also benefits from the company's diversification of product offering and customer base. Moody's expect Wilsonart to maintain good liquidity over the next 12 to 18 months, despite breakeven to negative free cash flow in 2024 due to flattish growth, incremental interest burden, and its preferred dividend payout up to the proposed transaction. The company will have $28 million of cash on the balance sheet as of June 30, 2024, pro forma for the proposed transaction. External liquidity is supported by a new revolving credit facility expiring in 2029. The stable outlook reflects Moody's expectation of positive free cash flow generation in 2025 despite increased interest burden as CD&R's preferred equity investment will convert to common equity and the preferred dividend payout will cease. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Moody's could upgrade the ratings if the company maintains adjusted debt/EBITDA below 6.0x and adjusted EBITA/interest expense above 2.0x. Moody's could also upgrade the ratings if the company preserves its good liquidity and further improves its profitability. Moody's could downgrade the ratings if adjusted debt/EBITDA remains above 7.0x and adjusted EBITA/interest expense remains near 1.0x. A deterioration in liquidity including negative free cash flow, an aggressive acquisition with additional debt or significant shareholder return activity could result in downward ratings pressure. The principal methodology used in this rating was Manufacturing published in September 2021. Wilsonart LLC, headquartered in Austin, Texas, is a manufacturer and distributor of decorative engineered surfaces for commercial and residential markets. The company's product offerings include high pressure laminates, solid surfaces, quartz, adhesives, and worktops designed for construction and repair and remodeling. Revenue for the twelve months ended March 31, 2024 was approximately $1.4 billion. WISCONSIN & MILWAUKEE: Seeks to Extend Plan Exclusivity to Dec. 9 ----------------------------------------------------------------- Wisconsin & Milwaukee Hotel LLC, asked the U.S. Court for the Eastern District of Wisconsin to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to December 9, 2024 and February 7, 2025, respectively. The Debtor owns and operates the Milwaukee Marriott Downtown, a 205-room full service, high-end hotel located at 625 N. Milwaukee Street, Milwaukee (the "Hotel"). Since the Petition Date, the Debtor has been engaged on a nearly daily basis with activities necessary to stabilize and regularize its business operations at the Hotel in chapter 11, in order to preserve the value of the Debtor's estate for the benefit of its stakeholders, and to meet various obligations to respond to (a) requests from its Lenders and (b) motions, including obligations to provide document production and information. The Debtor explains that the most significant chapter 11 plan issue in this case is likely to be the treatment of the claims of the Debtor's Lenders Computershare Trust Company, N.A. ("Computershare") and Wisconsin & Milwaukee Hotel Fund LLC ("W&M Funding") (the "Lenders"). For that reason, in an effort to determine if the Lenders' claims treatment could be resolved consensually, and relatedly with time to permit the preparation of a plan and disclosure statement during the First Plan Exclusivity Period, the Debtor in early May sought to engage the Lenders in settlement discussions of their claims treatment. However, the Lenders determined that before any such negotiations could take place, they would procure and obtain an appraisal of the Hotel. The Debtor submits that the discovery disputes have not been the cause of any material delay in the completion of the Lenders' appraisal (nor a reason for this Motion). Even in the absence of such disputes, with the on-site visit having been conducted on July 12, and additional discovery sought on July 17, it is not likely that the appraisal and ensuing negotiations could have been completed in time to permit the drafting of a plan and disclosure statement by the end of the First Plan Exclusivity Period on August 7. The Debtor claims that the preparation of a plan and disclosure statement also depends significantly on the nature and amounts of other claims asserted against the Debtor, and the related determinations whether objections should be made to any such claims, or whether any should be estimated or otherwise allowed. In order to put the Debtor in a position to make these decisions, and to prepare and propose a plan and disclosure statement before the end of the First Plan Exclusivity Period, the Debtor moved for and obtained a Court order setting a June 21, 2024 bar date for the filing of proofs of claim. The Debtor states that eighteen proofs of claims were filed by creditors ranging from $1,000 to over $48 million. Some claims filed were not anticipated in the Debtor's schedules, and some were significantly higher than expected by the Debtor. For these reasons, the Debtor needs additional time to assess the claims, and determine whether to file objections or motions to estimate, and to prepare, file and prosecute such objections or motions. In some cases, unless reduced or disallowed, the claims could be material to the determination of appropriate plan treatment and distributions, and therefore need to be addressed in some manner prior to or in conjunction with the proposal of a plan. The Debtor asserts that it necessarily needs to and will shortly engage White Lodging in discussions of the terms of the Management Agreement, and whether any such terms can be modified by agreement. The Debtor further asserts that it needs with its financial advisor to conduct a cost/benefit