/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240812.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, August 12, 2024, Vol. 28, No. 224 Headlines 1001 WL LLC: Seeks Approval to Hire CBRE as Real Estate Broker 2201 STREET RD: Case Summary & Two Unsecured Creditors 420 EASTERN: Case Summary & Three Unsecured Creditors 5310 HOLDINGS: Voluntary Chapter 11 Case Summary AADVANTAGE LOYALTY: Fitch Affirms 'BB+' Rating on Sr. Secured Notes ACTIVE WORLD: Voluntary Chapter 11 Case Summary ADDMI INC: Seeks to Hire Gatton & Associates as Bankruptcy Counsel ADKOM LLC: U.S. Trustee Unable to Appoint Committee ADM TRONICS: Appoints JVA Accountants and Advisors as New Auditor AKSO HEALTH: Onestop Assurance PAC Raises Going Concern Doubt ALEXANDER TRUCKING: Gets OK to Hire Tiffany & Bosco as Counsel AMERICAN AIRLINES: Fitch Affirms 'B+' IDR, Outlook Stable AMERITRANS EXPRESS: Unsecureds to be Paid in Full in Plan APPLIED PEDIATRICS: Continued Operations to Fund Plan APPLIED UV: To Accept Bids on Assets Until Sept. 5 ARGENTARIA REAL: Seeks to Hire Andrews Myers as Bankruptcy Counsel ARGO HARDWARE: Gets Approval to Hire Altmann Law Firm as Counsel ASSOCIATION MOTOR: Gets OK to Tap Rountree Leitman as Legal Counsel ATLANTIC HILLS: Plan Exclusivity Period Extended to Sept. 30 BALLISTIC FABRICATION: Joseph Cotterman Named Subchapter V Trustee BALLY'S CORP: Moody's Puts 'B2' CFR on Review for Downgrade BEAR HAVEN: Amends First Foundation Secured Claims Pay BERKSHIRE INVESTMENTS: Case Summary & 20 Top Unsecured Creditors BLACK DIRT: Amends Unsecured Claims Pay Details BUCA DI BEPPO: Enters Ch. 11 Reorganization to Optimize Operations BUCA TEXAS: Aug. 12 Deadline Set for Panel Questionnaires BURT ELECTRIC: Case Summary & 18 Unsecured Creditors CAFARO CREATIONS: Jerrett McConnell Named Subchapter V Trustee CALSELECT INSURANCE: Unsecureds to Get 7.5 Cents on Dollar in Plan CALUMET SPECIALTY: S&P Withdraws 'CCC+' ICR on Reorganization CAMS AUTO: Seeks to Hire G & G Accounting Firm as Accountant CARIBBEAN GRILL: Seeks to Hire BransonLaw as Bankruptcy Counsel CARPENTER TECHNOLOGY: S&P Alters Outlook to Pos., Affirms 'BB' ICR COLONIAL GARDENS: Seeks to Hire The Meglio Group as Accountant CONGREGATION BNAI: Taps KW Commercial Corona as Real Estate Agent COOPER-STANDARD AUTOMOTIVE: Moody's Ups CFR to Caa1, Outlook Stable CREDIT LENDING: Unsecureds to Get Share of Income for 3 Years DAI US HOLDCO: Voluntary Chapter 11 Case Summary DAVITA INC: S&P Rates New $1.0BB Senior Unsecured Notes 'BB-' DD MIND BODY: Gets OK to Hire Heilman Law as Bankruptcy Counsel DEJ GRADING: Gets OK to Tap McGrath North Mullin & Kratz as Counsel DEL MONTE: S&P Lowers ICR to 'SD' on Announced Recapitalization DJK ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors DOTLESS LLC: Seeks to Extend Plan Exclusivity to October 7 DRF LOGISTICS: Case Summary & 30 Largest Unsecured Creditors DYNASTY ACQUISITION: Fitch Hikes LongTerm IDR to 'B+', Outlook Pos. EKSO BIONICS: Reports Net Loss of $2.4 Million in Fiscal Q2 EL DORADO GAS: Court OKs Sale of Property to Herman, 2 Other Buyers EL DORADO GAS: Over 300 Energy Assets Up for Online Auction EL DORADO GAS: Trustee Gets Court OK to Hold Auction on Aug. 13 ENTERPRISE CHARTER: Fitch Hikes LongTerm IDR to B, Outlook Positive FASTLINE CARGO: Seeks to Hire McDowell Law as Bankruptcy Counsel FULL CIRCLE: Case Summary & 20 Largest Unsecured Creditors GILDED GRAPE: Ruediger Mueller of TCMI Named Subchapter V Trustee GLOBAL BENEFITS: Hearing on Sale of Domain Name Set for Aug. 13 GLOBAL SUPPLIES: Jolene Wee Named Subchapter V Trustee GLOBAL VALUES: Gets Court Nod to Sell Assets by Auction GOLDEN ACRES: Voluntary Chapter 11 Case Summary GTLK EUROPE: Chapter 15 Case Summary GUARDIAN ELDER: Gets OK to Hire Omni as Claims & Noticing Agent HANOVER HILLS: Hires Bloom Organization as Investment Banker HARDINGE INC: Gets OK to Tap Kroll as Claims and Noticing Agent HBL SNF: Hires Omni Agent as Administrative Agent HEART HEATING: Asset Sale Proceeds to Fund Plan Payments HEAVENLY SCENT: Case Summary & 20 Largest Unsecured Creditors HOLIDAY IN CAM: Seeks to Hire Planisphere as Property Managers HOWMET AEROSPACE: Fitch Affirms 'BB+' Rating on Preferred Shares ICON AIRCRAFT: Seeks to Extend Plan Exclusivity to Oct. 31 IDENTITY AESTHETIC: Case Summary & Six Unsecured Creditors IHEARTMEDIA INC: Reaches Confidential Talks With Creditor Group INNOVATIVE SOLUTIONS: Kicks Off Subchapter V Bankruptcy INSULATED WALL: Unsecured Creditors to Split $300K over 3 Years INTEGRITY CARBON: U.S. Trustee Unable to Appoint Committee IRWIN NATURALS: Case Summary & 10 Unsecured Creditors JELD-WEN HOLDING: S&P Rates New $350MM Senior Unsecured Notes 'BB-' JOE'S AUTO: Case Summary & Six Unsecured Creditors JUS DOORS: Seeks Approval to Hire Daniel Forlano as Accountant K2 LEASING: Case Summary & Seven Unsecured Creditors L AND L CARE: Unsecureds Will Get 100% of Claims over 55 Months LA DELTA FARMS: Voluntary Chapter 11 Case Summary LAVIE CARE CENTERS: Creditors Get Court OK on Discovery Demands LEVINTE INC: Seeks to Hire David Freydin as Bankruptcy Counsel LIFE AT SEA CRUISES: Seeks Chapter 7 Bankruptcy in Florida LIKEMIND BRANDS: Scott Chernich Named Subchapter V Trustee LODGING ENTERPRISES: Hires Ankura Consulting as Financial Advisor LOUISIANA DELTA: Dwayne Murray Named Subchapter V Trustee MAYVILLE HOLDINGS: Unsecureds to Get 4 Cents on Dollar in Plan MCDANIEL PLUMBING: Seeks to Hire Vallee Connor as Legal Counsel MEDPLUS URGENT: Continued Operations to Fund Plan MIDSTATE BASEMENT: Kicks Off Subchapter V Bankruptcy MILWAUKEE INSTRUMENTS: Seeks to Extend Plan Exclusivity to Dec. 31 MISSISSIPPI CENTER: Gets Court Nod to Sell Assets Via MedEx MK & UK PALM: Seeks Chapter 11 Bankruptcy Protection MOBILEUM INC: Seeks to Hire FTI Consulting as Financial Advisor MOBILEUM INC: Unsecureds Will Get 100% of Claims in Plan MORNING JUMP: Seeks to Extend Plan Exclusivity to September 16 MRC GLOBAL: Moody's Withdraws 'B2' CFR Following Debt Repayment NARROWS ROAD: Case Summary & One Unsecured Creditor NEW WAY MACHINE: Hires Eisner Advisory as Tax Return Preparers NGI EAST BAY: Liquidation & Avoidance Proceeds to Fund Plan NRG ENERGY: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable OHIO LUXURY: Case Summary & 12 Unsecured Creditors OLIN CORP: S&P Alters Outlook to Stable, Affirms 'BB+' ICR OMNI EXCAVATORS: Claims to be Paid From Disposable Income PARADOX ENTERPRISES: Seeks to Extend Plan Exclusivity to October 2 PINNACLE HOLDINGS: Taps Bruce Allen Realtors as Real Estate Agent PLA FOUR 107: Seeks to Hire Meglio Group as Accountant PLA FOUR 107: Seeks to Tap Webber McGill as Bankruptcy Counsel POST HOLDINGS: S&P Rates New Senior Unsecured Notes 'B+' PRIME HEALTHCARE: S&P Rates $1BB Senior Secured Notes 'B-' PROSOMNUS INC: Reports Net Loss of $15.2 Million in Fiscal Q2 R1 RCM: Fitch Puts 'BB' LongTerm IDR on Watch Negative RJQ COMPANIES: Updates AmeriCredit Financial Secured Claims Pay RKO SERVICES: Seeks to Hire Planisphere as Property Manager RQMJXL LLC: Seeks to Hire Planisphere as Property Manager SALTWIRE NETWORK: Unifor Fights for Workers in CCAA Process SHAKESPEARE ENTERPRISES: Cameron McCord Named Subchapter V Trustee SILVER LAKE: Unsecureds Will Get 60% of Claims over 36 Months SILVERROCK DEVELOPMENT: Panel Questionnaires Due on Aug. 14 SNAP MEDICAL: Gets OK to Hire David Cain as Bankruptcy Counsel SOUTH FIELD: Moody's Rates New $750MM Sr. Secured Term Loan 'Ba3' SOUTH HILLS: Seeks to Tap Raines Feldman Littrell as Local Counsel STARK ENERGY: Unsecured Creditors to Split $81K in Plan STERLING CREDIT: Committee Hires Shuker & Dorris as Legal Counsel STEWARD HEALTH: Gets Court Approval to Close Two Mass. Hospitals SUNPOWER CORP: Aug. 12 Deadline Set for Panel Questionnaires SUNPOWER CORP: Files for Ch. 11, Sells Assets to Complete Solaria SUNPOWER CORP: Removed From Tortoise Decarbonization Index SUNPOWER CORP: Replaced by SolarWinds in S&P SmallCap 600 SUNPOWER CORP: SunStrong 2018-1 Ratings on Watch Amid Bankruptcy SVB FINANCIAL: IRS Drops $1.4-Bil. Tax Claim Against Receiver SYROS PHARMACEUTICAL: Financial Strain Raises Going Concern Doubt T L C MEDICAL: Carol Fox of GlassRatner Named Subchapter V Trustee TALEN ENERGY: Wants to Sell Crypto Mining Operation Stake TAMPA LIFE: Plan Exclusivity Period Extended to Oct. 2 TEXCEM LLC: Frances Smith Named Subchapter V Trustee TOOLIPIS CREATIVE: Case Summary & Eight Unsecured Creditors TRANSACT HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable TWENTY FOUR HOUR: Unsecureds Will Get 0% in Subchapter V Plan UNITED STATES TWIRLING: Gets OK to Hire Platzer as Legal Counsel US NUCLEAR: Posts $161,978 Net Loss in Q1 2024 VALIANT FITNESS: Behrooz Vida Named Subchapter V Trustee VICTORIA EDWARD: Case Summary & 20 Largest Unsecured Creditors W.F. JACKSON: Gets Court Nod to Sell Property by Public Auction WESTERN RISE: Seeks to Tap Catalyst Law Group as Special Counsel WILDBRAIN LTD: Fitch Lowers IDR to 'B' & Then Withdraws It WINDSOR TERRACE: Seeks to Extend Plan Exclusivity to Oct. 28 ZHANG MEDICAL: Seeks to Extend Plan Exclusivity to Oct. 3 ZW DATA: Posts $850,000 Net Loss in Q1 2024 [*] July Bankruptcy Filings Surge 24%, Commercial Chapter 11 Up 40% [^] BOND PRICING: For the Week from August 5 to 9, 2024 ********* 1001 WL LLC: Seeks Approval to Hire CBRE as Real Estate Broker -------------------------------------------------------------- 1001 WL, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ CBRE, Inc. as its real estate broker. The Debtor needs a broker to market its property located at 1001 West Loop South, Houston, Texas. The firm will charge the Debtor a flat fee of $300,000 plus reimbursement of up to $5,000 in expenses for its services. Russell Hodges, a managing director at CBRE, 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: Russell Hodges CBRE, Inc. 2800 Post Oak Blvd., Ste. 500 Houston, TX 77056 Telephone: (713) 577-1725 Email: russell.hodges@cbre.com About 1001 WL LLC 1001 WL, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-10119) on Feb. 6, 2024. In the petition signed by Drew Dennett, authorized signatory, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Shad Robinson oversees the case. Stephen W. Sather, Esq., at Barron & Newburger PC represents the Debtor as counsel. 2201 STREET RD: Case Summary & Two Unsecured Creditors ------------------------------------------------------ Debtor: 2201 Street Rd LLC 121 Friends Lane Suite 301 Newtown PA 18940 Business Description: 2201 Street Rd is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101 (51B)). The Debtor is the fee simple owner of a real property located at 2201 Street Rd, Bensalem PA valued at $20 million. Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 24-12782 Judge: Hon. Ashely M Chan Debtor's Counsel: Alexander G. Tuttle, Esq. LAW OFFICE OF ALEXANDER TUTTLE 196 W. Ashland St. Doylestown PA 18901 Tel: 215-723-7969 Email: agt@tuttlelegal.com Total Assets: $20,000,000 Total Liabilities: $13,802,090 The petition was signed by Jignesh Pandya as owner. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HVKIG6Q/2201_STREET_RD_LLC__paebke-24-12782__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Two Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Kiran Patel $200,000 415 Brister Rd. Bensalem, PA 19020 2. Boston Market Corp. $2,150,000 121 Friends Ln., Ste 301 Newtown, PA 18940 420 EASTERN: Case Summary & Three Unsecured Creditors ----------------------------------------------------- Debtor: 420 Eastern Parkway, LLC 420 Eastern Parkway Brooklyn, NY 11225 Business Description: 420 Eastern Parkway owns a 16-unit apartment building located at 420 Eastern Parkway, Brooklyn, NY 11225 valued at $2.2 million. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Eastern District of New York Case No.: 24-43330 Judge: Hon. Nancy Hershey Lord Debtor's Counsel: Charles Higgs, Esq. THE LAW OFFICE OF CHARLES A. HIGGS 2 Depot Plaza First Floor, Office 4 Bedford Hills NY 10507 Tel: (917) 673-3768 E-mail: charles@freshstartesq.com Total Assets: $2,215,521 Total Liabilities: $3,295,158 The petition was signed by Sylvester Drew as president. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/237TPZQ/420_Eastern_Parkway_LLC__nyebke-24-43330__0001.0.pdf?mcid=tGE4TAMA 5310 HOLDINGS: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: 5310 Holdings, LLC 23000 Saddle Peak Road, Suite 550 Topanga CA 90290 Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11325 Judge: Hon. Victoria S Kaufman Debtor's Counsel: Joseph Axelrod, Esq. GENERAL COUNSEL, IRWIN NATURALS (not attorney of record) 300 Corporate Pointe Suite 550 Culver City CA 90230 Tel: (310) 306-3636 ext. 3822 Email: joseph@irwinnaturals.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Klee Irwin as president. The Debtor indicated in the petition it has no creditors holding unsecured claims. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/4IBLGTY/5310_Holdings_LLC__cacbke-24-11325__0001.0.pdf?mcid=tGE4TAMA AADVANTAGE LOYALTY: Fitch Affirms 'BB+' Rating on Sr. Secured Notes ------------------------------------------------------------------- Fitch Ratings has affirmed AAdvantage Loyalty IP Ltd.'s senior notes and term loan ratings at 'BB+'. The Rating Outlook is Stable. The affirmation and Stable Outlook reflect the linkage to American Airlines, Inc.'s rating and Outlook. Please see Fitch's release "Fitch Upgrades American Airlines Sr. Secured to 'BB'/'RR2'; Affirms IDR at 'B+'; Outlook Stable," published Aug. 2, 2024. Entity/Debt Rating Prior ----------- ------ ----- AAdvantage Loyalty IP Ltd. Senior Secured Class A Notes 00253XAA9 LT BB+ Affirmed BB+ Senior Secured Class B Notes 00253XAB7 LT BB+ Affirmed BB+ Senior Secured Term Loan 02376CBJ3 LT BB+ Affirmed BB+ Transaction Summary The program is co-issued by AAdvantage IP and American. AAdvantage IP is a special purpose vehicle (SPV) incorporated under the laws of the Cayman Islands for the purpose of this transaction. AAdvantage IP is an indirect wholly owned subsidiary of American Airlines. The transaction is backed by license-payment obligations from American and cash flow generated by the AAdvantage Loyalty program. As part of the financing structure, the intellectual property (IP) assets associated with the AAdvantage loyalty program and AAdvantage agreements, including co-branded agreement with Citibank, N.A. and Barclays Bank Delaware, related to AAdvantage program have been transferred to the bankruptcy-remote IP SPV, AAdvantage IP. AAdvantage IP grants a worldwide license to American and its subsidiaries to use the IP to operate the loyalty program. In return, the licensee, American, pays a monthly license fee equivalent to all the cash collections generated by the sale of miles to American as governed through an intercompany agreement. Additionally, certain third-party agreements have been assigned to AAdvantage IP and payment for the purchase of AAdvantage miles from certain third parties are remitted directly to a collection account held at Wilmington Trust, National Association in the name of AAdvantage IP. These third-party agreements include the co-brand agreements with Citi and Barclays, the two largest third-party partners of AAdvantage. The debt facilities are guaranteed, on a joint and several basis, by the parent, American Airlines Group Inc., and certain subsidiaries of the parent, American, namely AAdvantage Holdings 1, Ltd. (HoldCo 1) and AAdvantage Holdings 2, Ltd (HoldCo 2). The issuers also grant additional security to the lenders/bondholders, including a first-priority-perfected security interest in cash flows from the AAdvantage program, a pledge of all rights under contracts/agreements related to the AAdvantage program, and a pledge of the transaction accounts (including the collection, payment and reserve accounts) and a pledge over the equity interests in AAdvantage IP, HoldCo1 and HoldCo2. Fitch's rating addresses timely payment of interest and principal by the legal final maturity date. KEY RATING DRIVERS Credit Quality of American: Cash flows backing the transaction will primarily come from payment obligations from American under the licensing agreement related to intellectual properties owned by the IP SPV. Therefore, the Issuer Default Rating (IDR) of American Airlines acts as the starting point for the analysis. American Airlines is rated 'B+'/Stable Outlook, which reflects continued debt reduction and expectations for American to generate positive free cash flow generation moving forward. Performance Risk and GCA Score: Timely payment on the bonds depends on the ongoing performance of the licensee. American's going concern assessment (GCA) of 2 determines the cap for the transaction rating. The GCA provides an indication of the likelihood that American continues to operate in the event of default and Chapter 11 bankruptcy. The GCA 2 would allow up to a four-notch uplift from American's IDR. Strategic Nature of Assets (Likelihood of License Agreement Affirmation): The affirmation factor, which measures the likelihood that American would view this obligation as strategic and would affirm the license in the event of a Chapter 11 bankruptcy, is considered high by Fitch. The strategic importance of the IP assets to American's operations, coupled with the structural incentives in place, supports this assessment. The assessment allows for differentiation from American's IDR. The GC score of '2' and assessment of high allow for a total uplift of four-notches; however, the rating is tempered three-notches due to the factors described below. Fitch expects the $10 billion max program size to currently represent over 20% of American's total liabilities, which limits the maximum notching differentiation between the transaction rating and American's IDR. The company's extensive deleveraging targets through YE 2025 are a credit positive for American's IDR, while the loyalty program begins to represent a larger share of the total liabilities. Asset Isolation and Legal Structure: Fitch assesses the legal protections and structural protection incorporated in the transaction. In addition to having the IP assets legally conveyed, bondholders have a first perfected security interest in the contractual obligations due from Citi, Barclays and American. The legal structure incentivizes American to continue to make payments on the license as creditors will benefit from other structural features including other guarantees, potential liquidated damages, and a three-month liquidity reserve. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The rating is sensitive to changes in the credit quality of American Airlines, Inc., which acts as licensee under the IP license agreement. Any change in IDR can lead to a change on the rating. Additionally, a reassessment of the GCA score and the affirmation factor from high to medium will lead to a change in the ratings. Finally, it is important to highlight that continued deleveraging is a credit positive for the company's IDR; however, this may narrow the rating differential between the transaction's rating and the company's IDR. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Fitch does not anticipate developments with a high likelihood of triggering an upgrade. If American's IDR is upgraded, Fitch will consider whether the same uplift could be maintained or if it should be further tempered in accordance with criteria. 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. PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS American Airlines' Long-Term IDR is the starting point of the transaction rating. This is disclosed in the memo and rating action commentary (first Key Rating Driver). 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. ACTIVE WORLD: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Active World Holdings Inc. 124 Huntzinger Road Wernersville, PA 19565 Case No.: 24-12780 Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Eastern District of Pennsylvania Judge: Hon. Patricia M Mayer Debtor's Counsel: George Meany Lutz, Esq. HARTMAN, VALERIANO, MAGOVERN & LUTZ, P.C. 1025 Berkshire Blvd. Ste. 700 Wyomissing PA 19610 Tel: (610) 763-0745 Email: glutz@hvmllaw.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Alfonso Knoll as president. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TTTQ2UQ/Active_World_Holdings_Inc__paebke-24-12780__0001.0.pdf?mcid=tGE4TAMA ADDMI INC: Seeks to Hire Gatton & Associates as Bankruptcy Counsel ------------------------------------------------------------------ Addmi, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Mexico to employ Gatton & Associates, PC as its bankruptcy counsel. The firm's services include: (a) represent and advise the Debtor regarding all aspects of this bankruptcy case; (b) prepare on behalf of Debtor necessary legal papers; and (c) assist the Debtor in taking actions required to effect reorganization under subchapter V of Chapter 11 of the bankruptcy code; The hourly rates of the firm's counsel and staff are as follows: Chris Gatton, Attorney $300 Elizabeth Friedenstein, Attorney $300 Lorraine Chavez, Support Staff $140 Rachael Landau, Support Staff $140 The firm received an initial retainer in the amount of $15,000 from the Debtor. Mr. Gatton 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: Chris M. Gatton, Esq. Gatton & Associates, P.C. 10400 Academy NE, Suite 350 Albuquerque, NM 87111 Telephone: (505) 271-4848 Email: chris@gattonlaw.com About Addmi Inc. Addmi, Inc. filed its voluntary petition for Chapter 11 protection (Bankr. D.N.M. Case No. 24-10776) on July 29, 2024. In the petition signed by Andy Lim, chief executive officer, the Debtor disclosed $2,057,012 in total assets and $1,171,244 in total liabilities. Judge Robert H. Jacobvitz oversees the case. Chris M. Gatton, Esq., at Gatton & Associates, PC serves as the Debtor's legal counsel. ADKOM LLC: U.S. Trustee Unable to Appoint Committee --------------------------------------------------- The U.S. Trustee for Region 10 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Adkom, LLC. About Adkom LLC Adkom, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Adkom sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ill. Case No. 24-30425) on June 20, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Joseph Adams, manager, signed the petition. The Debtor is represented by Spencer Desai, Esq., at The Desai Law Firm. ADM TRONICS: Appoints JVA Accountants and Advisors as New Auditor ----------------------------------------------------------------- ADM Tronics Unlimited, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company's Board of Directors approved the engagement of JVA Accountants and Advisors, LLC, (JVA) as its independent registered public accounting firm for the Company's fiscal year ended March 31, 2025, effective immediately, and dismissed Rosenberg Rich Baker Berman, P.A. as the Company's independent registered public accounting firm. RRBB audited the financial statements of the Company for the past two fiscal years ended March 31, 2024 and March 31, 2023, respectively. The reports of RRBB on such financial statements did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles, except for RRBB's report for the year ended March 31, 2024, which contained an explanatory paragraph regarding the substantial doubt about the Company's ability to continue as a going concern. For the past two fiscal years and subsequent interim periods though the date of resignation, there have been no disagreements with the former accountants on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement, if not resolved to the satisfaction of RRBB, would have caused them to make reference thereto in their report on the financial statements. During the two most recent fiscal years and the interim period to date, there have been no reportable events, as that term is defined in Item 304(a)(1)(v) of Regulation S-B. 