analysis of the economic impacts of assumption of that management agreement versus rejection and incurrence of potentially substantial damage claims, whether those claims can be sustained or reduced, and how such damages may impact the Debtor's proposed plan. Wisconsin & Milwaukee Hotel LLC is represented by: RICHMAN & RICHMAN LLC Michael P. Richman, Esq. Claire Ann Richman, Esq. Eliza M. Reyes, Esq. 122 West Washington Avenue, Suite 850 Madison, WI 53703 Tel: (608) 630-8990 Fax: (608) 630-8991 Email: mrichman@RandR.law crichman@RandR.law ereyes@RandR.law About Wisconsin & Milwaukee Hotel LLC Wisconsin & Milwaukee Hotel LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wisc. Case No. 24-21743) on April 9, 2024. In the petition signed by Mark Flaherty, as manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge G. Michael Halfenger oversees the case. Michael P. Richman, Esq., at RICHMAN & RICHMAN LLC, is the Debtor's legal counsel. WOODBRIDGE PARTNERS: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------------- The U.S. Trustee for Region 6 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Woodbridge Partners, LP and its affiliates. The committee members are: 1. Ball Horticulture c/o Alene Mangino 622 Town Road West Chicago, IL 60185 (630) 206-3768 amangino@ballhort.com 2. BWI Companies, Inc. c/o Landon Forbes 1355 North Kings Highway Nash, TX 75569 (903) 334-0302 Landon.Forbes@BWIcompanies.com 3. NETS Trailer Leasing of Texas, LLC c/o Richard Place 6767 Longshore Street, 2nd Floor Dublin, OH 43017 (614) 698-2418 Richard.place@starleasing.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Woodbridge Partners Woodbridge Partners, LP is engaged in activities related to real estate. Woodbridge Partners and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 24-41520) on May 1, 2024. At the time of the filing, Woodbridge Partners reported $10 million to $50 million in both assets and liabilities. Judge Edward L. Morris oversees the cases. The Debtors tapped Kelly Hart & Hartman, LLP and Lain Faulkner & Co., P.C. as legal counsel and financial advisor, respectively. YAK TIMBER: Court Stays AgWest Loan Case v. Parent Company ---------------------------------------------------------- The Honorable John C. Coughenour of the United States District Court for the Western District of Washington granted the request of Yak-Tat Kwaan Incorporated and AgWest Farm Credit, PCA to stay the case between the parties relating to several loans AgWest made to YTK's subsidiary, Yak Timber, Inc., pending the expiration of a forbearance period. On March 31, 2023, AgWest initiated this action against YTK, claiming that YTK is liable for the loans under a guaranty agreement. In connection with Yak Timber's Bankruptcy Proceeding, AgWest, the Debtor, and YTK entered an Agreement and Term Sheet under which a motion filed by AgWest in the Alaska Bankruptcy Proceeding was resolved. By order dated October 6, 2023, the District of Alaska Bankruptcy Court approved the Agreement. In connection with the Agreement, AgWest and YTK agreed that this action, including all discovery, should be stayed pending a mediation that, at the time, was anticipated to occur in January 2024. AgWest and YTK sought the Court's approval of such a stay in October of 2023, which this Court granted. In January of 2024, AgWest and YTK began negotiating a forbearance agreement that involved, among other things, AgWest's sale of certain property owned by YTK, the proceeds of which would reduce YTK's alleged liability in this action. Shortly thereafter, consistent with the Agreement, a Chapter 11 Plan of Reorganization was confirmed by the bankruptcy court in the Alaska Bankruptcy Proceeding on April 7, 2024. AgWest and YTK executed the Forbearance Agreement in May of 2024. The parties have been proceeding under the Plan since that time. Pursuant to the Forbearance Agreement, AgWest and YTK stipulate that this matter should be stayed until 45 days after AgWest's sale of assets and provision of a true and accurate accounting of all sales revenues and certain costs and expenses. By this stipulation and proposed order, AgWest and YTK seek the Court's approval of that stay. A copy of the Court's decision dated July 19, 2024, is available at https://urlcurt.com/u?l=ckvFCc Attorneys for Plaintiff AgWest Farm Credit, PCA: Binah B. Yeung, Esq. John R. Rizzardi, Esq. CAIRNCROSS & HEMPELMANN, P.S. 524 Second Avenue, Suite 500 Seattle, WA 98104-2323 Tel: (206) 587-0700 Fax: (206) 587-2308 E-mail: byeung@cairncross.com jrizzardi@cairncross.com Attorneys for Defendant Yak-Tat Kwaan, Inc.: Jeremy E. Roller, Esq. ARETE LAW GROUP PLLC 1218 Third Avenue, Suite 2100 Seattle, WA 98101 Tel: (206) 428-3250 Fax: (206) 428-3251 E-mail: jroller@aretelaw.com About Yak Timber Yak Timber Inc., a timber company in Yakutat, Alaska, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Alaska Case No. 23-00080) on May 11, 2023. In the petition signed by its chief executive officer, Marvin Adams, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Gary Spraker oversees the case. Terry P. Draeger, Esq., at Beaty & Draeger, Ltd., is the Debtor's legal counsel. YELLOW CORP: Court Rejects Bid for $137M Teamsters Fight Redo ------------------------------------------------------------- Emily Brill of Law360 reports that a Kansas federal judge held firm Monday, July 15, 2024, on her decision to throw out Yellow Corp.'s $137 million lawsuit against the Teamsters, in which the trucking company accused the union of driving it into bankruptcy by fighting a necessary corporate restructuring. About Yellow Corporation Yellow Corporation -- http://www.myyellow.com/-- operates logistics and less-than-truckload (LTL) networks in North America, providing customers with regional, national, and international shipping services throughout. Yellow's principal office is in Nashville, Tenn., and is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company Yellow Logistics. Yellow Corporation and 23 affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corporation had $2,152,200,000 in total assets against $2,588,800,000 in total liabilities. The petitions were signed by Matthew A. Doheny as chief restructuring officer. The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel; Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel; Kasowitz, Benson and Torres, LLP as special litigation counsel; Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as investment banker; and Alvarez and Marsal as financial advisor. Epiq Bankruptcy Solutions is the claims and noticing agent. Milbank LLP serves as counsel to certain investment funds and accounts managed by affiliates of Apollo Capital Management, L.P. while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve as counsels to Beal Bank USA and the U.S. Department of the Treasury, respectively. On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer & Feld, LLP and Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller Buckfire as investment banker; and Huron Consulting Services, LLC, as financial advisor. ZACHRY HOLDINGS: Court Approves Settlement With Golden Pass LNG --------------------------------------------------------------- Zachry Holdings, Inc. announced that the U.S. Bankruptcy Court for the Southern District of Texas has approved its settlement agreement with Golden Pass LNG Terminal LLC and joint venture partners CB&I LLC and Chiyoda International Corporation. The comprehensive settlement agreement fully resolves all financial and legal disputes among the parties related to the Golden Pass export terminal project in Sabine Pass, Texas. The settlement allows Golden Pass to resume construction on an expedited basis while Zachry will exit the project in an efficient and cooperative manner. The settlement, which has been approved by the Court on an interim basis, creates a path for ZHI to complete its Court-supervised restructuring process on an expedited basis. John B. Zachry, Chairman and CEO of ZHI said, "We'd like to thank our employees, customers, and suppliers for their incredible support. The settlement resolves all of the issues we set out to address regarding the Golden Pass LNG project when we initiated our restructuring process earlier this year. This important milestone paves the way for us to move forward as a stronger company, better positioned for long-term growth and success. Zachry has a 100-year record of serving customers and helping them build, maintain and turnaround their critical facilities, and this commitment has never wavered. As we turn our focus to completing and exiting from our Court-supervised process this fall, we continue to operate all other projects without interruption at the highest safety and quality standards." About Zachry Holdings Zachry Holdings, Inc., is the engineering, construction, maintenance, turnaround and fabrication services offshoot of the storied family-owned business that began as H.B. Zachry Company one hundred years ago. The other offshoot, Zachry Construction, has operated separately from Zachry Industrial since the two businesses branched off from their common roots in 2008. The Zachry Group provides engineering and construction services to clients in the energy, chemicals, power, manufacturing, and industrial sectors across North America. None of the entities affiliated with Zachry Construction are Debtors in the chapter 11 cases. Zachry Holdings and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90377) on May 21, 2024, with $1 billion to $10 billion in assets and liabilities. James R. Old, general counsel, signed the petitions. Judge Marvin Isgur presides over the case. The Debtors tapped White & Case LLP as general bankruptcy counsel; Susman Godfrey L.L.P. and Hicks Thomas, LLP as special litigation counsel; and Kurtzman Carson Consultants as notice & claims agent. ZAGACITY TECH: Seeks to Extend Plan Exclusivity to October 27 ------------------------------------------------------------- Zagacity Tech LLC asked the U.S. Bankruptcy Court for the District of Puerto Rico to extend its exclusivity period to file a chapter 11 plan of reorganization and disclosure statement to October 27, 2024. The Debtor explains that it has concentrated its efforts on expanding its business operations and margins by aiming to purchase its products directly from the manufacturer. In order to achieve this, the Debtor is working with its financial advisor in the process of obtaining post-petition financing. Moreover, the Debtor is in the process of gathering the necessary information to file an action against a supplier who sold defective products to Debtor which forced the Debtor to provide warranty to such defective products resulting in significant losses which forced the filing of the captioned case. The Debtor will engage into settlement negotiations before filing any action before a court of competent jurisdiction. The Debtor claims that it is engaged in continuing the delineation of its reorganization strategy and identifying the treatment for the creditors to be included in the plan as well as looking for alternative scenarios to fund the plan. The Debtor asserts that an extension of the Exclusivity Period will be beneficial to its creditors and any party in interest because it will allow sufficient time for Debtor to implement new strategies to strengthen the feasibility of its operation. During this extended period, Debtor will have a complete picture to enable the formulation of