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. 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. AKSO HEALTH: Onestop Assurance PAC Raises Going Concern Doubt ------------------------------------------------------------- Akso Health Group disclosed in a Form 20-F Report filed with the U.S. Securities and Exchange Commission for the fiscal year ended March 31, 2024, that its auditor has expressed substantial doubt about the Company's ability to continue as a going concern. Singapore-based Onestop Assurance PAC, the Company's auditor since 2022, issued a 'going concern' qualification in its report dated July 30, 2024, citing that the Company had a net loss of approximately $9.5 million from operations for the year ended March 31, 2024, and approximately $1.2 million for the year ended March 31, 2023. These conditions raise substantial doubt about the Company's ability to continue as a going concern. The Company's net cash provided by operating activities from continuing operation was US$0.7 million for the year ended March 31, 2024 and the net cash used in operating activities was US$3.3 million for the year ended March 31, 2023. According to the Company, Management has considered whether there is substantial doubt about its ability to continue as a going concern due to the Company's healthcare business as well as its planned new business as a cancer therapy and radiotherapy oncology service provider and evaluated its available cash balance against its working capital requirements and investment to the cancer centers over the next twelve months. While management cannot accurately predict the prospects and regulatory environment of the healthcare service industry, the management believes that the Company would have sufficient funds to meet its working capital requirements for fiscal year 2025, and that its capital resources are currently sufficient to maintain its business operations for the next 12 months. A full-text copy of the Company's Form 20-F is available at: https://tinyurl.com/2du33578 About Akso Health Akso Health Group (NASDAQ: AHG), formerly known as Xiaobai Maimai Inc., was founded on April 25, 2016 in the Cayman Islands, and operates a social e-commerce platform in China that collaborates with other domestic e-commerce platforms and offers users a wide selection of high-quality and affordable products. As of March 31, 2024, the Company had $142 million in total assets, $3.6 million in total liabilities, and $138.4 in total equity. ALEXANDER TRUCKING: Gets OK to Hire Tiffany & Bosco as Counsel -------------------------------------------------------------- Alexander Trucking Co., Inc. received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Tiffany & Bosco, PA as legal counsel. The firm's services include: (a) give the Debtor legal advice with respect to its duties and powers in the Chapter 11 case; (b) prepare motions and represent the Debtor at all hearings, meetings of creditors, conferences, trial and other proceedings and administrative matters in this case; (c) review and object to claims; (d) evaluate causes of action belonging to the bankruptcy estate, advise the Debtor regarding such actions, and file complaints, initiate and prosecute causes of action belonging to the estate; (e) assist the Debtor in the administration of its bankruptcy case and the operation of its business and the desirability of the continuance of such business, and any other matter relevant to the case or to the formulation of a Plan; (f) participate with the Debtor in the formulation of a Chapter 11 Plan of Reorganization, prepare a Plan and obtain confirmation of such a Plan; and (g) perform such other legal services as may be required in the interest of the Debtor and the bankruptcy estate; The hourly rates of the firm's professionals are as follows: Christopher Kaup, Attorney $575 David Barlow, Attorney $350 Matthew Burns, Paralegal $235 Bianca Ochoa, Legal Assistant $125 In addition, the firm will seek reimbursement for expenses incurred. Mr. Kaup 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: Christopher R. Kaup, Esq. Tiffany & Bosco, PA Seventh Floor Camelback Esplanade II 2525 East Camelback Road Phoenix, AZ 85016 Telephone: (602) 255-6000 Facsimile: (602) 255-0103 Email: crk@tblaw.com About Alexander Trucking Alexander Trucking Co., Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06092) on July 25, 2024, with $100,001 to $500,000 in assets and $500,001 to $1 million in liabilities. Christopher R. Kaup, Esq., at Tiffany & Bosco, PA represents the Debtor as legal counsel. AMERICAN AIRLINES: Fitch Affirms 'B+' IDR, Outlook Stable --------------------------------------------------------- Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) for American Airlines Group, Inc. and its main operating subsidiary, American Airlines, Inc. at 'B+'. The Rating Outlook is Stable. Fitch has also upgraded American's senior secured debt ratings to 'BB'/'RR2' from 'BB-'/'RR3' given improved recovery prospects driven by a reduction in outstanding secured debt. American's ratings are supported by its robust business profile and strong competitive position in the consolidated U.S. airline industry. American continues to focus on debt reduction, which Fitch believes is likely to lead to a stronger credit profile over time. Modest capital spending plans drive expectations for positive FCF generation over the next several years. American's credit metrics are pressured by operating margin headwinds, partly driven by missteps with its distribution strategy, tough competition and oversupply in certain markets. Fitch expects these factors to drive leverage to roughly 6x by YE 2024, outside of its negative rating sensitivity. The Stable Rating Outlook incorporates Fitch's expectations for leverage to trend lower over time. Key Rating Drivers Pressured Margins: Fitch expects American's operating margins to decline by 250bps-450bps in 2024, marking a period of underperformance relative to its primary peers. This is a negative revision from Fitch's prior forecast, reflecting impacts from the company's distribution strategy and a softer than expected pricing environment. American also has less international exposure than either United or Delta at a time when international demand has been robust and has more exposure to Latin American markets that have faced overcapacity issues. Fitch expects some improvement in 2025, driven by a number of factors, including potential for a re-negotiated co-branded credit card agreement, improved asset utilization and cost savings initiatives outlined at the company's March investor day. Negative impacts attributed to missteps with the company's distribution strategy are likely reversible over time, and American indicates that revisions are currently underway. Geographic weaknesses are also likely to even out as supply and demand rebalance. However, there is downside risk to the forecast, and factors such as a weaker demand environment or higher jet fuel prices that keep profitability down may keep credit metrics high for the rating into 2025 and potentially pressure the rating over time. Manageable Unit Cost Outlook: Margin pressures are primarily revenue related, with unit costs expected to be manageable. American has publicly guided to an increase in non-fuel unit costs of 1%-3% this year. That estimate could come under pressure as American has lowered its planned capacity growth for the second half of the year. However, American's cost performance has been solid over the past year and Fitch expects the company to manage these pressures. American has guided to unit cost increases below general inflationary levels beyond 2024. Fitch believes this may increase depending on planned growth levels, but cost pressures are likely to remain manageable now that the bulk of the company's labor contract negotiations are over. Leverage Temporarily Elevated: Fitch expects American's EBITDAR leverage to trend to roughly 6x by YE 2024, above Fitch's prior forecast, due to weaker-than-expected profit margins and above Fitch's negative leverage sensitivity. Although leverage will rise in 2024, Fitch expects it to decline over the longer term, trending toward the mid to low 4x range over the next two years as margins improve and the company directs FCF towards debt reduction. Fitch views American's focus on paying down debt as supportive of the rating. The company aims to reduce total debt to roughly $39 billion by YE 2025 and $35 billion over the longer term, equating to a 35% reduction from peak levels. Fitch's forecast is modestly below American's; however, it expects consistently declining debt levels over the next three years. Positive FCF: Manageable capex over the next several years will aid American's efforts to generate FCF. Aircraft deliveries are manageable for the foreseeable future, as American completed its fleet renewal program prior to the pandemic. The company has guided to aircraft capital spending of $2 billion in 2024, a level that is significantly lower than its peers. American's March 2024 aircraft order and delivery schedule adjustment will keep aircraft capex relatively stable through the end of the decade at levels that should allow the company to generate FCF. Fitch expects American will generate FCF slightly above breakeven in 2024 and low single digit FCF margins for the next three years. FCF is below Fitch's prior forecast, but remains positive, which should support debt reduction over time. Stable Demand but Difficult Competitive Environment: Fitch expects air travel demand to remain supportive at least through the end of the year as airlines continue to indicate healthy bookings. However, competition is intense and overcapacity in domestic markets has pressured unit revenues in the first half of the year. Airlines are pulling back capacity in the second half of the year to better match demand, which should support a positive inflection in unit revenues. Over the longer term, legacy carriers will face a shifting competitive landscape as low cost carriers increasingly look to compete through improved products and better service as they struggle to restore profitability. Financial flexibility: American's financial flexibility remains supportive of the rating. The company has materially reduced refinancing risks over the past 18 months as it has addressed a major portion of its 2025 maturity wall. It also has a material balance of unencumbered assets including aircraft and spare parts that can be leveraged to bolster liquidity if needed. American's loyalty program debt financing also amortizes rapidly in the coming years, freeing up the potential to re-tap those assets. EETCs Class AA Upgrades: Fitch has upgraded American's 2017-2 class AA certificates to 'AA ' from 'AA-' and American 2017-1 class AA to ' AA-' from 'A+'. The 2017-2 and 2017-1 class AA continue to amortize and pass Fitch's 'AA' stress level with LTV at 84% and 92%, respectively, providing sufficient amount of headroom within their rating categories. Fitch considers the young age, high-quality and diversified collateral pool as supportive of the ratings. However, Fitch views the collateral of 2017-1 as moderately weaker than the aircraft in 2017-2, as it consists of a higher proportion of Tier 2 and prior generation Tier 1 aircraft. Class A Affirmations: Fitch has affirmed American's 2021-1 class A certificates at 'A' as the transaction remains well collateralized under Fitch's 'A' category stress. Fitch has also affirmed the 2017-2 and 2017-1 class A at 'A' and 'A-', respectively, as collateral coverages remain sufficient to pass Fitch's 'A' level stress scenario. The class A certificates of US Airways' LCC 2013-1 and LCC 2012-1 series are affirmed at 'A' and 2012-2 at 'A-'. LCC 2013-1 and LCC 2012-1 have ample headroom within the 'A' category, while LCC 2012-2 passes the stress scenario with more limited LTV. Exposure to A330-200s is a constraint to LCC 2013-1 and LCC 2012-2 ratings as the aircraft have weak valuation and are no longer relevant to the fleet strategy, evident by American's decision to place them in long-term storage. Fitch has also affirmed the 2015-1 and 2014-1 class A at 'BBB' and 2013-1 class A at 'BB'. These transactions do not pass Fitch's 'A' and 'BBB' stress level tests and the ratings are achieved via a bottom up approach where Fitch assigns rating uplift from American's IDR based on affirmation factor assessment, presence of liquidity facility and recovery prospects. Fitch assesses 2015-1 and 2014-1's affirmation as high; whereas, the affirmation factor assessment for 2013-1 is low to moderate due to the collateral pool's concentration on the 777-300ERs, which Fitch considers Tier 2 aircraft. The 2015-1 and 2014-1 transactions receive one notch uplift from strong recovery prospects while Fitch has not assigned recovery notching to 2013-1. Derivation Summary American is rated one notch below its network peers United Airlines (BB-/Stable) and Air Canada (BB-/Positive Outlook). The rating differential reflects lower leverage and moderately better profit margins for both peers. Fitch expects United and Air Canada to end 2024 with adjusted leverage in the low 4x range and mid 3x range respectively, compared to around 6x for American. Leverage differences are partly countered by better FCF generation prospects for American relative to United, driven by its more limited upcoming capital spending requirements. Business profiles are similar for American and United. While Air Canada is smaller and more exposed to long-haul traffic than its US peers, it benefits from operating in a largely duopolistic market. American is rated one notch above JetBlue (B/Stable). JetBlue's ratings suffer from elevated leverage driven by weak profitability, along with a more difficult competitive position as a smaller operator in a consolidated market. LTV Summary: AAL 2021-1 class A: Base Case - 57%, 'A' Stress Case - 82% AAL 2017-2 class AA: Base Case - 40%, 'AA' Stress Case - 84% AAL 2017-2 class A: Base Case - 58%, 'A' Stress Case - 87% AAL 2017-1 class AA: Base Case - 41%, 'AA' Stress Case 92% AAL 2017-1 class A: Base Case - 61%, 'A' Stress Case - 94% AAL 2015-1: Base Case - 71%, 'BBB' Stress Case - 108% AAL 2014-1: Base Case - 73%, 'BBB' Stress Case - 109% AAL 2013-1: Base Case - 83%, 'BB' Stress Case - 126% LCC 2013-1: Base Case - 45%, 'A' Stress Case - 68% LCC 2012-2: Base Case - 54%, 'A' Stress Case - 95% LCC 2012-1: Base Case - 38%, 'A' Stress Case - 61% Subordinated tranche ratings: Fitch notches subordinated tranche EETC ratings from the airline IDR based on three primary variables: 1) the affirmation factor (0-3 notches); 2) the presence of a liquidity facility; (0-1 notch); and 3) recovery prospects (0-1 notch). Class B Affirmations: Fitch has affirmed American's Class B certificates for the 2021-1, 2017-2, and 2017-1 transactions at 'BBB'. All transactions receive five notch uplifts from American's 'B+' IDR, consisting of high affirmation factors (+3), liquidity facility (+1) and strong recovery prospects (+1). Affirmation Assessments: AAL 2021-1, 2017-2, and 2017-1 transactions: High affirmation factor Collateral pools for the 2021-1, 2017-1 and 2017-2 transactions include relatively new narrowbody (NB) aircraft including 737 MAXs and A321 NEOs which represent the most fuel-efficient NBs in American's fleet and are unlikely to be rejected in a bankruptcy. While American has a large order book of over 300 narrow body aircraft over the next 10 years, the airlines also operates around 270 narrow body aircraft that are more than 15 years old and are more likely to be rejected in a restructuring scenario than the aircraft in these pools. The 2017-1 and 2017-2 also include 787s that are strategic to American's fleet strategy. AAL 2015-1 and 2014-1: High affirmation factor The 2015-1 and 2014-1 transactions' collateral pools are weighted towards 777-300ERs delivered from 2012 to 2014 and represent 37% and 48% of the collateral pool, respectively. Fitch considers the 777-300ER to be a tier 2 aircraft due to weak secondary market values. However, the 777-300ERs continue to have a key position in American's fleet, particularly once other widebodies such as 777-200LRs are being retired. American views the 777-300ER as its premier wide-body aircraft, and utilizes the plane on its key long-haul international routes. The high capacity and long-range capabilities of this plane make it ideal to serve slot constrained airports such as Heathrow, JFK, and Tokyo Narita. Importantly, the 300ER is the only 300+ seat aircraft in American's widebody line-up. AAL 2013-1: Low to Moderate affirmation factor Fitch views the affirmation factor for the AAL 2013-1 transaction as low-to-moderate given the small size of the portfolio. The transaction consists of entirely four 777-300ERs, which Fitch views as a strategically important aircraft. However, the small size of the pool could make the 2013-1 transaction easier to be rejected in the event of a downturn. LCC 2013-1 and LCC 2012-2: Low affirmation factor In response to the pandemic, American accelerated the retirement of 150 aircraft including its entire sub-fleets of 757s, 767s, A330s, and E-190s. American has also placed the A330s in long-term storage. Fitch views the A330s as a lower-quality asset which significantly decreases affirmation factor for the 2013-1 and 2012-2 transactions that contain a significant amount of the aircraft type. LCC 2012-1: Moderate affirmation factor Fitch views the A321-200s in this transaction as decent aircraft. However, the lack of diversification and the medium age of the pool relative to American's NB fleet place the LCC 2012-1 affirmation factor at moderate. Key Assumptions - Mid-single digit traffic growth in 2024 followed by low-to-mid single digit annual growth thereafter; - Unit revenues down in the low single digits in 2024, increasing in the low single digits thereafter; - Jet Fuel prices averaging around $2.80/gallon through the forecast period; - Non-fuel unit costs up around 2% in 2023 and rising in the low single digits thereafter. - Capital spending in line with the company's public forecasts. - SOFR is assumed at 5.25% in 2025, 4.7% in 2026 and 4% thereafter. EETC - Key assumptions within the rating case for the issuer include a harsh downside scenario in which American declares bankruptcy, chooses to reject the collateral aircraft, and where the aircraft are remarketed in the midst of a severe slump in aircraft values. An American bankruptcy is hypothetical, and Fitch's expectation that a bankruptcy is unlikely is reflected in the company's 'B+' IDR. Fitch's models also incorporate a full draw on liquidity facilities and include assumptions for repossession and remarketing costs. - Fitch's recovery analyses for subordinated tranches utilize its 'BB' level stress tests and include a full draw on liquidity facilities and assumptions for repossessions and remarketing costs. - Fitch's analysis incorporates a 6% annual depreciation rate for Tier 1 aircraft, a 7% annual depreciation rate for Tier 2 aircraft and 8% annual depreciation rate for Tier 3 aircraft. - Fitch treats the A330s in the US Airways transactions as Tier 3 aircraft, a lower assessment than Fitch's updated aircraft tiers due to a concern about value impacts from the aircraft currently being placed in long-term storage. - The 'AA' stress level incorporates a 40% haircut for the B737 MAX8; a 45% haircut for the A321-200, 737-800 and 787-9; a 50% haircut for the 787-8; and a 55% haircut for the ERJ175. - The 'A' stress level incorporates a 20% haircut for the A321NEO and 737 MAX 8; a 25% haircut for the A320-200, A321-200, 737-800 and 787-9; a 30% haircut for the 787-8; a 35% haircut for the A319-100, ERJ175, 777-300ER; and a 50% haircut for the A330-200 aircraft. Recovery Analysis Fitch's recovery analysis assumes that American would be reorganized as a going concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. The GC EBITDA estimate reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which it bases the enterprise valuation. Fitch uses a GC EBITDA estimate of $5.5 billion and a 5.0x multiple generating an estimated GC EV of $27.5 billion. The GC EBITDA estimate is reflective of a scenario in which an American bankruptcy is driven by an untenable capital structure. Fitch would not anticipate American shrinking in a material way in a reorganization due to the company's strong position in key hubs and its young asset base. Fitch's estimate considers a scenario where margins are structurally lower than historical precedents potentially due to a combination of higher operating costs (labor, fuel, etc.). and increasing competition. An EV multiple of 5.0x EBITDA is applied to the GC EBITDA to calculate a post-reorganization enterprise value. The choice of this multiple considered the following factors: historical bankruptcy case studies with exit multiples for peer companies ranging from 3.1x to 6.8x. The selection of a multiple towards the mid-point of the range is supported by American's large scale and its entrenched position in key hubs. These assumptions lead to recovery for senior secured debt positions of between 71% and 90%. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Continued progress toward American's stated goal to reduce debt by $15 billion through 2025, bringing adjusted debt/EBITDAR towards or below 4x; - EBITDAR/gross interest + rent trending toward 2.5x; - Sustained neutral FCF or higher; Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Adjusted debt/EBITDAR sustained above 5x or EBITDAR/gross interest + rent trending below 1.5x; - Total liquidity falling toward or below $8 billion absent a corresponding decrease in outstanding debt; - EBITDAR margins deteriorating to the low double-digit range; - Persistently negative or negligible FCF. EETC Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - The class AA and class A certificates may be upgraded if aircraft values improve, resulting in material LTV headroom within the 'AA' and 'A' level stress respectively, and/or if American's IDR is upgraded. - Class B certificates and class A certificates rated via the bottom-up approach are unlikely to be upgraded if American's IDR is upgraded to 'BB-' as affirmation notching would decrease if the airline moved from the 'B' to 'BB' rating category. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Ratings for individual tranches in the 'AA', 'A' categories are primarily based on a top-down analysis of the value of the collateral. Therefore, negative rating actions could be driven by an unexpected decline in collateral values. Senior tranche ratings could also be affected by a perceived change in the affirmation factor or deterioration in the underlying airline credit. - Ratings for American Airlines' 2015-1, 2014-1 and 2013-1 class A certificates are achieved via Fitch's bottom-up approach, which serves as a rating floor. Negative rating actions could result from changes to Fitch's affirmation factor or deterioration of American's IDR. - Subordinated tranche ratings are based on the bottom-up approach. Weakness in aircraft values may impact recovery prospects, leading to a downgrade. In addition, Fitch will downgrade in line with any downgrades of American's ratings and/or changes in Fitch's assessment of affirmation factor. Liquidity and Debt Structure Liquidity Remains Solid: As of June 30, 2024, American held $11.7 billion in liquidity, consisting of $7.8 billion liquid short-term investments, $605 million in cash and cash equivalents, and full availability on their $3.3 billion aggregate revolving credit facilities. Following recent extensions, American's revolvers now extend to 2029. Total liquidity, including undrawn revolver capacity, is equivalent to 21.9% of LTM revenue. American's liquidity is down from over $14 billion a year ago largely reflecting cash directed toward debt reduction. Liquidity is within American's medium-term target of $10-12 billion, and provides significant cushion against near-term market weakness. Scheduled debt principal payments are manageable in 2024 at $3.7 billion. Principal payments step up in 2025 to $5.3 billion and remain near $5 billion annually through 2028. Refinancing risk has decreased from prior reviews as American has taken steps to address its 2025 debt tower, which once stood at over $9 billion. Fitch expects American to address maturities through a combination of FCF and borrowing against new deliveries. The company also has options to leverage unencumbered assets or to re-tap existing secured financings if needed to address debt payments as they come due. EETC Liquidity Facilities: AAL 2021-1 The class A and B certificates feature a standard 18-month liquidity facility provided by Credit Agricole (A+/F1/Stable). AAL 2017-2 All three tranches of debt in this transaction feature 18-month dedicated liquidity facilities provided by National Australia Bank Ltd. (AA-/F1+/Stable). AAL 2017-1 All three tranches of debt in this transaction feature 18-month dedicated liquidity facilities provided by NAB (AA-/F1+/Stable). AAL 2015-1 The 'A' tranche features an 18-month dedicated liquidity facility provided by Credit Agricole (A+/F1/Stable). AAL 2014-1 The 'A' tranche features an 18-month dedicated liquidity facility provided by Credit Agricole (A+/F1/Stable). AAL 2013-2 The A tranche features an 18-month dedicated liquidity facility provided by Morgan Stanley (A+/F1/Stable). AAL 2013-1 The A tranche features an 18-month dedicated liquidity facility provided by Natixis (A/F1/Stable). LCC 2013-1 The class A certificates benefit from a dedicated 18-month liquidity facility. The liquidity facility provider is Natixis(A/F1/Stable). LCC 2012-2 The class A certificates benefit from a dedicated 18-month liquidity facility. The liquidity facility provider is Landesbank Hessen Theuringen Girozentrale (A+/F1+/Stable). LCC 2012-1 The class A certificates benefit from a dedicated 18-month liquidity facility. The liquidity facility provider is Natixis(A/F1/Stable). Issuer Profile American Airlines is one of three large network air carriers in the United States and is one of the largest airlines in the world as measured by available seat miles. 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 ----------- ------ -------- ----- American Airlines Group Inc. LT IDR B+ Affirmed B+ senior unsecured LT B- Affirmed RR6 B- American Airlines, Inc. LT IDR B+ Affirmed B+ senior secured LT BB Upgrade RR2 BB- American Airlines Pass Through Trust Certificates, Series 2021-1 senior secured LT A Affirmed A senior secured LT BBB Affirmed BBB American Airlines Pass Through Trust Certificates Series 2017-2 senior secured LT A Affirmed A senior secured LT BBB Affirmed BBB senior secured LT AA Upgrade AA- American Airlines Pass Through Trust Certificates Series 2017-1 senior secured LT BBB Affirmed BBB senior secured LT A- Affirmed A- senior secured LT AA- Upgrade A+ American Airlines Pass Through Trust Series 2015-1 senior secured LT BBB Affirmed BBB American Airlines Pass Through Trust Certificates, Series 2014-1 senior secured LT BBB Affirmed BBB American Airlines Pass Through Trust Certificates, Series 2013-1 senior secured LT BB Affirmed BB US Airways 2013-1 Pass Through Trust senior secured LT A Affirmed A US Airways 2012-2 Pass Through Trust senior secured LT A- Affirmed A- US Airways 2012-1 Pass Through Trust senior secured LT A Affirmed A AMERITRANS EXPRESS: Unsecureds to be Paid in Full in Plan --------------------------------------------------------- Ameritrans Express, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Virginia a Disclosure Statement describing Plan of Reorganization dated July 22, 2024. Ameritrans' main source of business revenue prior to its Chapter 11 bankruptcy filing was from numerous government contracts with the United States Postal Service ("USPS") for delivery of mail to various locations throughout the country. For certain periods, Ameritrans paid its drivers as independent contractors as opposed to employees. In 2022, the Wage and Hour Division of the U.S. Department of Labor ("WHD") investigated Ameritrans and determined that Ameritrans should have been compensating its drivers as employees and as a result had violated the Fair Labor Standards Act ("FLSA") and Service Contract Act ("SCA"). The Debtor filed its Chapter 11 case to restructure its debt after it defaulted on its Stipulation and Settlement Agreement with the Department of Labor which required Ameritrans to pay a total of $3,489,588.61 in back wages and liquidated damages plus interest to WHD to resolve its liability under the FLSA and SCA for violations occurring between April 1, 2019 and March 31, 2021. As a result of the default, the Department of Labor seized funds owed to Ameritrans pursuant to its government contracts with the USPS. Ameritrans no longer had any revenues coming into the company for its USPS contracts thus it could not pay its employees. In order to preserve the value of its estate and to reorganize, Debtor filed a petition under Chapter 11 of the Bankruptcy Code. The Debtor proposes to fund its Plan of Reorganization by contributing the proceeds from its claims against the USPS into the Plan. It is projected that this amount will be sufficient to make the proposed payments contained in his Plan of Reorganization. In its schedules, Ameritrans listed total secured claims of $3,329,094.46, priority unsecured claims in the amount of $2,187,189.60 and nonpriority unsecured claims in the amount of $3,155,963.96. Class 4 of the Plan consists of non-priority unsecured claims. Any funds received by wage claimant(s) from the Department of Labor (WHD) shall be credited toward such claimant's allowed claim in this case. Such claim shall be reduced by any amount paid by WHD. All Class 4 claims shall be in full upon receipt of proceeds from the USPS claim. Class 4 claims shall be paid in full on or before July 1, 2026. This class of claims is impaired. Class 5 of the Plan consists of the 100% equity interest of Frederick Amankwaa in the Debtor. Mr. Amankwaa shall retain his 100% equity interest in the Debtor. This class of claims is unimpaired. The Debtor's Plan depends upon the success of its claim against the USPS in its pending litigation before the United States Postal Service Board of Contract Appeals. A full-text copy of the Disclosure Statement dated July 22, 2024 is available at https://urlcurt.com/u?l=9DlBDb from PacerMonitor.com at no charge. Ameritrans Express LLC is represented by: VIVONA PANDURANGI, PLC Jonathan B. Vivona, Esq. 601 King Street, Suite 400 Alexandria, VA 22314 Tel: (703) 739-1353 Email: jvivona@vpbklaw.com About Ameritrans Express Ameritrans Express LLC is part of the general freight trucking industry. Ameritrans Express LLC sought relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 23-11055) on June 29, 2023. In the petition filed by Frederick Amankwaa, as owner, the Debtor estimated assets between $10 million and $50 million and liabilities between $1 million and $10 million. Judge Brian F. Kenney oversees the case. The Debtor is represented by Jonathan B. Vivona, Esq. at VIVONA PANDURANGI, PLC. APPLIED PEDIATRICS: Continued Operations to Fund Plan ----------------------------------------------------- Applied Pediatrics Inc. filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Plan of Reorganization dated July 22, 2024. The Debtor is a Georgia corporation which contract with Atlanta area public school districts to provide pediatric speech, occupational, and physical therapy and special education teacher staffing services (collectively, the "Business"). The Debtor's President and CEO is George Rosero. Mr. Rosero is the 100% owner of Debtor. Mr. Rosero is engaged on a full-time basis in Debtor's Business. Mr. Rosero is responsible for the day-to-day operations of the Business. The Debtor filed bankruptcy on April 23, 2024 to reorganize its financial affairs. As of the time of filing this Plan, Debtor is continuing to operate as a debtor-in-possession. This Plan deals with all property of Debtor and provides for treatment of all Claims against Debtor and its property. Class 7 shall consist of General Unsecured Claims. The Debtor will pay the Holders of Class 7 General Unsecured Claims in accordance with the Plan Payment Procedures. The allowed unsecured claims total $209,084.80. The Class 7 Claims are Impaired by the Plan and the holders of the Class 7 Claims are entitled to vote to accept or reject the Plan. Class 8 consists of the Interest Claims (i.e. claim of Debtor's sole owner based upon ownership of Debtor). George Rosero will retain his 100% interest in the Debtor. The Class 8 Claims are Unimpaired by the Plan. "Administrative and General Unsecured Creditors Payment" means the projected disposable income of the Debtor after payment of expenses and certain plan distributions which are projected to be received in the five-year-period following the Effective Date, which will be applied to make payments under the Plan. The Debtors shall pay the Administrative and General Unsecured Creditors Payment in satisfaction of its obligations to (i) administrative claims and (ii) Class 7 General Unsecured Creditors. The timing of such payments shall be as follows: Debtor shall pay the Administrative and General Unsecured Creditors Payment commencing on the 28th day of the first full month following the Effective Date and continuing by the 28th day of each subsequent month (or the next Business Day if the 28th day is not a Business Day) for a total of 60 months. Such payments shall be disbursed as follows: * First, to any allowed administrative expenses fees, including Professional Fees, until paid in full. Debtor anticipates and projects the following administrative expenses: (1) Jones & Walden, LLC, as counsel to the Debtors, and (2) Tamara Ogier as Subchapter V Trustee. * Upon payment in full of any allowed administrative expenses fees, including Professional Fees, all remaining payments shall be paid to Class 6 General Unsecured Creditors pro rata. * For the avoidance of doubt, the Priority or Secured Tax Claims of the Internal Revenue Service, Class 1, the Georgia Department of Revenue, Class 2, and he Governmental Units Not Otherwise Classified, Class 3, shall be treated as provided in their respective Classes. Upon confirmation, Debtor will be charged with administration of the Case. Debtor will be authorized and empowered to take such actions as are required to effectuate the Plan. Debtor will file all post-confirmation reports required by the United States Trustee's office. Debtor will also file the necessary final reports and may apply for a final decree after substantial consummation at such time as debtor deems appropriate unless otherwise required by the Bankruptcy Court. The source of funds for the payments pursuant to the Plan is Debtor's continued operations. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=i0QzOL from PacerMonitor.com at no charge. Attorney for the Debtor: Cameron M. McCord Jones & Walden LLC 699 Piedmont Ave. NE Atlanta, GA 30308 Telephone:(404) 564-9300 Email: cmccord@joneswalden.com About Applied Pediatrics Applied Pediatrics Inc. is a Georgia corporation which contract with Atlanta area public school districts to provide pediatric speech, occupational, and physical therapy and special education teacher staffing services (collectively, the "Business"). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-54094) on April 23, 2024. In the petition signed by CEO George S. Rosero, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Jeffery W. Cavender oversees the case. Cameron M. McCord, Esq., at Jones & Walden, LLC, is the Debtor's legal counsel. APPLIED UV: To Accept Bids on Assets Until Sept. 5 -------------------------------------------------- Applied UV, Inc. and Sterilumen, Inc. will be soliciting bids for certain assets until Sept. 5, according to a filing with the U.S. Bankruptcy Court for the Southern District of New York. Applied UV is selling 100% of the shares of Munn Works, LLC while Sterilumen is selling its replacement part division by online auction. To participate in the auction, interested buyers must submit a bid of at least $780,000 for the Munn Works shares and at least $930,000 for the replacement part division. The purchase price is exclusive of the buyer's premium, which is 10% of the bid amount. If more than one qualified bid is received, Auction Advisors will conduct an auction, with live bidding on the assets on Sept. 10, at 12:00 p.m. (prevailing Eastern Time). The winning bidder and back-up bidder will be selected at the auction. The hearing to approve the sale to the winning bidders is scheduled for Sept. 17. Objections are due by Sept. 13. 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 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 $500,001 to $1 million in assets and $1 million 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. ARGENTARIA REAL: Seeks to Hire Andrews Myers as Bankruptcy Counsel ------------------------------------------------------------------ Argentaria Real Estate, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Andrews Myers, PC as its bankruptcy counsel. The firm's services include: (a) assist, advise, and represent the Debtor relative to the administration of this Chapter 11 case; (b) assist, advise, and represent the Debtor in analyzing its assets and liabilities, investigate the extent and validity of liens and claims, and participate in and review any proposed asset sales or dispositions; (c) attend meetings and negotiate with the representatives of the secured creditors; (d) assist the Debtor in the preparation, analysis and negotiation of any plan(s) of reorganization and disclosure statement(s) accompanying any plan(s) of reorganization; (e) take all necessary action to protect and preserve the interests of the Debtor; (f) appear, as appropriate, before this court, the appellate courts, and other courts in which matters may be heard and to protect the interests of Debtor before said courts and the United States Trustee; and (g) perform all other necessary legal services in this case. The hourly rates of the firm's counsel and staff are as follows: Edward Ripley, Shareholder $700 T. Josh Judd, Shareholder $535 Lisa Norman, Shareholder $525 Paralegals $200 - $255 In addition, the firm will seek reimbursement for expenses incurred. The firm received an initial etainer in the amount of $7,500 from the Debtor. It received an additional retainer of $75,000. Mr. Judd 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: T. Josh Judd, Esq. Andrews Myers, PC 1885 Saint James Place, Suite 1500 Houston, TX 77056 Telephone: (713) 850-8218 Email: JJudd@andrewsmyers.com About Argentaria Real Estate Argentaria Real Estate LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Argentaria Real Estate LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-70155) on July 1, 2024. In the petition filed by Heriberto Vlaminck Ley, member & sole manager, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Eduardo V. Rodriguez oversees the case. T. Josh Judd, Esq., at Andrews Myers, PC serves as the Debtor's legal counsel. ARGO HARDWARE: Gets Approval to Hire Altmann Law Firm as Counsel ---------------------------------------------------------------- Argo Hardware, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Alabama to employ Altmann Law Firm, LLC as its general counsel. The firm's services include: (a) provide legal advice with respect to its powers and duties as Debtor in the continued management of its financial affairs and property; (b) prepare all necessary legal documents; (c) review all leases and other corporate papers and prepare any necessary motions to assume unexpired leases or executory contracts; and (d) perform any and all other legal services for the Debtor as may be necessary to achieve confirmation of a Chapter 11 plan. Steven Altmann, Esq., an attorney at Altmann Law Firm, will be compensated at his hourly rate of $350 plus reimbursement for expenses incurred. The firm received a retainer in the amount of $6,500 from the Debtor. Mr. Altmann 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: Steven D. Altmann, Esq. Altmann Law Firm, LLC 3940 Montclair Road, Suite 401 Birmingham, AL 35213 Telephone: (205) 882-5005 About Argo Hardware Argo Hardware, Inc., a company in Trussville, Ala., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ala. Case No. 24-40873) on July 29, 2024, with $175,746 in assets and $1,008,965 in liabilities. Glen Waldrop, president, signed the petition. Judge James J. Robinson presides over the case. Steven D. Altmann, Esq., at Altmann Law Firm, LLC represents the Debtor as bankruptcy counsel. ASSOCIATION MOTOR: Gets OK to Tap Rountree Leitman as Legal Counsel ------------------------------------------------------------------- Association Motor Club, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree, Leitman, Klein & Geer, LLC as its legal counsel. The firm's services include: (a) give the Debtor legal advice with respect to its powers and duties in the management of its property; (b) prepare on behalf of the Debtor necessary legal papers; (c) assist in examination of the claims of creditors; (d) assist with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and (e) perform all other legal services for the Debtor that may be necessary herein. The hourly rates of the firm's counsel and staff are as follows: William A. Rountree, Attorney $595 Will B. Geer, Attorney $595 Michael Bargar, Attorney $535 Hal Leitman, Attorney $425 David S. Klein, Attorney $495 William Matthews, Attorney $425 Alexandra Dishun, Attorney $425 Elizabeth Childers, Attorney $425 Ceci Christy, Attorney $425 Caitlyn Powers, Attorney $375 Shawn Eisenberg, Attorney $300 Elizabeth Miller, Paralegal $250 Tarsha Daniel, Paralegal $225 Megan Winokur, Paralegal $175 Doroty Sideris, Paralegal $175 Catherine Smith, Paralegal $150 Aaron Schrader, Law Clerk $175 The firm received a pre-petition retainer in the amount of $19,000 from the Debtor. Mr. Rountree 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 A. Rountree, Esq. Rountree Leitman Klein & Geer, LLC Century Plaza I 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Telephone: (404) 584-1238 Email: wrountree@rlkglaw.com About Association Motor Club Association Motor Club LLC, doing business as Auto Spa Bistro, is engaged in cleaning, washing, and/or waxing automotive vehicles. Association Motor Club LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-57098) on July 9, 2024. In the petition filed by Lemont Bradley, owner, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. William A. Rountree, Esq., at Rountree Leitman Klein & Geer, LLC serves as the Debtor's counsel. ATLANTIC HILLS: Plan Exclusivity Period Extended to Sept. 30 ------------------------------------------------------------ Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida extended Atlantic Hills, LLC, and its affiliates' exclusive periods to file a plan of reorganization and obtain acceptance thereof to Sept. 30 and Dec. 2, 2024, respectively. As shared by Troubled Company Reporter, Atlantic is a holding company, owning both Superior Power and Superior Golf. The Debtors Superior Power and Superior Golf were in the business of selling and/or renting golf carts, motorcycles and other recreational vehicles. Prior to the commencement of these cases, one or both of the Debtors Superior Power and Superior Golf operated out of locations with the following addresses: 2409 and 2411 N. Federal Hwy., Delray Beach, FL 33483, ("Delray Location"); and 260 N. Dixie Hwy., Boca Raton, FL 33432, ("Boca Raton Location"), (collectively referred to as the "Leased Premises"). The landlord for the Leased Premises is Investments Limited, ("Landlord"). Prior to the commencement of these cases, Sanchez Hughley, acted as the manager of the Debtors' businesses, and the man in charge of the day to day affairs. Due to certain concerns about the manner in which he was operating the business, on August 18, 2023, Hughley was terminated as a manager of the businesses. The Debtors claim that they needed to address the issues concerning the Leased Premises. The Debtors were not sure what businesses were being operated by Hughley out of the Leased Premises, the status of rental payments for use of the Leased Premises, and whether the Debtors expected to continue to use one or both of the Leased Premises on an on-going basis. Attorneys for the Debtors: Brian S. Behar, Esq. BEHAR, GUTT & GLAZER, P.A. DCOTA, Suite A-350 1855 Griffin Road Ft. Lauderdale, FL 33180 Tel: (305) 931-3771 Fax: (305) 931-3774 About Atlantic Hills Atlantic Hills, LLC filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 23-17432) on Sept. 15, 2023, with up to $50,000 in assets and $50,001 to $100,000 in liabilities. Judge Erik P. Kimball oversees the case. Brian S. Behar, Esq., at Behar, Gutt & Glazer, P.A., is the Debtor's legal counsel. BALLISTIC FABRICATION: Joseph Cotterman Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 14 appointed Joseph Cotterman as Subchapter V trustee for Ballistic Fabrication, LLC. Mr. Cotterman will be paid an hourly fee of $500 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Cotterman declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Joseph E. Cotterman 5232 W. Oraibi Drive Glendale, AZ 85308 Telephone: 480-353-0540 Email: cottermail@cox.net About Ballistic Fabrication Ballistic Fabrication, LLC, a company in Tucson, Ariz., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06403) on August 4, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Charles R. Hyde, Esq., at the Law Offices of C.R. Hyde, PLC represents the Debtor as bankruptcy counsel. BALLY'S CORP: Moody's Puts 'B2' CFR on Review for Downgrade ----------------------------------------------------------- Moody's Ratings placed the ratings of Bally's Corporation on review for downgrade including its B2 Corporate Family Rating, B2-PD Probability of Default Rating, Ba3 rated senior secured 1st Lien revolving credit facility and senior secured 1st Lien term loan B, and the company's Caa1 rated senior unsecured notes. The SGL-3 Speculative Grade Liquidity Rating remains unchanged. Previously, the outlook was negative. On July 25, 2024, Bally's announced that it will merge with The Queen Casino & Entertainment Inc., a regional casino operator which is majority owned by funds managed by Standard General L.P. ("Standard General"), in a cash merger where Bally shareholders will receive $18.25 per share unless they elect to retain and rollover their interest [1]. The top 3 holders of Ballys equity interests representing 47% of fully diluted shares, including Standard General, are rolling their shares and retaining their investment in the combined company. The proposed transaction is expected to close in the first half of 2025 and is subject to regulatory and shareholder approval. The ratings under review reflects the potential change in ownership, uncertainty regarding the ultimate capital structure and incremental debt levels, financial policy, and financial performance of the combined company. As such, governance risk considerations are material to this rating action. The review for downgrade will primarily focus on Bally's potential change in ownership, as well as the post-transaction capital structure of the company and potential for incremental debt. Further, Moody's will evaluate the company's governance and financial policies following the transaction, as well as the planned business combination with The Queen Casino & Entertainment Inc. and expected financial performance of the company. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Bally's credit profile considers the company's high leverage, which weakly positions the company at the current rating level. Key credit concerns include the very competitive nature of the online gaming industry, including in North America where the company will need to continue to invest to maintain its competitive position. Additional acquisitions or development opportunities, such as potentially developing a gaming resort facility in New York at its recently acquired golf course, or redeveloping the Tropicana casino site in Las Vegas, while uncertain, pose risk of elevating leverage for longer and would require significant capital investment. Positive credit considerations include product and geographic diversification resulting from acquisitions in past years, stronger performance in its core casinos and resorts segment with continued growth in international interactive business, as well as a lack of meaningful near-term maturities. An upgrade is not likely in the near term given the review for downgrade. A higher rating over the longer-term is possible if Bally's achieves and sustains debt/EBITDA below 6.5x. Ratings could be downgraded if Bally's maintains debt/EBITDA over 7.5x. Independent of leverage, a deterioration in liquidity could also lead to a downgrade. Bally's Corporation (NYSE: BALY) is a global casino-entertainment company with a portfolio of casinos and resorts and online gaming businesses. It currently owns and manages 15 casinos across 10 states, a golf course, and a horse racetrack in Colorado. The company operates with three reportable segments: (1) Casinos & Resorts; (2) North America Interactive, and (3) International Interactive. Revenue for the latest 12-month period ended March 31, 2024 was $2.47 billion. The principal methodology used in these ratings was Gaming published in June 2021. BEAR HAVEN: Amends First Foundation Secured Claims Pay ------------------------------------------------------ Bear Haven LLC submitted an Amended Disclosure Statement to accompany Second Amended Plan of Reorganization dated July 22, 2024. The Plan calls for the payment of general unsecured creditors in full with post-petition interest by November 15, 2024 or the Effective Date, whichever is later. The secured creditor's allowed claim will also be paid in full pursuant to the terms of its Promissory Note with the Debtor ("Note") within 9 months after the Court's entry of an order ruling on the Debtor's objection to the Claim of First Foundation and making a judicial determination as to the correct amount of the Allowed Secured Claim of First Foundation. A summary of creditor's treatment under the Plan is as follows: * General unsecured creditors shall be paid 100% of their allowed claims with post-petition interest at 4.72% per annum by November 15, 2024 or the Effective Date, whichever is later. * Senior secured creditor, 2409 College First Foundation 2018 Q0007, LLC, shall be paid 100% of its allowed claim pursuant to the terms of its Note with the modification that within 9 months after the Court's entry of an order ruling on the Debtor's objection to the Claim of First Foundation and making a judicial determination as to the correct amount of the Allowed Secured Claim of First Foundation. -- Default interest shall accrue pursuant to the Note prior to the payment in full of the allowed claim or judicial determination determining otherwise. -- While the Debtor will be filing a claim objection based on a claim dispute with First Foundation regarding in part the assertion of a default under the terms of a forbearance agreement and the amount of an allowed claim as a result, the confirmation of the Plan is not dependent on the result of the claim objection. -- The deadline for the Debtor to file the claim objection will now be by the Effective Date. * Priority unsecured tax creditors shall receive statutory treatment of five even annual payments pursuant to Section 1129(a)(9)(C) of the Bankruptcy Code and administrative creditors shall be paid their allowed claims in full on the Effective Date. * Priority and non-priority contingent and security deposit creditors shall be paid any deposit returns in full by equity holders of Bear Haven as their deposit returns come due. * Equity security holders in the Debtor shall retain their interests. Class 3 First Foundation will have its Allowed Secured Claim paid in full by the Debtor. The principal balance of the Allowed Secured Claim Amount shall be paid initially pursuant to an amortization schedule of monthly payments at the non-default contract interest rate and terms of the Debtor's Promissory Note with First Foundation. This shall include First Foundation receiving an impound from the Debtor for the payment of real property taxes and First Foundation paying such taxes from the impounded funds. Approximately 270 months are left on the term of the Promissory Note, and it bears per annum variable interest rate which shall be in the current approximate amount of 7.25% per annum pursuant to the Promissory Note as its nondefault contract rate. The Debtor estimates that the initial monthly payment to First Foundation would be in the approximate amount of $30,822 (principal and interest of $23,945, and the property tax impound of $6,877). The Allowed Secured Claim of First Foundation, including the principal balance and any arrearage owed under the Promissory Note and Deed of Trust, shall be paid by he Debtor in full within 9 months after the Court's entry of an order ruling on the Debtor's objection to the Claim of First Foundation and making a judicial determination as to the correct amount of the Allowed Secured Claim of First Foundation. Prior to this payment in full to First Foundation, the Allowed Secured Claim shall bear interest at the default rate under the Promissory Note which shall be approximately 12.25% per annum (non-default contract rate + 5 percent (5%)). Class 4A General unsecured creditors shall be paid in full with post-petition interest at 4.72 % per annum by November 15, 2024 or the Effective Date, whichever is later, their Allowed Claims. Debtor estimates general unsecured creditors' claims to be approximately $87,179.43 aggregate. The Debtor will continue to operate the Property as it has over the past several years and anticipates cash flow sufficient to pay the operating expenses of the Property and service the non-default rate principal and interest Note payment going forward. The Debtor's projections of its cash flow for the next five years though the debt service payment to First Foundation reflected in them will no longer be applicable upon the payment in full to First Foundation within 9 months after the Court determination as to the correct amount of the Allowed Claim of First Foundation. A full-text copy of the Amended Disclosure Statement dated July 22, 2024 is available at https://urlcurt.com/u?l=K3082U from PacerMonitor.com at no charge. Attorneys for the Debtor: Mark J. Giunta, Esq. Liz Nguyen, Esq. LAW OFFICE OF MARK J. GIUNTA 531 East Thomas Road, Suite 200 Phoenix, AZ 85012 Tel: (602) 307-0837 Fax: (602) 307-0838 E-mail: markgiunta@giuntalaw.com liz@giuntalaw.com - and - Stephen D. Finestone, Esq. Kimberly S. Fineman, Esq. FINESTONE HAYES LLP 456 Montgomery Street, 20th Floor San Francisco, CA 94104 Tel: (415) 209-5027 Fax: (415) 398-2820 E-mail: kfineman@fhlawllp.com About Bear Haven Bear Haven, LLC owns and operates a 17-unit apartment complex located at 2409 College Avenue, Berkeley, California 94704 near University of California Berkeley ("Property") primarily serving Berkeley students. The Debtor filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Cal. Case No. 23-40526) on May 8, 2023. In the petition signed by its managing member, Peter Palmer, the Debtor listed $6,819,255 in total assets and $3,691,299 in total liabilities. The Debtor tapped the Law Office of Mark J. Giunta as bankruptcy counsel and Finestone Hayes, LLP as local bankruptcy counsel. BERKSHIRE INVESTMENTS: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Berkshire Investments, LLC d/b/a Chicago Extruded Metals Company 1601 S. 54th Avenue Cicero, IL 60804 Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 24-11552 Judge: Hon. David D. Cleary Debtor's Counsel: Steven R. Jakubowski, Esq. ROBBINS DIMONTE, LTD. 180 North LaSalle Street, Suite 3300 Chicago, IL 60601 Tel: 312-456-0191 Fax: 312-782-6690 Email: sjakubowski@robbinsdimonte.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Patrick J. Balson as manager. 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/2DQIJ5I/Berkshire_Investments_LLC__ilnbke-24-11552__0001.0.pdf?mcid=tGE4TAMA BLACK DIRT: Amends Unsecured Claims Pay Details ----------------------------------------------- Black Dirt Farm, LLC, submitted a Second Amended Plan of Reorganization dated July 22, 2024. This Second Amended Plan of Reorganization proposes to pay creditors of the Debtor from cash flow from operations and future income. This Plan provides for one class of secured claims, one class of priority unsecured claims and one class of general unsecured claims. Unsecured creditors holding allowed claims will be paid pro-rata throughout the course of this plan nunc pro tunc, which as used herein indicates that distributions to general unsecured creditors will be paid in such a manner as to prorate payments among such creditors as if this plan were implemented from the outset. This Plan also provides for the payment of administrative and priority claims to the extent permitted by the Code in 60 installments. As of the date of filing, there are 33 months remaining in this case (case was confirmed on March 8, 2022 and payments began April 2022), and this plan proposes the payments herein over that time. The Debtor's plan, as modified, proposes to pay all secured creditors at a fair and equitable rate of interest on their calculated secured claims as adjusted to eliminate impermissible unearned interest, to the extent such claims have not been paid in full, such as with 777, with credit for all payments made to date. The Debtor proposes to pay all outstanding secured claims at the rate of 8% per annum, nunc pro tunc, and to complete the Plan within the time permitted under Section 1192 of the Code with all secured creditors paid not less than the value of their collateral plus a fair and equitable interest rate, all priority claims paid in full, and allowed unsecured claims paid pro-rata from the dedicated earnings of the Debtor. Class 3 Unsecured Priority Creditors: * The Debtor has paid the West Virginia State Tax Department priority claim of $1,050.00 in full in the first month following confirmation. * The Debtor has paid the Internal Revenue Service priority claim of $1,268.84 in full in the first month following confirmation. * The Debtor will pay Derik Livingston $66.67 per month over the remainder of the plan in accordance with the priority claim for wages in the amount of $2,500.00. As of May 31, 2024, Debtor has paid $300.00 on this claim. * The Debtor will pay Jonathan Austin $64.24 per month over the remainder of the plan in accordance with the priority claim for wages in the amount of $2,400.00. As of May 31, 2024, Debtor has paid $280.00 on this claim. Class 4 consists of Unsecured Creditors. Unsecured general claims will be pro-rata over the course of this plan, nunc pro tunc, without interest payable in equal monthly payments. To address and cure arrearages, the Debtor proposes the following additional provisions to ensure completion of this plan: * The Debtor will pay the Subchapter V Trustee not less than $13,008.65 per month, which will cover the remaining secured claims payable by the Trustee, as well as administrative fees and quarterly payments to unsecured creditors. * During the initial 4 months following confirmation, general unsecured creditors will receive no distribution. Upon payment of North Mill's claim, as proposed herein, in full, the $4,168.73 previously paid to North Mill will be distributed by the Subchapter V Trustee to any priority unsecured claims first and then to general unsecured claims in such amount required to make a pro-rata distribution among such general unsecured creditors nunc pro tunc. * Under this proposal, there will be no arrearages in plan payments going forward since this Second Modified Plan proposes an alternative treatment that will pay all allowed claims set forth above within the period remaining in this plan as if confirmed from the outset of this case. The Debtor will commence making its payments under the plan on the first day of the calendar month that follows the effective date of the plan. It will fund the plan payments from the income made in the ordinary course of its business. A full-text copy of the Second Amended Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=MnPEEs from PacerMonitor.com at no charge. Counsel for Debtor: Paul W. Roop, II, Esq. Roop Law Office LC P.O. Box 1145 Beckley, WV 25802-1145 Telephone: (304) 255-7667 Facsimile: (304) 256-2295 Email: bankruptcy@rooplawoffice.com About Black Dirt Farm Black Dirt Farm, LLC, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. W.Va. Case No. 21-50028) on April 11, 2021. At the time of the filing, the Debtor disclosed assets of up to $10 million and liabilities of up to $1 million. Judge B. Mckay Mignault oversees the case. The Debtor tapped Paul W. Roop, II, Esq., at Roop Law Office LC as legal counsel, Jonathan Bolen as manager, Kimberly Bolen as chief operating officer, and Paul M. Khoury as bookkeeper. BUCA DI BEPPO: Enters Ch. 11 Reorganization to Optimize Operations ------------------------------------------------------------------ Buca di Beppo, the renowned family-style Italian dining brand, announced on August 5, that it has voluntarily filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Northern District of Texas. The goal of the restructuring effort is to ensure a seamless transition and to position the brand for future success. This decision is aimed at optimizing operations and enhancing the dining experience for its valued customers. Buca di Beppo is restructuring 44 core locations and is in process of opening one new location. The company is committed to ensuring that the restaurants operate as usual, and all gift cards, reservations, and promotional services currently remain active and redeemable. "This is a strategic step towards a strong future for Buca di Beppo. While the restaurant industry has faced significant challenges, this move is the best next step for our brand. By restructuring with the continued support of our lenders, we are paving the way toward a reinvigorated future," said Rich Saultz, President. "Buca di Beppo has been a beloved gathering place for celebrations and memorable meals for many years, and we are enthusiastic about entering this next phase of our brand's story." William Snyder, Chief Restructuring Officer of Buca C, LLC, stated: "We believe this path will best allow us to continue to serve Buca's patrons and communities for many years to come. We are open for business in 44 locations, and we expect day-to-day operations to continue uninterrupted. We anticipate moving through this process as quickly and efficiently as possible to emerge as a stronger organization built for the future." Buca di Beppo appreciates the continued support of its customers, employees, and vendors as it looks forward to emerging from the bankruptcy process more resilient and well-positioned for the future. Gray Reed & McGraw LLP is serving as legal advisor. CR3 Partners LLC is serving as financial advisor and providing corporate leadership as Chief Restructuring Officer. Stout Capital, LLC is serving as investment banker. About Buca di Beppo: Founded in Minneapolis in 1993, Buca di Beppo restaurants embody the Italian traditions of food, friendship, fun, celebration, and hospitality. Dishes enjoyed for generations in villages throughout Italy inspire the menu, which features both Northern and Southern Italian favorites and delicious cocktails inspired by the region. While the food has pleased millions of palates from coast-to-coast, Buca di Beppo is equally famous for its quirky decor and upbeat atmosphere. For more information, visit bucadibeppo.com and follow along on Facebook, Instagram, TikTok or Twitter @bucadibeppo. BUCA TEXAS: Aug. 12 Deadline Set for Panel Questionnaires --------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of BUCA Texas Restaurants, L.P., 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/27nnvvdd and return by email it to Elizabeth Young -- Elizabeth.Young@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than 4:00 p.m., Central Standard Time, on August 12, 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 BUCA Texas BUCA Texas Restaurants, L.P., et al. are owners, operators, and franchisors of family-style Italian-American restaurants. With approximately 44 owned locations across 14 states and two international franchised locations, Buca di Beppo is known for its large portions, eclectic decor, and a festive atmosphere that encourages sharing and communal dining. BUCA Texas Restaurants and nine of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Texas, Lead Case No. 24-80058) on August 4, 2024. In the petition filed by Chief Restructuring Officer William Snyder, BUCA Texas disclosed $0 to $50,000 in assets against $10 million to $50 million in debt. Hon. Stacey G Jernigan presides over the cases. Gray Reed serves as bankruptcy counsel to the Debtors. CR3 Partners, LLC serves as financial advisor to the Debtors; Stout Capital, LLC serves as investment banker; and Stretto Inc. serves as claims and noticing agent. BURT ELECTRIC: Case Summary & 18 Unsecured Creditors ---------------------------------------------------- Debtor: Burt Electric & Communications, Inc. 622 Main Street Taft, CA 93268 Business Description: The Debtor is a construction company based in Taft, CA that specializes in electrical and communications. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Eastern District of California Case No.: 24-12295 Judge: Hon. Jennifer E Niemann Debtor's Counsel: Leonard K. Welsh, Esq. LAW OFFICES OF YOUNG WOOLDRIDGE, LLP 1800 30th Street, Fourth Floor Bakersfield, CA 93301 Tel: 661-327-9661 Fax: 661-327-1087 Email: lwelsh@youngwooldridge.com Total Assets: $435,505 Total Liabilities: $1,390,265 The petition was signed by Paul Burt as chief executive officer. A copy of the Debtor's list of 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/EDDSLUA/BURT_ELECTRIC__COMMUNICATIONS__caebke-24-12295__0007.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HIMTKUQ/BURT_ELECTRIC__COMMUNICATIONS__caebke-24-12295__0001.0.pdf?mcid=tGE4TAMA CAFARO CREATIONS: Jerrett McConnell Named Subchapter V Trustee -------------------------------------------------------------- The U.S. Trustee for Region 21 appointed Jerrett McConnell, Esq., at McConnell Law Group, P.A. as Subchapter V trustee for Cafaro Creations, LLC. Mr. McConnell 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. McConnell declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jerrett M. McConnell, Esq. McConnell Law Group, P.A. 6100 Greenland Rd., Unit 603 Jacksonville, FL 32258 Phone: (904) 570-9180 Email: info@mcconnelllawgroup.com About Cafaro Creations Cafaro Creations, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02284) on August 1, 2024, with $50,001 to $100,000 in assets and $500,001 to $1 million in liabilities. Judge Jason A. Burgess presides over the case. Bryan K. Mickler, Esq., at Mickler & Mickler represents the Debtor as legal counsel. CALSELECT INSURANCE: Unsecureds to Get 7.5 Cents on Dollar in Plan ------------------------------------------------------------------ Calselect Insurance Services filed with the U.S. Bankruptcy Court for the Central District of California a Plan of Reorganization for Small Business dated July 22, 2024. Calselect Insurance Services sells Allstate insurance products in California. The catalysts for filing this case come from co-debtor obligations with Debtor's principal, Sean McMullin, for loans with Wintrust Agent Finance and Mission Valley Bank to acquire pizza parlors under Pizza Fuoco, Inc. The loan with Wintrust Agent Finance was collateralized by Calselect while the loan with Mission Valley Bank was an unsecured claim with Calselect as a codebtor. This Plan of Reorganization proposes to pay creditors of Calselect Insurance Services from operating cash flow and future revenue. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at 7.5 cents on the dollar. This Plan provides for the payment of administrative and priority claims. Under the Plan, the Debtor will make the Plan Payments, as set forth in the Disposable Income Projections, on a quarterly basis to Creditors. Based on the Projections, the Debtor expects that it will have Cash sufficient to make each of the Plan Payments required to be made on each of the required payment dates, leaving $12,500 in available cash after the Effective Date as operating funds. The Plan Proponent's financial information shows that the Debtor will have projected disposable income of $7,500 per quarter. The Plan provides for a total term of 16 quarters absent the Plan being paid off earlier. Class 3 consists of all non-priority unsecured claims. Each allowed general unsecured claim, that is also an Allowed Claim, will receive a pro-rata portion of an estimated $120,896, to be paid in quarterly. Claim classification in Class 3 does not prevent Debtor from later objecting to the claim which would alter the disbursement schedule. Class 3.1 consists of undisputed general unsecured claims. Claims in this class will be paid a pro-rata portion of their Allowed Claims from the quarterly distributions, to be disbursed after all secured, administrative, and priority claims are paid. * JPMorgan Chase Bank, N.A. s/b/m/t Chase Bank USA, N.A. filed Claim 1 on April 5, 2024. This claim is paid as an administrative convenience claim in Class 5. * Capital One. This claim is paid as an administrative convenience claim in Class 5. * All other claims that are undisputed, general unsecured, Allowed Claims. These claims will be paid pro-rata with other Allowed Claims in Class 3. Class 3.2. Mission Valley Bank filed claim 2 on May 8, 2024. Debtor entered into a settlement agreement ("Settlement Agreement"). The Settlement Agreement is incorporated into Class 3.2 as claim treatment for Mission Valley Bank. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=eOFrFy from PacerMonitor.com at no charge. Counsel for the Debtor: Andy C. Warshaw, Esq. Financial Relief Law Center, APC 1200 Main Street, Suite G Irvine, CA 92614 Telephone: (714) 442-3319 Facsimile: (714) 361-5380 Email: awarshaw@bwlawcenter.com About Calselect Insurance Services Calselect Insurance Services is an Allstate insurance agency that offers personal and commercial lines of insurance. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 8:24-bk-10574-SC) on March 8, 2024. In the petition signed by Sean McMullin, president and secretary, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Scott C. Clarkson oversees the case. Andy C. Warshaw, Esq., at Financial Relief Law Center, APC, is the Debtor's legal counsel. CALUMET SPECIALTY: S&P Withdraws 'CCC+' ICR on Reorganization ------------------------------------------------------------- S&P Global Ratings withdrew its 'CCC+' issuer credit rating on Calumet Specialty Products Partners L.P. At the time of the withdrawal, S&P's outlook on the company was negative. S&P has already assigned ratings to the new parent entity, Calumet Inc., and will now publish all of our rating reports on this entity. This action follows Calumet's successful corporate reorganization and conversion from a master limited partnership to a corporation in July 2024. Going forward, the company will publish its financials at Calumet Inc. There is no change to the company's business, financials, or management following this change in filing entity. Consequently, S&P's rating considerations--including its assessments of the company's business risk profile, financial risk profile, and liquidity--are unchanged. CAMS AUTO: Seeks to Hire G & G Accounting Firm as Accountant ------------------------------------------------------------ Cams Auto Sales, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Tennessee to employ G & G Accounting Firm as its accountant. The Debtor requires an accountant to complete its Monthly Operating Report. The firm will receive a monthly fee of $195 and an additional fee of $150. Zouleth Gina Gonzalez, a certified public accountant at G & G Accounting Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Zouleth Gina Gonzalez, CPA CPA of G & G Accounting Firm 5100 Poplar Ave., Suite 2700 Memphis, TN 38137 Telephone: (901) 833-8839 Email: Zoulethgonzalez@outlook.com About Cams Auto Sales Cams Auto Sales, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tenn. Case No. 24-20322) on January 25, 2024, disclosing under $1 million in both assets and liabilities. Judge Denise E. Barnett oversees the case. The Law Office of John E. Dunlap serves as the Debtor's legal counsel. CARIBBEAN GRILL: Seeks to Hire BransonLaw as Bankruptcy Counsel --------------------------------------------------------------- Caribbean Grill & Roti Shop Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ BransonLaw, PLLC as its legal counsel. The firm's services include: (a) prosecute and defend any causes of action on behalf of the Debtor and prepare all necessary legal papers; (b) assist in the formulation of a plan of reorganization; and (c) provide all other legal services. The hourly rates of the firm's attorneys and paralegals range from $450 to $200. Prior to the petition date, the firm received a retainer in the amount of $6,038.50 and the filing fee of $1,738 from the Debtor. Jeffrey Ainsworth, Esq., an attorney at BransonLaw, 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 S. Ainsworth, Esq. BransonLaw, PLLC 1501 E Concord St. Orlando, FL 32803 Telephone: (407) 476-9855 About Caribbean Grill & Roti Shop Caribbean Grill & Roti Shop, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03776) on July 23, 2024, with up to $100,000 in assets and up to $500,000 in liabilities. Judge Lori V. Vaughan presides over the case. Jeffrey Ainsworth, Esq., at Bransonlaw PLLC represents the Debtor as legal counsel. CARPENTER TECHNOLOGY: S&P Alters Outlook to Pos., Affirms 'BB' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook to positive from stable and affirmed its 'BB' issuer credit rating on Carpenter. S&P also affirmed its 'BB' issue-level rating on the company's unsecured notes. S&P's recovery rating remains '3'. The positive outlook reflects the potential for a higher rating within the next 12-24 months if the company demonstrates a track record of several quarters of leverage at 2x or better. Carpenter is on track for record earnings over the next 12-24 months, which could drive leverage lower. The company's rolling 12 months EBITDA as of March 31, 2024, was $457 million, which is higher than its pre-pandemic annual average of about $356 million. S&P said, "We expect adjusted EBITDA of about $450 million to $500 million in fiscal 2024 (June 30 year-end), an increase of at least 50% over fiscal 2023. Carpenter continues to benefit from strong demand in its aerospace and defense, and medical end markets and from strong pricing, which we expect to continue over the next –two to three years. As a result, we believe the trend of robust earnings will continue with EBITDA likely to exceed $500 million in 2025 and 2026. The recovery in earnings continues to drive leverage lower and we now project debt to EBITDA of below 2x in fiscal 2024 and over the next 12-24 months, all of which compares favorably with 3.2x in fiscal 2023 and 6.9x in fiscal 2022. We expect free cash flow to turn positive in fiscal 2024, a reversal of the trend of negative free cash flow generation over the past two years. Over the past several quarters, Carpenter held increased levels of process inventory as the company ramped up production to meet increased demand. We also expect a release of funds from working capital as the company reduces inventory levels through increased productivity levels and material flow-through at key work centers, which could drive robust cash flow generation." Strong bookings and increasing lead times, in addition to product mix improvements, will support earnings and margin expansion. Carpenter continues to see a robust pipeline of orders as customers remain concerned about the surety of supply given challenges with the supply chain. As of March 31, 2024, Carpenter's backlog increased 12% year over year and is at 3x its pre-pandemic levels given increasing requests to extend or to secure new long-term contracts. Aerospace and defense and medical end markets remain the cornerstone of the company's revenues, accounting for about 60%-70% of revenues. Demand for air travel continues to surge toward record levels while ongoing world events have also caused defense customers to become very active in the market. The company continues to engage with customers to innovate new products in its medical end market, driven by increased use of robotics and minimally invasive surgeries. S&P believes these developments are supportive of continuous growth in earnings over our forecast period. The company also continues to improve its product mix, directing efforts toward higher-margined products, in line with its strategy of serving customers with high-value applications in high-growth markets. Additionally, Carpenter has implemented ongoing price increases in various markets, which have led to margins returning to pre-COVID levels. S&P forecasts margins of 16%-17% over its forecast period, which is higher than 11.4% achieved in 2023 and 6.7% in 2022. The positive outlook reflects the potential for a higher rating over the next 12-24 months if Carpenter maintains the current trajectory of strong earnings and cash flow. S&P expects strong demand fundamentals in aerospace and defense and medical end-markets will support ongoing margin expansion and improved profitability over its forecast period. S&P could raise its rating on Carpenter if the company sustains leverage of at least 2x or better, an indication of some cushion in the credit metrics to withstand earnings volatility. S&P could revise its outlook to stable if its earnings deteriorate significantly due to weakness in end markets or operational challenges. In such a scenario, S&P would expect leverage above 3x. COLONIAL GARDENS: Seeks to Hire The Meglio Group as Accountant -------------------------------------------------------------- Colonial Gardens Treton Proud, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of New Jersey to employ The Meglio Group, PC as accountant. The firm's services include accounting, bookkeeping, cash management, and business consulting. The firm will be paid at a monthly flat fee from each Debtor as follows: Colonial Gardens Trenton Proud LLC $4,000 Edgewood Gardens Trenton Proud LLC $1,000 Edgewood Commons Trenton Proud LLC $1,500 Edgewood Manor Trenton Proud LLC $450 Bruce Park Trenton Proud LLC $550 Sanhican Trenton Proud LLC $900 Steven Meglio, a certified public accountant at The Meglio 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: Steven O. Meglio, CPA The Meglio Group, PC 28 Bloomfield Avenue, Suite 100 Pine Brook, NJ 07058 Telephone: (973) 226-4300 Facsimile: (973) 396-3718 Email: office@thmegliogroup.com About Colonial Gardens Trenton Proud Colonial Gardens Trenton Proud LLC is primarily engaged in renting and leasing real estate properties. Colonial Gardens Trenton Proud and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Lead Case No. 24-16185) on June 20, 2024. In the petitions signed by Thomas J. Caleca, managing member, Colonial Gardens Trenton Proud disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Vincent F. Papalia oversees the cases. The Debtors tapped Douglas J. McGill, Esq., at Webber McGill LLC as counsel and The Meglio Group, PC as accountant. CONGREGATION BNAI: Taps KW Commercial Corona as Real Estate Agent ----------------------------------------------------------------- Congregation Bnai Chaim of Murrieta Hot Springs seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ KW Commercial Corona as its real estate agent. The Debtor needs a real estate agent to market and sell its property located at 29500 Via Princesa, Murrieta, California. The firm receive a commission of 5 percent of the property's gross sales price. Marshal Solis, a senior consultant at KW Commercial Corona, 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: Marshal Solis KW Commercial Corona Corona, CA Telephone (714) 917-9233 About Congregation Bnai Chaim Established in 1974, Congregation Bnai Chaim of Murrieta Hot Springs, a California nonprofit religious corporation, opened its synagogue in 1983 at 29500 Via Princesa, Murrieta, California 92563. The Debtor served the Conservative branch of Judaism for the community for about 200 families in the area. Congregation Bnai Chaim of Murrieta Hot Springs filed a voluntary Chapter 11 petition (Bankr. C.D. Cal. Case No. 23-15822) on Dec. 13, 2023, with $1 million to $10 million in assets and $100,001 to $500,000 in liabilities. Judge Mark D. Houle oversees the case. Till Law Group is the Debtor's legal counsel. COOPER-STANDARD AUTOMOTIVE: Moody's Ups CFR to Caa1, Outlook Stable ------------------------------------------------------------------- Moody's Ratings upgraded Cooper-Standard Automotive Inc.'s corporate family rating to Caa1 from Caa2 and the probability of default rating to Caa1-PD from Caa2-PD. At the same time, Moody's upgraded the senior secured first lien notes to B2 from B3, the secured third lien notes to Caa2 from Caa3 and the senior unsecured notes to Caa3 from Ca. The outlook is stable. The Speculative Grade Liquidity Rating was upgraded to SGL-3 from SGL-4. The upgrades reflect a strong rebound in earnings since 2022 that has led to significantly lower leverage, improved liquidity and reduced the risk of further debt restructuring under the still burdensome debt capital structure. Sustainable price adjustments and cost recoveries from customers, a transition to more index-based commodity input cost contracts and rigorous focus on continuous improvement have been instrumental in generating improved operating results. In addition, headcount reductions announced mid-2024 are expected to generate $20 million - $25 million in savings in the second half of 2024 and generate annualized savings of at least $40 million beginning in 2025. RATINGS RATIONALE Cooper-Standard's ratings reflect high leverage with debt-to-latest twelve months EBITDA of over 6.5x at March 31, 2024, modest returns and Moody's expectation for negative free cash flow through 2024. Since 2023, the company has stemmed the margin erosion it had experienced prior from operating inefficiencies caused by lower and uneven vehicle production volumes as well as a challenging cost input environment. Cooper-Standard maintains solid market positions in sealing systems, fuel and brake delivery systems and fluid transfer systems where demand fundamentals are largely drivetrain agnostic. A product mix skewed towards SUVs/CUVs and light trucks, including content on top selling vehicle platforms, helps mitigate the competitive, highly fragmented nature in core end markets. The stable outlook reflects Moody's expectation that supply chain cost reductions from lean initiatives and heightened focus on continuous improvement will help sustain current returns. Ongoing rationalization of the cost structure combined with higher margin new platform launches replacing lower performing programs should help offset the impact of softening global light vehicle production volumes and enable margin expansion through 2025. Cooper-Standard's SGL-3 Speculative Grade Liquidity Rating reflects Moody's expectation that the company will maintain adequate liquidity. Liquidity is supported by Moody's expectation for the company to maintain a cash balance of about $100 million even with negative free cash flow. Contributing to the cash shortfall is the expiration of the PIK options on the secured notes in 2025. Moody's do anticipate the company to make progress toward generating positive and sustainable free cash flow in 2025. The undrawn $180 million asset-based lending facility (ABL) had availability of $173 million at June 30, 2024. The ABL was amended May 2024, extending the expiration date to May 2029 and reducing the facility to $150 million from $180 million beginning March 2025. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded with an EBITA margin exceeding 5%, debt-to-EBITDA remaining below 5.5x and EBITA-to-interest approaching 1.5x. Continued progress towards generating positive, sustainable free cash flow, considering that the PIK options on the secured debt fall away in 2025, would also be important for an upgrade. The ratings could be downgraded due to the inability to maintain recent margin improvement and/or expectations for extended cash burn, straining overall liquidity. Indications that the debt capital structure is unsustainable or increased probability of additional debt restructuring could also lead to a rating downgrade. The principal methodology used in these ratings was Automotive Suppliers published in May 2021. Cooper-Standard Automotive Inc. is a global automotive supplier of sealing and trim, fuel and brake delivery systems and fluid transfer systems. Revenue for the twelve months ended June 30, 2024 was approximately $2.8 billion. CREDIT LENDING: Unsecureds to Get Share of Income for 3 Years ------------------------------------------------------------- Credit Lending Services, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement in support of Chapter 11 Plan of Reorganization dated July 21, 2024. The Debtor is in the business of auto lending and purchasing contracts from dealers at a discounted price. All the payments that come make up the Debtor's cash flow. The Debtor then uses this money received from customers to pay the ordinary expenses of employees, rent, insurance, repossession expenses, and the remaining funds are used to purchase new contracts. The Debtor collects each month the income from the existing contracts. The cash flow varies each month, but including the principal payments from customer the total payments received can range from $550,000 to $650,000. The Debtor's assets are primarily its accounts receivables and cash on hand. The value of PNB's interest in the accounts receivables is $9,258,646.20 as of the Petition Date. As of the date of this filing the value of the accounts receivables is approximately, $8,335,150 including contracts that are over 30 days old. The Debtor also has cash on hand in the amount of is $1,088,035.89. Under the Plan, the Debtor will pay PNB in full the secured loan debt. The remaining funds will be used to pay secured creditor SBA and the unsecured creditors. The Debtor will distribute its disposable net income over a six-month period to pay chapter 11 administrative expenses and pay 100% to general unsecured creditors over three years. The Plan proposes to pay holders of Allowed Administrative Claims, Priority Tax Claims, Unsecured Priority Claims and General Unsecured Claims an amount equal to Debtor's projected disposable income for three years (the "Total Plan Payments"). As shown in the Projections, the amount of the Total Plan Payments over three years will equal $234,893.21. Such payments will be made on an approximately monthly basis (each a "Monthly Payment") for three years, as shown in the Projections. Class 4 consists of all allowed general unsecured claims of the Debtor not included in any other class. Total aggregate amount of Class 4 claims is approximately $689,702. In full and final satisfaction of all allowed Class 4 claims against the Debtor, each holder of an allowed Class 4 claim shall receive a pro rata share of the Monthly Payments for up to three years, after payment in full of (1) all Allowed Administrative Claims, (2) all Allowed Priority Tax Claims and (3) all Allowed Priority Unsecured Claims. Class 4 will not receive interest on their claims. The Debtor may prepay amounts due Class 4 at any time without prepayment penalty. In the event of a default in payment, holders of Class 4 allowed claims may seek enforcement of Plan treatment in the Bankruptcy Court as their exclusive remedy with the Bankruptcy Court holding exclusive jurisdiction. Class 5 interest holders will retain their rights and interests without impairment. No member of Class 5 will be entitled to receive cash payments on account of its equity interests under the Plan. The Plan will be funded from the Debtor's cash on hand as of the Effective Date and from the Debtor's income from operations. A full-text copy of the Disclosure Statement dated July 21, 2024 is available at https://urlcurt.com/u?l=1WPAIW from PacerMonitor.com at no charge. Attorneys for the Debtor: Anthony J. Dutra, Esq. Tamar Terzian, Esq. Hanson Bridgett LLP 777 S. Figueroa Street, Suite 4200 Los Angeles, CA 90017 Phone: (323) 210-7747 Email: adutra@hansonbridgett.com tterzian@hansonbridgett.com About Credit Lending Services Credit Lending Services, Inc., is a provider of auto loans in California specializing in the purchase and servicing of auto loans through its network of automobile dealers, who have non-prime customers purchasing new and used vehicles. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-12182) on March 21, 2024, with $9,008,914 in assets and $10,521,125 in liabilities. Chad Spindler, shareholder, signed the petition. Judge Julia W. Brand presides over the case. Tamar Terzian, Esq., at Hanson Bridgett, LLP, is the Debtor's legal counsel. DAI US HOLDCO: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: DAI US Holdco Inc. 23000 Saddle Peak Road Topanga CA 90290 Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11326 Judge: Hon. Victoria S Kaufman Debtor's Counsel: Joseph Axelrod, Esq. GENERAL COUNSEL, IRWIN NATURALS (not attorney of record) 300 Corporate Pointe Suite 550 Culver City CA 90230 Tel: (310) 306-3636 ext. 3822 Email: joseph@irwinnaturals.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Klee Irwin as chief executive officer. The Debtor indicated in the petition it has no creditors holding unsecured claims. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YA4TKUQ/DAI_US_HOLDCO_INC__cacbke-24-11326__0001.0.pdf?mcid=tGE4TAMA DAVITA INC: S&P Rates New $1.0BB Senior Unsecured Notes 'BB-' ------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '5' recovery rating to DaVita Inc.'s proposed $1.0 billion senior unsecured notes due 2032. The '5' recovery rating indicates its expectation for modest (10%-30%; rounded estimate: 10%) recovery in the event of a default. S&P said, "At the same time, we raised our issue-level rating on DaVita's existing unsecured debt to 'BB-' from 'B+' and revised our recovery rating to '5' from '6'. "We expect the company will use the proceeds from the new unsecured debt, along with $1.0 billion of new incremental borrowings under its term loan A (TLA) facility, to repay its existing term loan B (TLB) due 2028 and the outstanding balance on its revolving credit facility. "We raised our issue-level rating on DaVita's existing unsecured debt and revised the recovery rating to reflect our expectation for improved recovery prospects in the event of a default. This incorporates our higher assumed emergence EBITDA for the company under our simulated default scenario, as well as the smaller amount of estimated secured debt outstanding as of the assumed default year (2029) due to its more-rapid amortization following the shift in the composition of its secured debt to include more TLAs and less TLBs. Our 'BB' issuer credit rating on DaVita is unchanged." The company maintains a strong market position in the consolidated dialysis sector. DaVita and its closest peer, Fresenius, hold combined market share of about 75% in the U.S. consolidated dialysis sector. This leading position enables the company to procure drugs and other supplies at lower prices. It also provides DaVita with stronger bargaining power when negotiating with commercial insurers. These advantages are important given the company's constrained reimbursement. S&P said, "We also believe the essential life-saving nature of dialysis somewhat mitigates the potential for legislation that would adversely affect its business. We currently do not expect any major adverse regulatory changes." S&P's ratings on DaVita also reflect its expectation its leverage will remain about 4x and that it will generate $1.0 billon-$1.5 billion of free operating cash flow over the next 12-24 months. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- DaVita's capital structure comprises a $1.5 billion revolving credit facility, a $2.219 billion (after the completion of the pending incremental addition) TLA, a $1.64 billion (after the refinancing) TLB, and $5.25 billion of senior notes. In addition, the company has about $100 million of acquisition obligations and other notes payable, which S&P does not rate and treat as priority debt. -- The EBITDA S&P uses for its recovery analysis (and its analysis more broadly) only incorporates the EBITDA from wholly owned subsidiaries and the company's share of EBITDA the generated by partially owned subsidiaries, excluding amounts attributable to third-party equity holders. -- S&P's simulated default scenario contemplates a decrease in reimbursement rates and higher operating costs related to labor and overhead, leading to a default in 2029. -- Given the critical life-saving role of dialysis treatment, S&P believes DaVita would remain a viable business and would reorganize rather that liquidate following a payment default. -- S&P valued the company on a going-concern basis using a 5.5x multiple of its projected emergence EBITDA. This multiple is consistent with those it uses for DaVita's peers with similar business positioning and scale. Simulated default assumptions -- Simulated year of default: 2029 -- EBITDA at emergence: $1,079 million -- EBITDA multiple: 5.5x Simplified waterfall -- emergence value (after 5% administrative costs): $5,639 million -- Valuation split (obligors/nonobligors): 76%/24% -- Priority claims: $102 million -- Remaining joint-venture value to be distributed: $1.249 million -- Collateral value available to secured lenders: $5,535 million -- Estimated secured debt at default: $4,733 million --Recovery expectations: 90%-100% (rounded estimate 95%) -- value available to unsecured claims: $802 million -- Estimated unsecured claims at default: $5,561 million --Recovery expectations: 10%-30% (rounded estimate: 10%) Notes: All debt amounts include six months of prepetition interest: DD MIND BODY: Gets OK to Hire Heilman Law as Bankruptcy Counsel --------------------------------------------------------------- DD Mind Body Health, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Heilman Law PLLC as its bankruptcy counsel. The firm's services include: (a) advise the Debtor with respect to its powers and duties in the continued management and operation of its business; (b) administer this case and oversee the Debtor's affairs; (c) prepare necessary legal papers; (d) appear in court and at meetings to represent the interests of the Debtor; (e) negotiate with creditors and other parties in interest; (f) serve as the Debtor's counsel in any adversary proceedings or other litigation related to this bankruptcy case; (g) prepare and prosecute a Chapter 11 plan of reorganization; and (h) perform all other legal services for the Debtor in connection with this Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Ryan Heilman, Attorney $395 Paralegal $135 In addition, the firm will seek reimbursement for expenses incurred. Mr. Heilman 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: Ryan Heilman, Esq. Heilman Law PLLC 40900 Woodward Ave., Suite 111 Bloomfield Hills, MI 48304 Telephone: (248) 835-4745 Email: ryan@heilmanlaw.com About DD Mind Body Health DD Mind Body Health, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-46480) on July 3, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge Lisa S. Gretchko presides over the case. Ryan Heilman, Esq., at Heilman Law PLLC represents the Debtor as legal counsel. DEJ GRADING: Gets OK to Tap McGrath North Mullin & Kratz as Counsel ------------------------------------------------------------------- DEJ Grading, LLC received approval from the U.S. Bankruptcy Court for the District of Nebraska to employ McGrath North Mullin & Kratz, PC, LLO as its bankruptcy counsel. The firm's services include: (a) perform all necessary services as the Debtor's bankruptcy counsel; (b) advise the Debtor with respect to its powers and duties in the continued management and operation of its business and property; (c) attend meetings and negotiate with creditors and other parties-in-interest; (d) take all necessary action to protect and preserve the Debtor's estate; (e) prepare, or coordinate preparation, on behalf of the Debtor of all legal papers necessary to the administration of its estate; (f) take any necessary action on behalf of the Debtor to obtain approval of a disclosure statement and confirmation of a plan of reorganization; (g) represent the Debtor in connection with any potential post-petition financing; (h) appear before the court, any appellate courts, and the United States Trustee and protect the interests of Debtor's estate before those courts and the United States Trustee; and (i) perform all other necessary legal services to the Debtor in connection with this Chapter 11 case. The firm will be compensated according to their standard hourly rates plus out-of-pocket expenses. Prior to the petition date, the firm received a total retainer in the amount of $36,571.51 from the Debtor. Lauren Goodman, Esq., an attorney at McGrath North Mullin & Kratz, 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: Lauren R. Goodman, Esq. McGrath North Mullin & Kratz P.C. LLO First National Tower, Suite 3700 1601 Dodge Street Omaha, NE 68102 Telephone: (402) 341-3070 Facsimile: (402) 341-0216 Email: lgoodman@mcgrathnorth.com About DEJ Grading DEJ Grading, LLC, doing business as Jorgensen Grading, is a family-owned company that provides grading and excavation services throughout the Omaha metro and surrounding area serving commercial and residential clients. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Neb. Case No. 24-40561) on June 20, 2024, with $3,455,122 in assets and $3,854,612 in liabilities as of March 31, 2024. Dane Jorgensen, president, signed the petition. Judge Thomas L. Saladino presides over the case. Lauren R. Goodman, Esq., at McGrath North Mullin & Kratz, PC LLO represents the Debtor as legal counsel. DEL MONTE: S&P Lowers ICR to 'SD' on Announced Recapitalization --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on U.S.-based Del Monte Foods Inc. to 'SD' (selective default) from 'CCC-' and its issue-level rating on its first-lien term loan to 'D' from 'CCC-'. Del Monte Foods Inc. has restructured its debt and entered into a new super-priority first-out term loan that will have first-out lien priority against all assets securing the company's existing term loan. The company also transferred collateral securing its existing term loan to a new wholly-owned subsidiary to secure the new term loan. The downgrade follows Del Monte's announcement of a debt restructuring that S&P views as distressed. On Aug. 2, 2024, Del Monte entered into a new first-out credit facility totaling $240 million (including $30 million funded by the participating lenders in an escrow facility) that will have a first-out lien priority against all assets securing the company's term loans. The existing term loan will have a second-out and third-out lien priority behind the first-out tranche. We view this transaction as distressed due to the company's weak operating performance, liquidity constraints, the distressed trading prices of its debt in the secondary market, as well as the junior lien priority of its existing term loan relative to the newly issued tranche. Under the transaction, the company will move assets to a new wholly-owned subsidiary as collateral for the new loan. Del Monte announced that: -- The super-priority, first-out tranche will comprise $240 million of new capital provided by participating lenders. This tranche will have a first out lien priority on the term loan collateral ahead of the existing term loan; -- The second-out and third-out tranches will comprise the rolled-up amounts from the original term loan. While these tranches will have a first lien on all non-ABL assets, they will nevertheless be subordinated to the first out tranche relative to that collateral. The size of the second and third out tranches will be determined by existing lenders' decision whether or not to participate in the new first-out tranche. All three tranches of the new term loan will mature in August 2028, which is earlier than the maturity of the existing term loan. Del Monte will use the proceeds from the new first-lien, first-out debt mostly to repay the outstanding borrowings under its asset-based lending (ABL) revolver and fund the working capital requirements associated with its current pack season. If the company's parent, Del Monte Pacific Ltd. (DMPL), contributes $30 million of funds by Aug. 31, 2024, these funds will be returned to the first-lien, first-out lenders. If DMPL does not provide the contribution by this deadline, the funds from the escrow facility will be converted into first-out debt. However, if DMPL provides its contribution between Aug. 31, 2024, and Jan. 31, 2025, the proceeds will be used to repay the first-out facility. S&P said, "We believe the ABL lenders have maintained the same priority position that they held prior to the transaction and will benefit from a 100 bps increase in the facility's interest rate. Therefore, we believe the restructuring does not include the ABL facility. "We plan to reevaluate our ratings on Del Monte upon the completion of the transaction to reflect its new capital structure and liquidity position. We plan to reassess our ratings on the company over the near term. We intend to review Del Monte's credit profile and reassess our recovery ratings based on its new capital structure. Our review will focus on the long-term viability of the company's capital structure, its recent performance, and our forward-looking opinion of its creditworthiness, including its high leverage and significantly increased interest burden, which will further suppress its cash flow generation." DJK ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: DJK Enterprises, LLC d/b/a Thelma Keller Convention Center d/b/a Holiday Inn Effingham d/b/a TK Grille Restaurant 1301 Avenue of MidAmerica Effingham, IL 62401 Business Description: The Debtor is part of the traveler accommodation industry. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Southern District of Illinois Case No.: 24-60126 Debtor's Counsel: Larry E. Parres, Esq. LEWIS RICE LLC 600 Washington Suite 2500 Saint Louis, MO 63101-1311 Tel: 314-444-7600 Email: lparres@lewisrice.com Estimated Assets: $10 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Chris Keller as president and member. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5C2E6CQ/DJK_Enterprises_LLC__ilsbke-24-60126__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. AEP $17,000 1 Riverside Plaza Columbus, OH 43215-2372 2. Ameren $4,700 370 S Main St Decatur, IL 62523 3. Ascentium Groove Tech $2,885 PO Box 11407 Birmingham, AL 35246-3059 4. Bank of Hillsboro $14,000 PO Box 310 Hillsboro, IL 62049 5. Blue Cross Blue Shield $21,741 1501 N Plano Rd Ste #100 Richardson, TX 75081 6. Clean Laundry Funding $30,481 12935 Gravois Rd. Saint Louis, MO 63127 7. Discover Business $11,900 PO Box 6103 Carol Stream, IL 60197-6103 8. Effingham Asset $10,500,000 Funding, LLC 2093 Philadelphia Pike, #5041 Claymont, DE 19703 9. HD Supply $16,347 Facilities Maintenance PO Box 509058 San Diego, CA 92150-9058 10. Home Depot Pro $5,500 PO Box 509058 San Diego, CA 92150 11. Jansens Heating and Air $6,900 11984 E US Highway 40 Effingham, IL 62401 12. Nuxoll $4,000 1211 S Banker Street Effingham, IL 62401 13. Oracle Hospitality $6,500 2300 Oracle Way Austin, TX 78741 14. Royal Banks of Missouri $13,486,879 8021 Olive Boulevard Saint Louis, MO 63130 15. SBA Eidl Loan $503,000 PO Box 3918 Portland, OR 97208-3918 16. Sysco Food Group $55,000 1 Sysco Drive Lincoln, IL 62656 17. US Foods $4,600 PO Box 504854 Saint Louis, MO 63150-8454 18. US Small Business $500,000 Administration Covid EIDL Servicing Center 14925 Kinsport Rd. Fort Worth, TX 76155-2240 19. Weis Insurance $15,000 2101 South Banker St Effingham, IL 62401 20. Wente Plumbing $14,500 and Fire Protection 1700 S Rainey Effingham, IL 62401 DOTLESS LLC: Seeks to Extend Plan Exclusivity to October 7 ---------------------------------------------------------- Dotless, LLC, is asking the U.S. Bankruptcy Court for the Southern District of Florida to extend its exclusivity period to file its Amended Chapter 11 Plan and Disclosure Statement to October 7, 2024. The Debtor claims that it has been working with the chief creditor in this matter, the Secretary of Housing and Urban Development towards a potential consensual plan treatment and resolution of the Debtor's Objection to Claim. As per the previous requests to extend, the parties have agreed to conduct mediation to attempt to resolve this matter. Due to scheduling conflicts, the parties were unable to schedule mediation until August 23, 2024. The Debtor explains that due to the mediation date being after the date currently set for expiration of exclusivity and the filing of the Amended Plan, the Debtor seeks entry of an Order, pursuant to section 1121(d) of the Bankruptcy Code, extending the Exclusivity Period by 60 days, through and including October 7, 2024. The Debtor asserts that it is in the process of attempting to negotiate a consensual plan. The plan will propose funding of the plan by payment through the Debtor's principal providing new value. This will provide for the secured creditors' payments under the plan and provide a return for the general unsecured creditors which they would not receive upon liquidation. The Debtor further asserts that it has consistently proceeded toward reorganization in good faith during the pendency of this matter. The Debtor is in the process of negotiating plan treatments with creditors. Additionally, the requested extension will not harm any party in interest to this matter, and the Debtor has good prospects to confirm a plan that will be best achieved without the burden and expense of having potentially competing plans being pursued by multiple parties. Dotless, LLC is represented by: Nicholas G. Rossoletti, Esq. Bilu Law, PA 2760 W. Atlantic Blvd. Pompano Beach, FL 33069 Telephone: (954) 596-0669 Facsimile: (954) 427-1518 Email: nrossoletti@bilulaw.com About Dotless LLC Dotless, LLC was organized in the State of Utah in 2021 to serve as a holding company for the purchasing and sale of real property throughout the United States. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-19341) on Nov. 13, 2023. In the petition signed by Aaron Pace, manager, the Debtor disclosed under $1 million in both assets and liabilities. Judge Mindy A. Mora oversees the case. Nicholas G. Rossoletti, Esq., at Bilu Law, PA, serves as the Debtor's counsel. DRF LOGISTICS: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: DRF Logistics, LLC 7171 Southwest Parkway Building 300, Suite 400 Austin, Texas 78735 Business Description: Headquartered in Austin, Texas, the Debtors are providers of domestic ecommerce parcel services, as well as cross-border logistics services, operating approximately $35 billion in total addressable market and working with over 350 customer brands, including leading retailers and marketplaces. The Debtors' domestic parcel services include delivery, returns, underlying client and consumer-facing software. The Debtors' cross-border services include modular delivery solutions to over 200 destinations. Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Southern District of Texas Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- DRF Logistics, LLC (Lead Case) 24-90447 DRF, LLC 24-90446 Judge: Hon. Christopher M Lopez Debtors' Attorneys: Gabriel A. Morgan, Esq. Clifford W. Carlson, Esq. WEIL, GOTSHAL & MANGES LLP 700 Louisiana Street, Suite 3700 Houston, Texas 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 Email: Gabriel.Morgan@weil.com Clifford.Carlson@weil.com - and - Ray C. Schrock, Esq. Ronit J. Berkovich, Esq. Lauren Tauro, Esq. Alexander P. Cohen, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 Email: Ray.Schrock@weil.com Ronit.Berkovich@weil.com Lauren.Tauro@weil.com Alexander.Cohen@weil.com Debtors' Restructuring Advisor: TRIPLE P RTS, LLC AND TRIPLE P SECURITIES, LLC 300 North LaSalle, Suite 1420 Chicago, IL 60654 Debtors' Claims, Noticing & Solicitation Agent and Administrative Advisor: STRETTO, INC. 410 Exchange, Suite 100, Irvine, CA 92602 Estimated Assets (on a consolidated basis): $100 million to $500 million Estimated Liabilities (on a consolidated basis): $100 million to $500 million The petitions were signed by Eric Kaup as chief restructuring officer. Full-text copies of the petitions are available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QYO343Y/DRF_Logistics_LLC__txsbke-24-90447__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/CGMOLDI/DRF_LLC__txsbke-24-90446__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. Priority Express Courier LLC Transportation $2,308,936 Attn.: Derek Ryder 30 Technology Parkway South, Suite 200 Peachtree Corners, Georgia 30092-2925 Email: derek.ryder@capstonelogistics.com 2. Spot Freight Transportation $2,136,291 Attn.: Hayden Janney 141 S Meridian Street Indianapolis, Indiana 46225-1029 Phone: (317) 635-6207 Email: hjanney@spotinc.com 3. XPO Logistics LLC Transportation $1,704,360 Attn.: Tyson McGhee 13777 Ballantyne Corporate Place Charlotte, North Carolina 28277-4411 Phone: (980) 495-8409 Email: tyson.mcghee@rxo.com 4. Ambi Robotics Inc. Lease Plans Production $1,573,056 Attn.: Sandra Kazee Equipment 4070 Halleck Street Emeryville, California 94608-3532 Phone: (510) 922-9146 Email: sandra@ambirobotics.com 5. United Parcel Service Inc. Transportation $1,570,166 Attn.: Andy Galushko 55 Glenlake Parkway NE Atlanta, Georgia 30328-3474 Phone: (203) 281-2611 Email: agalushko@ups.com 6. Hackbarth Delivery Servies Inc. Transportation $1,539,603 Attn.: Eva Loraine 3504 Brookdale Drive North Mobile, Alabama 36618-1101 Email: eloraine@hackbarthdelivery.com 7. Kelly Services Temp Labor Contingent $1,415,860 Attn.: Basant Abraham Labor 999 W Big Beaver Rd Troy, Michigan 48084-4716 Phone: (248) 273-4141 Email: basant.abraham@kellyocg.com 8. Trilogy Leasing Company LLC Production $1,415,330 Attn.: Jeff Liebenthal Equipment P.O. Box 87618 Dept. 2079 Chicago, Illinois 60680-0618 Email: jliebenthal@trilogyleasing.com 9. Allen Lund Company LLC Transportation $1,344,615 Attn.: Ben Tinker 4529 Angeles Crest Highway La Canada, California 91011-3247 Phone: (800) 777-6142 Email: ben.tinker@allenlund.com 10. Geodis Ireland Limited USD Transportation $677,485 Attn.: Christopher Stokes Unit 1, Dublin Airport Logistics Park St. Margaret's Road, Co. Dublin, K67 N237 Ireland Phone: 353-01-8263000 Email: christopher.stokes@geodis.com 11. US Pack Logistics LLC Transportation $646,492 Attn.: Michael McLendon 2251 Lynx Lane, Suite 5 Orlando, Florida 32804-4729 Phone: (667) 701-1986 Email: michael.mclendon@gouspack.com 12. Its National LLC Transportation $627,611 Attn.: Albert Rosette 50 West Liberty Street, Suite 401 Reno, Nevada 89501-1944 Phone: (577) 501-3405 Email: arosette@its4logistics.com 13. Veritiv Operating Company Office Support $598,750 Attn.: Joseph Santos 1000 Abernathy Road NE, Bldg. 400 Atlanta, Georgia 30328-5614 Phone: (262) 549-9400 Email: joseph.santos@veritivcorp.com 14. KTR NJ IV LLC CO PROLOGIS Real Expense $586,154 Attn.: Paul Rosen 1800 Wazee Street Suite 500 Denver, Colorado 80202-2526 Email: prosen@prologis.com 15. TForce Final Mile LLC Transportation $549,182 Attn.: JR Harrelson 14881 Quorum Drive, Suite 700 Dallas, Texas 75254-7069 Phone: (800) 930-3177 Email: JR.Harrelson@tforce.com 16. Bloomington Owner LLC Rent Expense $546,092 Attn.: Marybell Aguirre Bloomington Logistics Center Anaheim, California 92806-5816 Email: Marybell.aguirre@trasnwestern.com 17. Xtreme Xpress Inc. Transportation $534,635 Attn.: Benny Hernandez 8676 Live Oak Avenue Fontana, California 92335-3172 Phone: (909) 452-7608 Email: bhernandez@xtremexpress1.com 18. Geodis Logistics Customs, Duty $514,858 Netherlands, Inc. & Tax Attn.: Amine Saadoune UNIT 1 DUBLIN AIRPORT LOGISTICS PAR ST MARGARETS, Ireland K67 N23 Email: amine.saadoune@geodis.com 19. Bogdan Delivery LLC Transportation $512,155 Attn.: Chris Reed 19613 81sth Avenue, Suite A Kent, Washington 98032-1600 Phone: (877) 826-4326 Email: chris@bogdandelivery.com 20. Amazon.com Sales Inc. Product $487,759 Attn.: Tony Palmer Support PO Box 81207 Seattle, Washinton 98108-1207 Phone: (469) 703-4555 Email: plnth@amazon.com 21. Pro-Med Delivery Inc. Fleet Vehicles $439,287 Attn.: Imad Ghandour 51305 Celeste Shelby Township, Michigan 48315-2943 Phone: (586) 532-6300 Email: ighandour@promeddelivery.com 22. MailatinAmerica S.A. Customs, Duty $432,504 Attn.: Rina Lee & Tax Rincon 487 APTO 1001 Montevideo, Uruguay 11000 Phone: 541152186307 Email: rlee@mailamericas.com 23. STAT Delivery Service Inc. Transportation $405,913 Attn.: Ray Elizondo P.O. BOX 56358 Hayward, California 94545-6358 Phone: (510) 351-3339 Email: elizondo@statdel.com 24. Penske Truck Leasing Co L.P. Transportation $328,997 Attn.: Carey Melz 10801 Goodnight Lane Dallas, Texas 75220-2447 Email: Carey.melz@penske.com 25. Barkbox Customer $325,000 Attn.: Jeffrey Awong 221 Canal Street New York, New York 10013 Email: Jawong@barkbox.com 26. Barcodes LLC Product $314,604 Attn.: Nick Bruett Support 200 W Monroe Street, 10th Floor Chicago, Illinois 60606-5075 Phone: (800) 351-9962 Email: nbruett@barcodesinc.com 27. National Presort Inc. Production $303,875 Attn.: Terry Wilkins Equipment 14901 Trinity Boulevard Fort Worth, Texas 76155-2611 Phone: (214) 634-2288 Email: terry.wilkins@npisorters.com 28. Waltco Inc. Transportation $302,941 Attn.: Ryan Walters P.O. Box 12087 Green Bay, Wisconsin 54307-2087 Phone: (920) 884-7465 Email: ryan.walters@waltcoinc.com 29. UAC International Pty Ltd. Transportation $301,040 Attn.: Mark Kellet 751 Port America Place, Suite 425 Grapevine, Texas 76051-7626 Phone: 817 964183 Email: mark.kellet@uac.biz 30. Used Cardboard Boxes Inc. Material $286,472 Attn.: Christy Schalk Handling 4032 Wilshire Blvd. Suite 402 Grapevine, Texas 76051-7626 Phone: (323) 724-2500 Email: christyschalk@usedcardboardboxes.com DYNASTY ACQUISITION: Fitch Hikes LongTerm IDR to 'B+', Outlook Pos. ------------------------------------------------------------------- Fitch Ratings has upgraded Dynasty Acquisition Co. Inc.'s (StandardAero [SA]) Long-Term Issuer Default Rating (IDR) to 'B+' from 'B-'. Fitch has also upgraded the company's ABL revolver to 'BB+'/'RR1' from 'BB-'/'RR1', and first-lien secured revolver and first-lien term loan to 'BB'/'RR2' from 'B+'/'RR2'. The Rating Outlook is Stable. The two-notch upgrade reflects SA's pro forma business and financial profiles following its growth investment in the LEAP and CFM-56 engine platforms. These programs are expected to be completed by early 2025 and should increase revenue visibility, profitability, diversification, growth and stability. Fitch forecasts the company's EBITDA leverage will decline below 5.0x by FY 2025, while FCF will remain positive and improve over the next two to four years. Rating concerns include the company's exposure to the aviation industry's supply chain constraints, as well as airlines retiring older aircraft, which typically require much greater maintenance, repair and overhaul (MRO) services. However, Fitch incorporates steadily paced retirements into its forecasts, and this risk is likely to be mitigated by growth in the LEAP engine platform. Key Rating Drivers Positive Considerations Support Credit Profile: SA's ratings are supported by its strong market position, diversification and the high regulation of aircraft maintenance, which is likely to increase. Revenue is also typically highly visible, allowing the company to effectively manage working capital. Fitch projects positive FCF beginning in 2024, as industry tailwinds drive revenue and EBITDA growth. Deleveraging Below 5.0x: Fitch forecasts SA's EBITDA leverage (debt/EBITDA) will steadily decline toward the mid-4.0x level by YE 2025. The company's financial structure is highly important due to the recent fragility of the aviation industry. However, Fitch believes this risk is partially offset by the company's strategic profile, strong market position, and capacity for near-term debt reduction due to its cash flow generation. Deleveraging risk include potential debt-funded acquisitions that could term-out ABL balances, failure to execute on outstanding contracts, or unexpected negative FCF. SA's private equity ownership is a potential rating risk because the sponsor Carlyle could influence financial policy and capital allocation. However, Fitch does not anticipate that SA will pursue debt-funded dividends over the rating horizon, which would materially affect its credit profile. Strong Market Position, Supported by Certifications: SA's market position is strong and defensible. It is one of the largest independent commercial aviation MRO companies in the world and has longstanding relationships with the largest aerospace engine OEMs. Performing this work requires OEM authorizations and regulatory certifications for each engine program, which are expensive and take a long time for new entrants to acquire. SA's wide range of program certifications and strong OEM relationships are major differentiators from its peers and create a defensible barrier against competition. Most of its contracts span more than 10 years and often last through the life of an engine. SA has been able to renew all of its contracts due to consistent execution and longstanding customer relationships. LEAP Award: SA was awarded a license to perform MRO services for CFM's LEAP engine in 2023. Fitch believes the LEAP engine strongly supports SA's positive trajectory, providing revenue visibility, diversification, growth and stability. The engine will remain in service for several decades on two of the largest and growing aircraft programs, Boeing's (BBB-/Negative) 737MAX aircraft and Airbus's (A-/Positive) A320neo family, as well as Comac's C919. Fitch does not anticipate the program will represent a significant portion of SA's total revenue until around 2025, but will quickly become and remain its largest program through at least the end of the current decade. Positive FCF in 2024: Fitch projects SA will generate positive FCF over the next three to four years on average despite a recent drag from working capital fluctuations and meaningful investment to service the LEAP engine program over the next few years. As revenue and EBITDA continue to grow in 2024 and beyond, these working capital flows and capex investment should normalize, reducing the headwind to positive FCF. Predictable Revenue: SA's ratings are supported by its predictable revenue during a normal operating environment due to highly regulated aircraft and engine maintenance requirements. This visibility was temporarily disrupted during the pandemic when airlines grounded a significant portion of their fleets and delayed external maintenance by using more spare parts. However, visibility on customers' needs has significantly improved since mid-2020. Contract and Geographic Diversification: Fitch believes diversification across programs, geography and end markets further reduces the risks arising from a loss of any individual contract. SA estimates it has a top three market share on over 12 of the world's largest engine programs, including the CF34 and PW 100/150, which should continue to grow over the next several years. Expansion into the LEAP program has further bolstered its position. Execution Risk: Fitch believes continued operational execution is a priority for SA. Fitch expects instances of poor execution would likely diminish the company's currently strong reputation and could result in customers switching to SA's competitors. However, SA does not have a history of material contract cancellations in recent years and has a very experienced management team, which Fitch believes would be capable of navigating potential challenges. Supplemental Acquisitions: Fitch expects SA will continue to supplement organic growth with incremental bolt-on acquisitions, in line with its strategy over the past few years. Fitch believes the company will be able to partially fund future purchases with internally generated cash, but could incur additional debt for larger transactions. SA could pursue tactical transactions to acquire additional certifications or improve diversification over time. The company has historically drawn on its ABL facility to fund transactions, and the facility could remain a funding source depending on the magnitude of the transactions, though Fitch anticipates it would subsequently repay those shorter-term borrowings. Derivation Summary SA's IDR is supported by the company's lesser degree of cyclicality compared with OEs, and stable and predictable revenue stream, which Fitch considers strong for the 'B' category. The company's leverage and financial structure are important factors to the rating, and have begun to improve towards historical levels since mid-2020. The company's leading market position was also a consideration in deriving the rating, and is reinforced by the company's portfolio of certifications and diversification. SA is well positioned as the largest independent MRO provider in the world, although competition exists from OEMs and inhouse airline MRO operations. No country ceiling, parent/subsidiary linkage or operating environment factors were in effect for these ratings. Key Assumptions - Revenue continues to grow by double digits per year between 2024 and 2026 as air traffic and flight capacity improves and the company begins to ramp LEAP engine work in 2024-2026; - EBITDA margins expand modestly from scale and operational efficiencies; - Cash outflows from working capital continues as the company builds inventory back up to meet demand and revenue growth; - Capex towards 1.0% and 1.5% of revenue over the next few years following one-time investments in 2023 and 2024; - Debt repayment predominantly from scheduled amortization over the forecasted period; - Modest incremental acquisitions are possible but not explicitly assumed; small purchases between $30 million and $150 million would be funded with cash from balance sheet or temporary ABL draw; larger transactions could require incremental debt; - No dividends are projected in Fitch's forecasts. Recovery Analysis The recovery analysis assumes that SA would be considered a going-concern in bankruptcy and that the company would be reorganized rather than liquidated. A 10% administrative claim is assumed in the recovery analysis. Fitch assumes $475 million as the going-concern EBITDA in the analysis, which is above its previous $410 million assumption. Fitch assumes the ramp up in LEAP engine servicing would result in structurally higher EBITDA generation during a hypothetical bankruptcy scenario compared to 2023, as the company has completed a majority of startup work to incorporate the program. Fitch's assumption represents a reasonable going-concern expectation upon emergence from a hypothetical bankruptcy. Fitch's recovery analysis assumes the catalyst for a restructuring would likely be liquidity/refinancing issues stemming in part from temporary deterioration in the business that would recover post-emergence. However, other scenarios could contribute to the company's significant deterioration, including if poor contract execution causes several periods of significant cash outflows and a materially negative hit to the company's reputation or if the company incurs significant cash costs from failure to integrate acquisitions. Fitch assumes SA will receive a going-concern recovery multiple of 6.5x EBITDA under this scenario. Fitch considers this multiple to be toward the upper middle range of recovery multiples assigned to companies in the Aerospace & Defense sector. Fitch's recovery assumptions are based on SA's industry-leading reputation, variable cost structure, solid and predictable backlog, diversified contract and certification portfolio, strong market position, and high industry barriers to entry. Each of these factors would likely support the company's ability to recover from severe distress in the case of hypothetical bankruptcy. Fitch also considered the meaningful execution risk and potential for cost overruns, though unlikely. Most of the defaulters in the Aerospace & Defense sector observed by Fitch in recent bankruptcy case studies were smaller in scale, had less diversified product lines or customer bases and were operating with highly leveraged capital structures. Fitch generally assumes a fully drawn first lien revolver in its recovery analyses since credit revolvers are tapped as companies are under distress. Fitch assumed the company's $400 million ABL revolver was 85% drawn, which demonstrates the contraction of the borrowing base as a company becomes distressed. This is in line with other examples observed in bankruptcy studies. The 'BB+' rating and Recovery Rating of 'RR1' on the ABL revolver are based on Fitch's recovery analysis under a going-concern scenario, which indicates outstanding recovery prospects. The 'BB' rating and Recovery Rating of 'RR2' on the company's first lien term loan and senior secured revolver would indicate strong recovery prospects for the credit facility. RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA leverage (total debt/EBITDA) below 4.5x for a sustained period, coupled with a corresponding financial policy by management to maintain these levels; - Structural improvement in the aviation market contributes to sustained mid-single-digit FCF; - EBITDA interest coverage ratio greater than 2.7x over a sustained period. Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Material contract cancellations caused by weakened reputation or inability to secure certifications on future engine programs; - EBITDA interest coverage ratio less than 2.0x over a sustained period; - EBITDA leverage sustained above 5.3x. Liquidity and Debt Structure Adequate Liquidity: Fitch believes that SA's liquidity will be greater than $600 million over the rating horizon, comprised of greater than $100 million in cash over the next several years, as well as a combination of availability under its ABL facility and revolving credit facility. Liquidity, along with internally generated cash, should be sufficient to cover near term expenses such as working capital growth, debt amortization and capex. The company's capital structure includes a senior secured ABL facility, senior first lien revolver and senior first lien term loan B. The company also has private unsecured notes. Issuer Profile StandardAero, Inc. is the world's largest independent provider of MRO services for the commercial, business jet, and military aviation markets. ESG Considerations Dynasty Acquisition Co., Inc. has an ESG Relevance Score of '4' for Financial Transparency due to the timing and disclosure of financial statements, which could have a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. 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 ----------- ------ -------- ----- Dynasty Acquisition Co., Inc. LT IDR B+ Upgrade B- senior secured LT BB Upgrade RR2 B+ senior secured LT BB+ Upgrade RR1 BB- EKSO BIONICS: Reports Net Loss of $2.4 Million in Fiscal Q2 ----------------------------------------------------------- Ekso Bionics Holdings, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.4 million on $5 million of revenue for the three months ended June 30, 2024, compared to a net loss of $4.2 million on $4.7 million of revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, the Company reported a net loss of $5.8 million on $8.7 million of revenue, compared to a net loss of $8.6 million on $8.8 of revenue for the same period in 2023. As of June 30, 2024, the Company had $27 million in total assets, $14.9 million in total liabilities, and $12.1 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/45scv38n About Ekso Bionics Holdings San Rafael, Calif.-based Ekso Bionics Holdings, Inc. designs, develops, and markets exoskeleton products to augment human strength, endurance, and mobility. As of March 31, 2024, the Company had $29 million in total assets, $15 million in total liabilities, and $14.1 million in total stockholders' equity. San Francisco, Calif.-based WithumSmith+Brown PC, the Company's auditor since 2010, issued a 'going concern' qualification in its report dated March 4, 2024, citing that the entity has an accumulated deficit at December 31, 2023, and, since inception, has suffered significant operating losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. EL DORADO GAS: Court OKs Sale of Property to Herman, 2 Other Buyers ------------------------------------------------------------------- Dawn Ragan, the Chapter 11 trustee for El Dorado Gas & Oil, Inc., got the green light from the U.S. Bankruptcy Court for the Southern District of Mississippi to sell personal property owned by the company and World Aircraft, Inc. in a private deal. The property includes trucks, trailers and spare parts, which the companies used to operate their businesses in Texas. The property will be sold "free and clear" of encumbrances, with any liens to attach to the net proceeds. Herman Energy Investments, LLC, Bullzeye Oilfield Services, LLC and Hydraulic Exchange, LLC offered $910,000, $500,000 and $375,000, respectively. First Service Bank and GrayStreet Partners, the companies' lenders, have consented to the sale of the property. Both have secured interests in substantially all of the companies' personal property. 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. EL DORADO GAS: Over 300 Energy Assets Up for Online Auction ----------------------------------------------------------- Liquidity Services (NASDAQ: LQDT), a leading global commerce company powering the circular economy, has partnered with Tiger Group, a major asset valuation, advisory and disposition services provider, to sell energy equipment and related assets on behalf of national energy services firm El Dorado Gas & Oil, Inc as part of a series of court-ordered online auctions related to the organization's bankruptcy (Bankruptcy Case No. 23-51715). More than 300 energy assets based in Alice, Texas and Tilden, Texas are currently available until August 13, 2024 on AllSurplus.com. "This online auction represents a strong opportunity for oilfield and well services companies to enhance their oilfield pumping, fracking, and tractor fleets," said Nick Taylor, Liquidity Services senior vice president and managing director, Capital Assets Group. "In addition to the strong value inherent to a bankruptcy liquidation, the equipment in this sale has high utility, given the wide array of oilfield equipment available in this auction." The auction contains a mix of high-value energy assets including a SPN Trailer Mounted Pump, a 2018 Bar H Welding Sand Separator Trailer, a 2017 Wier SPM Frac Pump Trailer, and more. To view and bid on the available equipment, which have no buyer's premium, visit AllSurplus.com. For more about Tiger Group, visit TigerGroup.com. About AllSurplus AllSurplus is the world's leading online marketplace for surplus business assets, ranging from heavy equipment to transportation and industrial machinery. AllSurplus is the smartest, fastest way to sell inventory and equipment as sellers can directly launch and manage their listings in just days with more control and lower fees than traditional auction solutions. AllSurplus is powered by one of the most experienced and trusted companies in the surplus industry: Liquidity Services (NASDAQ:LQDT), which has supported millions of customers across the globe. AllSurplus buyers have direct access to all the surplus assets across Liquidity Services' network of marketplaces in one centralized location. 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. 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. EL DORADO GAS: Trustee Gets Court OK to Hold Auction on Aug. 13 --------------------------------------------------------------- Dawn Ragan, the Chapter 11 trustee for El Dorado Gas & Oil, Inc., received approval from the U.S. Bankruptcy Court for the Southern District of Mississippi to auction off assets of the company and World Aircraft, Inc. The assets up for sale include equipment, machinery and other personal property used to operate the companies' businesses located at 4560 TX-359, Alice, Texas, and at 221 FM 99, Tilden, Texas. The trustee, through the brokerage firm Tiger Capital Group, LLC, will hold an auction virtually on Aug. 13, at 10:00 a.m. (Central Time). The trustee, in consultation with the companies' lenders, will determine the "highest or best bids" for the assets at the conclusion of the auction, according to her attorney, R. Michael Bolen, Esq., at Hood & Bolen, PLLC. The property will be sold "free and clear" of liens, with such liens to attach to the net proceeds. First Service Bank and GrayStreet Partners, the companies' lenders, have consented to the sale of the property. Both have secured interests in substantially all of the companies' personal property. A list of the property is available for free at: http://bankrupt.com/misc/ElDoradoGas_August13Auction1.pdf http://bankrupt.com/misc/ElDoradoGas_August13Auction2.pdf 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. ENTERPRISE CHARTER: Fitch Hikes LongTerm IDR to B, Outlook Positive ------------------------------------------------------------------- Fitch Ratings has upgraded Enterprise Charter School, NY's (ECS) Long-Term Issuer Default Rating (IDR) to 'B' from 'CCC'. Fitch has also upgraded approximately $6.1 million in outstanding par (FYE 2023) series 2011A tax-exempt revenue bonds issued by the Buffalo and Erie County Industrial Land Development Corporation on behalf of ECS to 'B' from 'CCC'. The Rating Outlook is Positive. Entity/Debt Rating Prior ----------- ------ ----- Enterprise Charter School (NY) LT IDR B Upgrade CCC Enterprise Charter School (NY) /General Revenues/1 LT LT B Upgrade CCC The 'B' ratings reflect ECS' healthy balance sheet, sound operations, and student enrollment at capacity, tempered by two years of weak operations amid significant charter renewal uncertainty. During fiscal years 2022 and 2023, ECS had unbalanced operations, bond covenant violations and enrollment pressure while the school faced tenuous charter renewal prospects. Uncertainty regarding successive charter renewals was a key driver of Fitch's prior 'CCC' ratings, as without its charter, ECS would cease to operate, making bond default a real possibility. With the recent reauthorization of ECS' charter effective July 1, 2024 through June 30, 2027, and the school's continued strong financial profile, Fitch has upgraded ECS two notches to 'B' and into the next higher rating category. The three-year renewal provides for a period of stabilization but is short of New York State's maximum five-year renewal period, indicating continued vulnerability to charter uncertainty. Fitch's 'B' rating category indicates that material default risk is present, but a limited margin of safety remains. The upgrade also reflects recent favorable governance and financial achievements. ECS hired a new CEO with prior experience at high-performing charter schools and expanded its board's expertise and oversight. The school also made infrastructure upgrades that provide greater transparency to and accountability for its financial and academic goals. In addition, ECS met bond covenant requirements for fiscal year 2024 (unaudited) and projected for fiscal year 2025. The Positive Outlook is supported by Fitch's forward-looking stress scenario that indicates ECS' operations and leverage meet criteria for higher, even investment-grade, ratings. However, to achieve ratings closer to its financial profile, the school will need to demonstrate the academic progress required to renew its charter for a three- to five-year period in 2027. SECURITY The bonds are secured by a pledge of ECS' gross unrestricted