a viable plan of reorganization and prepare and identify the information required to adequately inform the creditors in the Disclosure Statement to be filed. The Debtor certifies that the instant request is made in good faith and that sufficient cause is demonstrated by the need to continue negotiations with its creditors, reconcile all timely filed claims, file the necessary objections, and reach a consensus under the plan, and Debtor will be in position to file a Disclosure Statement and a confirmable plan on or before the expiration of the requested extension. Zagacity Tech, LLC, is represented by: Javier Vilarino, Esq. Vilarino & Associates, LLC P.O. Box 9022515 San Juan, PR 00902-2515 Telephone: (787) 565-9894 Email: jvilarino@vilarinolaw.com About Zagacity Tech Zagacity Tech LLC distributes and sells technological products, home appliances, audio and TV, in the home and commercial lines. Zagacity Tech LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 23-03787) on November 17, 2023. The petition was signed by Nestor G. Cardona as president. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. The Debtor tapped Javier Vilarino, Esq., at Vilarino & Associates LLC as counsel and Albert Tamarez Vasquez, CPA, at Tamarez CPA, LLC as accountant. ZENITHEN HOLDINGS CORP: Starts Subchapter V Bankruptcy Process -------------------------------------------------------------- Zenithen Holdings Corp. filed Chapter 11 protection in the Eastern District of Washington. According to court documents, the Debtor reports $2,890,959 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 2, 2024 at 9:00 a.m. via 341 Spokane-Richland ATT Telephone Line 1-877-953-9294 Access Code 4822893. About Zenithen Holdings Zenithen Holdings Corp. is a merchant wholesaler of furniture and home furnishing. Zenithen Holdings Corp. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wash. Case No. 24-01077) on July 3, 2024. In the petition filed by Justin Langdon, as president, the Debtor reports total assets of $1,091,452 and total liabilities of $2,890,959. The Honorable Bankruptcy Judge Frederick P. Corbit oversees the case. The Debtor is represented by: Dan O'Rourke, Esq. SOUTHWELL & O'ROURKE, P.S. 421 W. Riverside Avenue Suite 960 Spokane, WA 99201 Tel: 509-624-0159 Fax: 509-624-9231 Email: dorourke@southwellorourke.com ZEUUS INC: Auditor Admits Procedural Mistake in 2023 Audit Report ----------------------------------------------------------------- ZEUUS Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on July 21, 2024, Fruci & Associates II, PLLC, the independent registered public accounting firm of the Company, notified the Company that: (i) without the Company's knowledge, Fruci issued an audit report relating to the audit for the Company's fiscal year ended Sept. 30, 2023, as filed in the Company's Annual Report on Form 10-K for the fiscal year ended Sept. 30, 2023 before all of Fruci's necessary audit procedures were performed; and (ii) accordingly, Fruci's audit opinion for the 2023 Audit should no longer be relied upon. Fruci's audit procedures relating to the 2023 Audit are ongoing. As a result, the Company will file with the SEC an amendment to the 2023 10-K as soon as practicable. As of July 25, 2024, however, neither the Company's management nor Fruci has determined whether this issue will have a material impact, or any impact, on the financial statements included in the 2023 10-K. About Zeuus, Inc. Zeuus, Inc. is a data centric company with business activities focused three main areas: ZEUUS Data Centers, ZEUUS Energy, and ZEUUS Cyber Security. All three divisions work synergistically with each other in an synergetic ecosystem which enables growth and business protection. These technologies and divisions all stem from the massive requirements in the Company's Data Centers. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2023, issued a "going concern" qualification in its report dated Jan. 16, 2024, citing that the Company has an accumulated deficit, net losses, and negative cash flows from operations. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. [*] RJLF Promotes David King and Connor S. Houghton to Partner -------------------------------------------------------------- Reichman Jorgensen Lehman & Feldberg LLP (RJLF), an elite majority women-owned trial boutique, has announced that trial attorneys David King and Connor S. Houghton have been promoted to partner, effective July 1, 2024, based in the firm's Washington, D.C. office. "David's success in commercial litigation and Connor's track record in IP speak volumes about what they bring to the table for our team," shared Christine Lehman, Managing Partner of RJLF's D.C. office. "These promotions really emphasize how important it is for us to support and grow our talent. We're excited about the outlook they'll bring to their roles, benefiting our clients along the way." David King is a trial and appellate lawyer with a decade of complex commercial litigation experience, ranging from consumer protection and bankruptcy litigation to antitrust issues, trade secret disputes, breach of contract, and white collar litigation. King's practice has included substantive briefing in federal district and appellate courts and his versatility spans the financial, manufacturing, technology, and food and beverage sectors. Notably, he played a key role in securing a full acquittal in a high-profile federal criminal and antitrust trial by the Department of Justice, involving price-fixing in the $28 billion broiler chicken industry. Global Competition Review named this win "Behavioural Matter of the Year 2023 (Americas)." Before joining the firm, King was an attorney with the Consumer Financial Protection Bureau. He began his legal career as a law clerk to Judge David S. Tatel on the D.C. Circuit. He obtained his J.D. with Highest Honors from the University of Chicago Law School and graduated summa cum laude from the University of Dayton with a B.S. in Biochemistry. Prior to attending law school, King was a Peace Corps volunteer in Mozambique for two years. Connor S. Houghton is a skilled trial and intellectual property attorney with extensive experience spanning diverse technologies. Houghton litigates across federal district and appellate courts, the International Trade Commission (ITC), and the United States Patent and Trademark Office. Named a Top 100 Verdict of 2023 by Law.com's VerdictSearch, he helped secure an $84 million willful patent infringement verdict on behalf of Cirba, following a five-day jury trial in the District of Delaware. After only two hours of deliberation, the jurors found VMware willfully infringed Cirba's patent that covers cutting-edge virtualization technology. Houghton also secured a crucial patent victory for Corning Optical Communications in the ITC, resulting in a General Exclusion Order against infringing products, effectively barring them from the U.S. for the patents' duration. Houghton earned his J.D. with honors from Harvard Law School, and he graduated summa cum laude from Northeastern University with a B.S. in Chemistry. About Reichman Jorgensen Lehman & Feldberg LLP Reichman Jorgensen Lehman & Feldberg LLP (RJLF) is an elite national trial firm that handles high-stakes commercial, intellectual property, and white collar disputes. The firm is majority women-owned, reinventing the practice of law without the billable hour in favor of fee arrangements that align client interests. RJLF's attorneys are diverse, exceptionally credentialed, and passionate about trial advocacy. From offices in Silicon Valley, New York, Washington, D.C., Austin, and Atlanta, the firm tries cases and argues appeals throughout the country. For more information, visit www.reichmanjorgensen.com. [*] Three Public Companies With Bankruptcy Risks ------------------------------------------------ Nikolaos Sismanis of Investor Place reports that as the stock market hits new highs in July 2024, investors are riding a wave of optimism, closely tracking climbing indexes. Yet, beneath this bullish surface, some publicly traded companies are becoming bankruptcy risk stocks as they're grappling with the stark reality of financial distress. Of course, investing in stocks of companies that have filed for bankruptcy carries notable risks. While there are scenarios where strategic asset sales or restructuring might present short-term gains, such investments are often perilous. The likelihood of losing the entire investment is high, as bankruptcy proceedings can leave shareholders with nothing. Three publicly traded companies have become bankruptcy risk stocks. Whether these companies failed to adapt to changing times, leading to deteriorating financials, or were crippled by unsustainable debt loads exacerbated by rising interest rates, their investment cases have gone down the drain. Although these stocks might still have some residual value at their current levels, they are best avoided due to the substantial bankruptcy risks involved. * Chicken Soup for the Soul Entertainment (CSSE) Chicken Soup for the Soul Entertainment (NASDAQ:CSSE) operated a diversified entertainment business model, producing, acquiring, and distributing video content via its own streaming platforms and syndication deals. The company leveraged its well-known brand to create inspirational and family-friendly content, aiming to carve a niche in the crowded streaming market. However, Chicken Soup's strategy faced considerable challenges, leading to its eventual bankruptcy. The company sustained unsustainable losses due to high operational costs and intense competition from major streaming giants. To cover these losses and fund its growth, the company engaged in massively dilutive stock issuances, which deteriorated shareholder value. Its share count leaped from 11.5 million in 2017 to over 32 million at the end of Q1. Chicken Soup accumulated a massive debt position, standing at $579.3 million at the end of Q1, primarily from expansions and acquisitions. This debt became increasingly burdensome as rising interest rates exacerbated the interest expense, further weakening the company's financial health. After failing to pay its employees, Chicken Soup filed for bankruptcy just over a week ago. * eFFECTOR Therapeutics (EFTR) eFFECTOR Therapeutics (NASDAQ:EFTR) was a biotechnology company focused on the development of novel therapies for cancer patients by targeting the process of protein translation. Their innovative approach aimed to disrupt cancer cell growth and proliferation, positioned eFFECTOR as a potential leader in oncology therapeutics. Despite its somewhat promising scientific foundation, including innovative approaches to disrupt cancer cell growth, the company faced insurmountable challenges that ultimately led to its downfall. In April 2024, eFFECTOR Therapeutics announced its decision to halt the development of Tomivosertib for treating frontline non-small cell lung cancer. This hard decision came after disappointing results from a mid-stage trial, where the therapy failed to meet its endpoints. This setback affected eFFECTOR's pipeline hugely, as Tomivosertib was a key candidate in its portfolio. Ultimately, no bullish reason to keep eFFECTOR’s investment case promising remained, leading to the downfall of its stock price. With expenses continuing to pile up, bankruptcy was inevitable. * Delta Apparel (DLAPQ) The final company on my list of bankruptcy risk stocks is Delta Apparel (OTCMKTS:DLAPQ). A small-cap stock even before its financial distress set in, Delta Apparel was known for manufacturing and selling a wide range of activewear, lifestyle, and outdoor apparel via various brands and distribution channels. Some of its largest customers included Walmart (NYSE:WMT), Target (NYSE:TGT), Nike (NYSE:NIKE). Despite its established presence in the industry, the company struggled with declining profitability due to intense competition and shifting consumer preferences. As a result, Delta Apparel's revenue growth stagnated, putting pressure on its margins and, hence, bottom line. Compounding these issues was Delta Apparel's substantial debt position relative to its size, which peaked at $252.2 million last year. The company went into a rising interest rate environment when servicing this debt became increasingly expensive. Also, instead of deleveraging, Delta Apparel had previously engaged in share repurchases, which further strained its financial flexibility and ability to manage its debt effectively. At $0.07, Delta stock is best avoided despite any potential fluctuations in its favor, as it faces delisting. [*] US Corporate Bankruptcies Rose Above 2020 Pandemic-Era Peak --------------------------------------------------------------- Jason Ma of Fortune reports that the number of U.S. companies that filed for bankruptcy last month topped the highs seen during the early stages of the pandemic in 2020, when the economy was reeling from lockdowns. A report Monday, July 15, 2024, from S&P Global Market Intelligence said June saw 75 filings, up from 62 in May 2024 and above the pandemic-era peak of 74 in July 2020. The year-to-date total of 356 bankruptcy filings also tops the same period in 2020 and is higher than any comparable figure in the last 13 years. "High interest rates, supply chain issues and slowing consumer spending continue to weigh on struggling companies," S&P Global said. That comes as 2023 was already the worst year for corporate bankruptcies since the Great Financial Crisis, and 2024 is on pace to exceed last year's, 2024, total. It's another sign of the toll that the Federal Reserve's aggressive rate-hiking campaign is having on the economy, and even Chairman Jerome Powell has noted the labor market is increasingly showing signs of cooling. Among the notable companies that entered bankruptcy proceedings is electric vehicle maker Fisker, which filed on June 17. S&P noted that Fisker executives said in February that 2023 sales were hit by supplier delays, rising interest rates, and a shortage of skilled labor. Another filing last month was Chicken Soup for the Soul Entertainment, the owner of Redbox DVD kiosks. It initially filed for Chapter 11 protection in June 28, allowing it to keep operating while it worked on a plan to repay creditors. But a week later, the company shifted to Chapter 7 bankruptcy, meaning it will shut down and liquidate its business. Meanwhile, thousands of other companies are barely holding on. An Associated Press analysis last month found the number of publicly traded "zombie" companies has soared to nearly 7,000 worldwide, with 2,000 in the U.S. alone, after accumulating cheap debt then getting slammed by a spike in borrowing costs as rates rose to fight high inflation. The surge in bankruptcy filings comes as more people on Wall Street are sounding alarms about the economy. In a note last week, Citi Research pointed to the Institute for Supply Management's service-sector gauge, which abruptly reversed into negative territory, and the monthly jobs report, which showed unemployment rising to 4.1%. That has raised the risk that the economy is headed for a sharper slowdown, leading Citi to predict the Fed will trim rates by 25 basis points eight times, starting in September and extending to July 2025. Citi also highlighted the "Sahm Rule" recession indicator and said it could be triggered in August if unemployment continues to rise at its current pace. The creator of the rule, Claudia Sahm, was an economist at the Federal Reserve and is now chief economist at New Century Advisors. Last month, she told CNBC that the Fed risks sending the economy into a recession by continuing to hold off on rate cuts. "My baseline is not recession," Sahm said. "But it's a real risk, and I do not understand why the Fed is pushing that risk. I'm not sure what they're waiting for." [] Types of Businesses That Drive U.S. Corporate Bankruptcies Surge ------------------------------------------------------------------- CNN Newsource reports that small and mid-sized businesses are struggling to survive. Many have already gone under water this year, 2024. There were 346 companies that filed to either liquidate or re-organize through bankruptcy in the first six months of 2024, the highest half-year level since 2010 when 467 filed, according to data from S&P Global Market Intelligence. Just last month, 75 companies filed for bankruptcy, which was the biggest monthly total since early 2020. The majority of businesses that have gone belly up are considered "consumer discretionary," a broad category of firms that sell goods or services that people don't need every day, such as restaurants, clothing stores and car dealerships. Most of the businesses are also considered small or mid-sized, economists and investors tell CNN. Interest rates are at their highest level in nearly a quarter century, which is squeezing not just for consumers, but also businesses that rely heavily on borrowing to purchase equipment, replenish inventory, meet payroll and/or expand operations, to name a few key reasons. Access to credit is especially crucial for small, private businesses that aren’t able raise money through financial markets. It's also gotten harder for them to even take out a business loan to begin with these days. A recent Federal Reserve Bank of Kansas City survey of 170 small businesses showed that "credit standards tightened for the tenth consecutive quarter and credit quality decreased." "Small companies are more at risk and more sensitive to higher borrowing costs," Matt Rowe, head of portfolio management and cross asset strategies at Nomura Capital Management, told CNN. "The increase in implied and actual defaults that the S&P report is referencing is largely coming from the smaller cap part of the world." Consumer demand has also been underwhelming so far this summer, according to the Institute for Supply Management's latest survey of businesses that sell any kind of service. The latest spending data and comments from retailers in recent months have also demonstrated that US consumers aren't splurging this summer, unlike last year, 2023, and are instead spending more cautiously. That's troubling because the summertime is a crucial season for many kinds of service-providing businesses. Last month, an arcade and a hotel management company filed for bankruptcy, according to the S&P Global report, also citing "supply-chain issues" as another possible reason behind the run-up in business bankruptcies. But this might not be an omen for future economic pain, it could just be an unwinding of pandemic-related distortions in the economy. "This is probably more a story of normalization than anything," Josh Jamner, investment strategy analyst at ClearBridge Investments, told CNN. "There were a number of programs out there to support small businesses during the depths of the pandemic, and there were relatively fewer filings than usual in 2021 and 2022." Rising corporate bankruptcies could just reflect a lot of churn occurring in Corporate America, Jamner said. New business applications took off in 2020 and have remained elevated ever since, he said. Last year, there were a record 5.5 million applications to start a new business, though that pace has slowed so far in 2024, according to government statistics. "As businesses are closing, we're still also seeing plenty of new ones being formed," he added. The Federal Reserve has kept interest rates at a 23-year high for about a year now in a bid to stamp out inflation. In good news for borrowers, inflation resumed a downward trend in the spring after stalling early this year, 2024, which is widening the path for the Fed to finally begin lowering borrowing costs sometime this year. Fed officials expect to cut interest rates at least once this year, which wouldn’t provide huge immediate relief, but it would still be significant. "Starting to cut rates is just as important for businesses and consumers as how much rates will ultimately be cut because it is setting in motion rate cuts, which is a good thing," Reena Aggarwal, director of the Georgetown University Psaros Center for Financial Markets and Policy, told CNN. "There's an important psychological impact of that because businesses won’t have to worry about rates going up." Small-cap stocks gained ground last week after the latest Consumer Price Index came in weaker than expected, bolstering rate-cut prospects. [^] BOND PRICING: For the Week from July 22 to 26, 2024 ------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- 2U Inc TWOU 2.250 45.000 5/1/2025 99 Cents Only Stores LLC NDN 7.500 5.000 1/15/2026 99 Cents Only Stores LLC NDN 7.500 4.958 1/15/2026 99 Cents Only Stores LLC NDN 7.500 4.958 1/15/2026 Acorda Therapeutics Inc ACOR 6.000 56.500 12/1/2024 Air Products and Chemicals APD 3.350 99.942 7/31/2024 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 40.897 2/15/2028 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 41.247 2/15/2028 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 40.999 2/15/2028 Alteryx Inc AYX 0.500 99.474 8/1/2024 Amyris Inc AMRS 1.500 1.622 11/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 0.750 8/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 0.750 8/15/2026 Anagram Holdings LLC/Anagram International Inc AIIAHL 10.000 0.750 8/15/2026 At Home Group Inc HOME 7.125 28.095 7/15/2029 At Home Group Inc HOME 7.125 28.095 7/15/2029 Audacy Capital Corp CBSR 6.750 4.125 3/31/2029 Audacy Capital Corp CBSR 6.500 4.500 5/1/2027 Audacy Capital Corp CBSR 6.750 4.007 3/31/2029 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bank of America Corp BAC 7.000 95.214 9/20/2032 Beasley Mezzanine Holdings BBGI 8.625 59.000 2/1/2026 Beasley Mezzanine Holdings BBGI 8.625 58.597 2/1/2026 Biora Therapeutics Inc BIOR 7.250 57.493 12/1/2025 Boxer Parent Co Inc BMC 9.125 99.781 3/1/2026 Boxer Parent Co Inc BMC 9.125 99.690 3/1/2026 Castle US Holding Corp CISN 9.500 46.764 2/15/2028 Citigroup Global Markets Holdings Inc/United States C 5.600 99.699 10/31/2024 CorEnergy Infrastructure Trust Inc CORR 5.875 70.500 8/15/2025 Curo Group Holdings Corp CURO 7.500 5.065 8/1/2028 Curo Group Holdings Corp CURO 7.500 23.000 8/1/2028 Curo Group Holdings Corp CURO 7.500 5.065 8/1/2028 Cutera Inc CUTR 2.250 19.750 6/1/2028 Cutera Inc CUTR 4.000 18.625 6/1/2029 Cutera Inc CUTR 2.250 34.031 3/15/2026 Danimer Scientific Inc DNMR 3.250 15.820 12/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.063 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.025 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.256 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.000 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 2.000 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.256 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.028 8/15/2026 Energy Conversion Devices ENER 3.000 0.762 6/15/2013 Enviva Partners LP / Enviva Partners Finance Corp EVA 6.500 43.750 1/15/2026 Enviva Partners LP / Enviva Partners Finance Corp EVA 6.500 43.750 1/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 35.000 7/15/2026 Exela Intermediate LLC / Exela Finance Inc EXLINT 11.500 22.927 7/15/2026 F&M Financial Corp/TN FMFNCP 5.950 94.000 9/17/2029 F&M Financial Corp/TN FMFNCP 5.950 94.000 9/15/2029 Federal Farm Credit Banks Funding Corp FFCB 5.300 99.909 7/30/2024 Federal Farm Credit Banks Funding Corp FFCB 0.440 99.798 8/1/2024 Federal Farm Credit Banks Funding Corp FFCB 0.260 99.697 8/1/2024 Federal Home Loan Banks FHLB 0.510 99.348 7/29/2024 Federal Home Loan Banks FHLB 4.540 99.821 7/30/2024 Federal Home Loan Banks FHLB 3.170 99.364 8/1/2024 Federal Home Loan Banks FHLB 0.500 99.347 7/29/2024 Federal Home Loan Banks FHLB 0.410 99.313 8/1/2024 Federal Home Loan Banks FHLB 0.710 99.351 7/29/2024 Federal Home Loan Banks FHLB 3.600 99.371 8/1/2024 Federal Home Loan Banks FHLB 3.006 99.777 8/1/2024 Federal Home Loan Banks FHLB 0.500 99.347 7/29/2024 Federal Home Loan Banks FHLB 2.535 99.899 7/30/2024 Federal Home Loan Mortgage Corp FHLMC 4.250 99.553 1/30/2029 Federal Home Loan Mortgage Corp FHLMC 3.460 99.369 8/1/2024 Federal Home Loan Mortgage Corp FHLMC 2.875 62.228 10/28/2024 Federal Home Loan Mortgage Corp FHLMC 0.210 99.844 7/31/2024 Federal Home Loan Mortgage Corp FHLMC 0.400 88.799 10/21/2024 First Republic Bank/CA FRCB 4.375 2.938 8/1/2046 First Republic Bank/CA FRCB 4.625 4.750 2/13/2047 GNC Holdings Inc GNC 1.500 0.833 8/15/2020 German American Bancorp Inc GABC 4.500 92.924 6/30/2029 German American Bancorp Inc GABC 4.500 92.924 6/30/2029 German American Bancorp Inc GABC 4.500 92.924 6/30/2029 GoTo Group Inc LOGM 5.500 36.938 5/1/2028 GoTo Group Inc LOGM 5.500 37.052 5/1/2028 Goldman Sachs Group Inc/The GS 7.000 94.061 9/20/2032 Goodman Networks Inc GOODNT 8.000 5.000 5/11/2022 Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 7.243 6/1/2026 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 7.450 6/1/2026 Hallmark Financial Services Inc HALL 6.250 18.720 8/15/2029 Homer City Generation LP HOMCTY 8.734 38.750 10/1/2026 Hughes Satellite Systems SATS 6.625 45.808 8/1/2026 Hughes Satellite Systems SATS 6.625 45.769 8/1/2026 Hughes Satellite Systems SATS 6.625 45.769 8/1/2026 Independent Bank Group Inc IBTX 5.875 100.000 8/1/2024 Inseego Corp INSG 3.250 73.790 5/1/2025 Invacare Corp IVC 4.250 1.002 3/15/2026 JPMorgan Chase Bank NA JPM 2.000 88.613 9/10/2031 Karyopharm Therapeutics Inc KPTI 3.000 64.741 10/15/2025 Ligado Networks LLC NEWLSQ 15.500 16.080 11/1/2023 Ligado Networks LLC NEWLSQ 15.500 15.750 11/1/2023 Ligado Networks LLC NEWLSQ 17.500 2.000 5/1/2024 Lightning eMotors Inc ZEVY 7.500 1.000 5/15/2024 Lumen Technologies Inc LUMN 6.875 42.817 1/15/2028 Luminar Technologies Inc LAZR 1.250 43.000 12/15/2026 MBIA Insurance Corp MBI 16.823 5.000 1/15/2033 MBIA Insurance Corp MBI 16.823 5.000 1/15/2033 Macy's Retail Holdings LLC M 6.900 89.898 1/15/2032 Mashantucket Western Pequot Tribe MASHTU 7.350 50.000 7/1/2026 Millennium Escrow Corp CFIELD 6.625 52.291 8/1/2026 Millennium Escrow Corp CFIELD 6.625 52.350 8/1/2026 Morgan Stanley MS 1.800 76.822 8/27/2036 NanoString Technologies NSTG 2.625 73.750 3/1/2025 Office Properties Income Trust OPI 4.500 78.204 2/1/2025 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 27.500 5/15/2026 Polar US Borrower LLC / Schenectady International Group Inc SIGRP 6.750 27.286 5/15/2026 Qwest Capital Funding Inc QWECOM 6.875 35.692 7/15/2028 RR Donnelley & Sons Co RRD 8.250 100.000 7/1/2027 Rackspace Technology Global Inc RAX 5.375 29.524 12/1/2028 Rackspace Technology Global Inc RAX 3.500 29.613 2/15/2028 Rackspace Technology Global Inc RAX 5.375 28.228 12/1/2028 Rackspace Technology Global Inc RAX 3.500 29.613 2/15/2028 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Rite Aid Corp RAD 8.000 44.000 11/15/2026 Rite Aid Corp RAD 7.700 1.660 2/15/2027 Rite Aid Corp RAD 7.500 41.500 7/1/2025 Rite Aid Corp RAD 8.000 42.500 11/15/2026 Rite Aid Corp RAD 6.875 3.654 12/15/2028 Rite Aid Corp RAD 7.500 42.525 7/1/2025 Rite Aid Corp RAD 6.875 3.654 12/15/2028 RumbleON Inc RMBL 6.750 68.567 1/1/2025 SVB Financial Group SIVB 3.500 62.000 1/29/2025 Sandy Spring Bancorp Inc SASR 4.250 86.000 11/15/2029 Shift Technologies Inc SFT 4.750 0.442 5/15/2026 Shutterfly LLC SFLY 8.500 47.500 10/1/2026 Shutterfly LLC SFLY 8.500 47.500 10/1/2026 Spanish Broadcasting System Inc SBSAA 9.750 59.679 3/1/2026 Spanish Broadcasting System Inc SBSAA 9.750 58.762 3/1/2026 Spirit Airlines Inc SAVE 1.000 37.750 5/15/2026 Spirit Airlines Inc SAVE 4.750 73.000 5/15/2025 Team Health Holdings Inc TMH 6.375 96.150 2/1/2025 Team Health Holdings Inc TMH 6.375 96.280 2/1/2025 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Toyota Motor Credit Corp TOYOTA 1.875 99.889 7/31/2024 Tricida Inc TCDA 3.500 9.000 5/15/2027 US Bancorp USB 2.400 99.906 7/30/2024 Veritex Holdings Inc VBTX 4.750 89.949 11/15/2029 Veritone Inc VERI 1.750 32.500 11/15/2026 Virgin Galactic Holdings SPCE 2.500 30.930 2/1/2027 Voyager Aviation Holdings VAHLLC 8.500 15.449 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.449 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.449 5/9/2026 WeWork Cos US LLC WEWORK 12.000 1.043 8/15/2027 Wesco Aircraft Holdings WAIR 9.000 40.800 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 2.460 11/15/2027 Wesco Aircraft Holdings WAIR 9.000 40.800 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 2.460 11/15/2027 Wheel Pros Inc WHLPRO 6.500 17.331 5/15/2029 Wheel Pros Inc WHLPRO 6.500 17.331 5/15/2029 fuboTV Inc FUBO 3.250 59.719 2/15/2026 iHeartCommunications Inc IHRT 8.375 39.515 5/1/2027 ********* 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 ***