revenues, a first mortgage lien on the school's facilities, and a cash-funded debt service reserve fund sized to maximum annual debt service (MADS). KEY RATING DRIVERS Revenue Defensibility - 'Midrange' ECS has a history of stable enrollment of about 400 students across the K-8 grade spectrum, except during the 2022 and 2023 academic years, when enrollment dipped to the low-to mid-300s. Management expects to exceed budgeted enrollment of 402 in fall 2024 and maintains wait lists for all grades. New York State's per pupil reimbursement rate of over $15,000 is favorable compared to other states. ECS' sound enrollment and student demand is offset by very weak academic performance compared against BPS and New York State absolute proficiency levels. Some of the academic weakness reflects the school's disproportionately high percentage of economically-disadvantaged students. Nationally, this demographic group experienced significant learning loss during the pandemic. Compared with BPS schools with similar socioeconomic demographics, ECS achieved better academic growth over the past two years. Final benchmarks for ECS' charter through 2027 are being finalized with BPS and will likely include both relative and absolute academic proficiency targets. ECS anticipates meaningful improvement in academic performance in the coming years. This expectation is based on new leadership with external experience at high-performing charter schools, technology and infrastructure upgrades to ensure accountability for academic performance, and improved faculty and student engagement. Operating Risk - 'Midrange' Following two years of weak operating performance in fiscal years 2022 and 2023, ECS' Fitch-calculated cash flows in fiscal year 2024 (unaudited) rebounded to a healthy 18%. This is generally consistent with its performance prior to 2022. Several non-recurring items depressed fiscal 2022 and 2023 margins. During those years, the school did not meet full enrollment targets after publicity over non-renewal of the charter in 2021. This reduced ECS' aggregate per-pupil funding, its primary source of revenues. In addition, substantial legal costs were incurred during litigation with BPS over the charter renewal. Management also made important infrastructure and systems investments. By fiscal year 2024, enrollment and revenues returned to historical levels, and most one-time costs were expended. Management has budgeted conservatively for fiscal year 2025, during which they expect to achieve solid cash flows. Management's strong degree of control in managing its workforce costs, which are not governed by collective bargaining agreements, contributes to adequate expenditure flexibility. However, there are limitations on the ability to reduce teacher headcount, since doing so could impair already weak academic performance. ECS' fixed carrying costs for maximum annual debt service (MADS) and pension contributions are moderate at less than 15% of 2024 expenditures. The school participates in two state-sponsored cost-sharing multiple employee defined benefit pension plans, the New York State Teachers' Retirement System (TRS) and New York State and Local Employees' Retirement System (ERS). Required pension contributions were about 5% of expenditures in fiscal 2024, in line with the school's five-year average. MADS represented approximately 9% of fiscal 2024 expenditures. Fitch expects carrying costs to remain manageable, given strong New York State pension funding practices and natural expenditure growth. Financial Profile - 'a' ECS' leverage metrics are consistent with a strong financial profile assessment. At FYE 2024 (unaudited), available cash of approximately $5.4 million compared favorably at approximately 72% of Fitch-calculated adjusted debt of about $7.7 million ($5.5 million of debt and $2.2 million of Fitch-adjusted estimated net pension liabilities). Net debt-to-cash flow remains favorably under 4x throughout Fitch's forward-looking stress scenario. These strong measures are tempered somewhat by total adjusted debt that exceeds annual revenues. Following two consecutive years of not meeting the 1.1x debt service coverage ratio (DSCR) and receiving waivers from bondholders, ECS has calculated a 1.27x DSCR for fiscal year 2024 (unaudited). Management's budgets for fiscal year 2025 and future years include close monitoring of projected DSCRs to ensure covenant requirements are met. Newly implemented software and oversight procedures including regular board review of forecasts support ongoing covenant compliance. ECS is also subject to a 7% liquidity ratio of available funds-to-cash operating expenditures. This requirement has consistently been met with ample headroom. ECS maintains a strong financial profile even through a Fitch-modeled forward-looking scenario that incorporates expectations of its future revenues, expenses, capital and debt plans. No additional debt is expected. Fitch's scenario results are then stressed with the effects of a potential economic downturn. ECS' performance under the Fitch forward-looking stress scenario indicates that its operations and leverage meet criteria for higher, even investment-grade, ratings. To achieve higher ratings more representative of its financial profile, however, ECS will need to improve prospects for uncontested charter renewals for three- to five-year terms starting in 2027. Fitch considers the current charter renewal risk to be an 'Asymmetric Risk' that weighs on the ratings. Asymmetric Additional Risk Considerations Charter Renewal Risk: ECS' charter renewal prospects remain vulnerable to continued uncertainty. The school has experienced several years of contentious charter renewals and weak, though improving, academic performance. ECS' current charter was renewed for three years instead of the maximum five years allowed in New York State. ESG - Group Structure: Enterprise Charter School's viability is contingent on ongoing charter renewal, which remains vulnerable to continued uncertainty. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to meet the benchmarks laid out for charter renewal in 2027; - Significant and sustained deterioration in cash flows resulting in debt service coverage close to or below the 1.1x DSCR requirement under bond documents; - Weakening of available cash on the balance sheet resulting in Fitch-calculated cash-to-adjusted debt below 40%. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Demonstrable and sustained achievement towards benchmarks for charter renewal in 2027 while maintaining current balance sheet and operating metrics, including achievement of bond covenants; - Finalization of current charter benchmarks that address both relative and absolute proficiency standards, with a realistic plan to achieve the benchmarks. PROFILE Enterprise Charter School opened in 2003 in Buffalo, NY. The school serves around 400 students in grades K-8, with over 90% of students considered to be economically disadvantaged. ECS is authorized by BPS and had its charter renewed seven times but never for the full five-year maximum term possible in New York State. The school's current three-year charter will expire on June 30, 2027. In 2021 BPS decided not to renew ECS' charter citing lack of progress in academic performance compared to the local school district. The school filed a lawsuit with the New York State Supreme Court against BPS, arguing that the school board did not comply with proper procedure in reaching its decision not to renew ECS' charter. The New York State Supreme Court judge granted ECS a preliminary injunction, allowing the school to continue normal operations through the 2021-2022 academic year. ECS and BPS subsequently reached a settlement that allowed ECS to operate through academic year 2024 and provided for benchmarks for which the next charter would be issued for five years. ECS replaced its CEO effective November 2023 and adopted a system to increase enrollment of students with special needs. In addition, ECS exceeded the academic conditions to secure a five-year renewal in 2024 under the terms of the settlement agreement with BPS. However, the New York State Education Department (NYSED), citing the school's low absolute proficiency scores, recommended that BPS limit the new charter to three years. ECS and BPS accepted NYSED's three-year recommendation. ECS' new CEO has experience at other high-performing charter schools and implemented various systematic and infrastructure improvements. The school has also expanded the expertise on its board and has increased the board's oversight and accountability controls of the school's operations. Management reports a strong and supportive relationship with BPS following the recent changes. ESG Considerations Enterprise Charter School has an ESG Relevance Score of '5' for Group Structure due to ongoing charter renewal uncertainty. This has a negative impact on the credit profile and is highly relevant to the rating, resulting in prior downgrades and a lower current rating. 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. FASTLINE CARGO: Seeks to Hire McDowell Law as Bankruptcy Counsel ---------------------------------------------------------------- Fastline Cargo, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ McDowell Law, PC as its bankruptcy counsel. The firm will assist and advise the Debtor concerning its responsibilities and in the formulation and confirmation of a plan of reorganization. The hourly rates of the firm's professionals are as follows: Ellen McDowell, Attorney $450 Joseph Riga, Attorney $450 Robert Braverman, Attorney $450 The firm received a retainer in the amount of $15,000 from the Debtor. Ms. McDowell 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: Ellen M. McDowell McDowell Law, PC 46 West Main Street Maple Shade, NJ 08052 Telephone: (856) 482-5544 Facsimile: (856) 482-5511 Email: emcdowell@mcdowelllegal.com About Fastline Cargo Fastline Cargo, LLC filed its voluntary petition for Chapter 11 protection (Bankr. D.N.J. Case No. 24-17484) on July 29, 2024, listing $2,722,053 in assets and $4,566,107 in liabilities. Amanjot Kaur, chief executive officer, signed the petition. Ellen M. McDowell at McDowell Law, PC serves as the Debtor's legal counsel. FULL CIRCLE: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor: Full Circle Lawn Care LLC DBA Guaranteed Plants and Florist 108 Summit Avenue Belford, NJ 07718 Case No.: 24-17892 Business Description: Full Circle specializes in the creative design, professional installation and maintenance of landscape plantings, walkways, patios, retaining walls. Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court District of New Jersey Debtor's Counsel: Allen I. Gorski, Esq. GORSKI & KNOWLTON PC 311 Whitehorse Ave Suite A Hamilton, NJ 08610 Tel: 609-964-4000 Fax: 609-528-0721 Email: agorski@gorskiknowlton.com Total Assets: $257,100 Total Liabilities: $2,365,186 The petition was signed by Timothy Hikade as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/L7TUDZQ/Full_Circle_Lawn_Care_LLC__njbke-24-17892__0001.0.pdf?mcid=tGE4TAMA GILDED GRAPE: 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 The Gilded Grape Winery, 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 The Gilded Grape Winery The Gilded Grape Winery, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01149) on August 2, 2024, with $50,001 to $100,000 in assets and $100,001 to $500,000 in liabilities. Judge Caryl E. Delano presides over the case. David Lampley, Esq. at F&l Law Group, P.A. represents the Debtor as legal counsel. GLOBAL BENEFITS: Hearing on Sale of Domain Name Set for Aug. 13 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey is set to hold a hearing on Aug. 13 on the proposed sale of Global Benefits Group, Inc.'s asset. The company is selling its domain name "GBG.com" to GB Group, PLC for $125,000, "free and clear" of liens, claims, encumbrances and interests. The domain name is unencumbered and all proceeds from the proposed sale will directly benefit the company's bankruptcy estate and creditors, according to the company's attorney, S. Jason Teele, Esq., at Sills Cummis & Gross, P.C. The transaction will be set up at Escrow.com by Hilco Digital Assets, acting as the facilitator of the transaction. GB Group will pay all Escrow.com fees, which are estimated to be 15% of the purchase price or $18,750. About Global Benefits Group Global Benefits Group, Inc., operating in conjunction with its affiliates and subsidiaries, is a global insurance service company servicing health, life, disability, and travel insurance for a client base that spans multinational corporations, expatriates, international students, high net-worth individuals, international schools, and non-profit organizations. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 24-16134) on June 18, 2024, with $1,927,677 in assets and $11,981,444 in liabilities. Joseph Schwartz, Esq., at Riker Danzig Scherer Hyland & Perretti, LLP serves as Subchapter V trustee. Judge Christine M. Gravelle presides over the case. The Debtor tapped S. Jason Teele, Esq., at Sills Cummis & Gross P.C. as legal counsel; Getzler Henrich & Associates, LLC as financial advisor; and Omni Agent Solutions as claims and noticing agent. GLOBAL SUPPLIES: Jolene Wee Named Subchapter V Trustee ------------------------------------------------------ The U.S. Trustee for Region 2 appointed Jolene Wee of JW Infinity Consulting, LLC as Subchapter V trustee for Global Supplies NY Inc. Ms. Wee will be compensated at $615 per hour for work performed in 2024. In addition, the Subchapter V trustee will receive reimbursement for work-related expenses incurred. Ms. Wee declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Jolene E. Wee JW Infinity Consulting, LLC 447 Broadway 2nd Fl #502 New York, NY 10013 Telephone: (929) 502-7715 Facsimile: (646) 810-3989 Email: jwee@jw-infinity.com About Global Supplies NY Global Supplies NY Inc. is a distribution service provider in New York. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. N.Y. Case No. 24-43232) on August 1, 2024, with $1,115,425 in assets and $3,633,514 in liabilities. Samuel Y. Seidenfeld, president, signed the petition. Judge Elizabeth S. Stong presides over the case. Rachel S. Blumenfeld, Esq., at the Law Office of Rachel S. Blumenfeld, PLLC represents the Debtor as bankruptcy counsel. GLOBAL VALUES: Gets Court Nod to Sell Assets by Auction ------------------------------------------------------- Global Values, Inc. and Global Values VT, LLC got the green light from the U.S. Bankruptcy Court for the Middle District of Georgia to sell some of their assets by auction. The assets to be sold via online auction include personal property that was used to operate the companies' businesses in Barre, Vt. Also up for sale is Global Values VTC's real property in Barre, Vt., which will be sold via public auction on Sept. 5. Thomas Hirchak Company, an auction firm in Morrisville, Vt., will assist the companies with the sale. The companies will use the proceeds from the sale to, among other things, pay the secured claim of Community National Bank in the amount of $3,770,550.26, and administrative expense claims in the amount of $20,000. CNB claims a "first priority security interest" in the assets. In May, the bankruptcy court granted the bank relief from the automatic stay on the assets. Last month, the court approved the companies' and CNB's consent to, among other things, the companies seeking authority to sell the assets. About Global Values Global Values, Inc. and Global Values VT, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Ga. Lead Case No. 23-30612) on Dec. 4, 2023. At the time of the filing, Global Values reported $10 million to $50 million in both assets and liabilities while Global Values VT reported $1 million to $10 million in both assets and liabilities. Judge Austin E. Carter oversees the cases. David L. Bury, Jr., Esq., at Stone and Baxter, LLP, represents the Debtors as legal counsel. GOLDEN ACRES: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Golden Acres Home Care II 2962 Jefferson Ave. Yuba CA 9599 Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Eastern District of California Case No.: 24-23531 Judge: Hon. Fredrick E Clement Debtor's Counsel: Oxana Kozlov, Esq. LAW OFFICES OF OXANA KOZLOV 549 Dunholme Way Sunnyvale CA 94087 Tel: (408) 431-4543 E-mail: okozlov@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Aida Goines as general partner. 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/2JDDZ7Y/Golden_Acres_Home_Care_II__caebke-24-23531__0001.0.pdf?mcid=tGE4TAMA GTLK EUROPE: Chapter 15 Case Summary ------------------------------------ Two affiliates that concurrently filed voluntary petitions for relief under Chapter 15 of the Bankruptcy Code: Debtor Case No. ------ -------- GTLK Europe DAC (in liquidation) (Lead Case) 24-06452 3rd Fl., 20 Hatch, Lower Hatch Street Dublin D02 XH02 Ireland GTLK Europe Capital DAC (in liquidation) 24-06455 Business Description: GTLK Europe operated as an international transport company and had a portfolio of passenger and freight aircraft and sea vessels that it leased to customers. Foreign Proceeding: High Court of Ireland Case Record Number 2023 No. 88 COS Chapter 15 Petition Date: August 6, 2024 Court: United States Bankruptcy Court District of Arizona Foreign Representatives: Damien Murran and Julian Moroney 3rd Fl., 20 Hatch, Lower Hatch Street Dublin D02 XH02 Ireland Foreign Representatives' Counsel: Thomas J. Salerno, Esq. STINSON LLP 1850 N. Central Avenue, Suite 2100 Phoenix AZ 85004-4584 Tel: (602) 279-1600 Email: thomas.salerno@stinson.com Estimated Assets: Unknown Estimated Debt: Unknown A full-text copy of the Chapter 15 petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TMRZ3QQ/GTLK_Europe_DAC_in_liquidation__azbke-24-06452__0001.0.pdf?mcid=tGE4TAMA GUARDIAN ELDER: Gets OK to Hire Omni as Claims & Noticing Agent --------------------------------------------------------------- Guardian Elder Care at Johnstown, LLC doing business as Richland Healthcare and Rehabilitation Center, and its affiliates received approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Omni Agent Solutions, Inc. as claims and noticing agent. Omni will oversee the distribution of notices and will assist in the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 cases of the Debtors. The hourly rates of the firm's professionals are as follows: Director of Solicitation and Securities $250 Senior Consultants $200 - $240 Solicitation and Securities Consultant $200 - $225 Consultants $75 - $195 Technology/Programming $85 - $155 Analyst $40 - $75 The firm received a retainer in the amount of $25,000 from the Debtors. Paul Deutch, executive vice president at Omni Agent Solutions, 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 E. Deutch, Esq. Omni Agent Solutions, Inc. 5955 De Soto Ave., Suite 100 Woodland Hills, CA 91367 Telephone: (818) 906-8300 Facsimile: (818) 783-2737 Email: lacontact@omniagnt.com About Guardian Elder Care at Johnstown Guardian Elder Care at Johnstown, LLC, its affiliates, and their non-debtor affiliates are a private, family-owned organization that has provided inpatient and outpatient services to predominately small and/or rural communities through a network of skilled nursing facilities and personal care homes since 1995. Guardian Healthcare maintains 19 skilled nursing facilities, with one facility in West Virginia and the remaining facilities located in Pennsylvania. Through its facilities, Guardian Healthcare maintains more than 1,700 skilled nursing, personal care, and independent living beds, providing long-term care and rehabilitation services. Guardian Elder Care at Johnstown and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Pa. Lead Case No. 24-70299) on July 29, 2024. In the petitions signed by Allen Wilen, chief restructuring officer, Guardian Elder Care at Johnstown disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Jeffery A. Deller oversees the cases. The Debtors tapped Saul Ewing LLP as legal counsel, Eisner Advisory Group LLC as financial advisor, and Omni Agent Solutions, Inc. as claims and noticing agent. HANOVER HILLS: Hires Bloom Organization as Investment Banker ------------------------------------------------------------ Hanover Hills Surgery Center LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to employ The Bloom Organization, LLC as its investment banker. The Debtor is affiliated with Atlantic Neurosurgical Specialists, P.A. and ANS Newco LLC. The firm will render these services: (a) solicit potential buyers for the Debtor's business and assets, including the Debtor's license issued by the New Jersey Department of Health, the lease for the Center with the Eastman Companies and any onsite inventory or equipment' (b) provide the Debtor with a buyer willing to be a "stalking horse buyer;" (c) assist the Debtor in identifying and contacting potential buyers to ascertain their interests in a potential Transaction; (d) in consultation with the Debtor's management and Debtor's professionals, advise the Debtor in performing customary financial analyses of the Debtor, including the potential value of the Center "as is" and, to the extent appropriate, a potential buyers; (e) provide financial advice to the Debtor with respect to the form or structure of a Transaction; (f) assist the Debtor in the preparation of materials concerning a proposed Transaction, including familiarizing itself to the extent appropriate and feasible with the businesses, operations, financial condition and prospects of the Debtor and a potential buyers. (g) assist the Debtor as to strategy and tactics in connection with its negotiations with respect to the Transaction. (h) upon request, provide timely reporting to the Debtor on the status and progress of the Transaction and assist the Debtor and its advisors on any closing procedures. Bloom will receive an upfront fee in the amount of $15,000 upon execution of the Bloom Engagement Letter, plus a monthly fee of $7,000. The Bloom Organization does not hold any interest adverse to the Debtor's estate, and is a "disinterested person" as defined under section 101(14) of the Bankruptcy Code. The firm can be reached through: Henry H. Bloom The Bloom Organization, LLC Optima Onyx Tower 1010 S. Federal Highway, Suite 2804 Hallandale Beach, FL 33009 Phone: (305) 974-0700 About Atlantic Neurosurgical Specialists Atlantic Neurosurgical Specialists, P.A. is a neurosurgical practice in New Jersey that treats the full spectrum of brain tumors, neurovascular disorders and spine disorders. Atlantic Neurosurgical Specialists and its affiliates filed Chapter 11 petitions (Bankr. D. N.J. Lead Case No. 24-15726) on June 5, 2024. At the time of the filing, Atlantic Neurosurgical Specialists reported $1 million to $10 million in assets and $10 million to $50 million in liabilities. David L. Bruck, Esq., at Greenbaum, Rowe, Smith & Davis, LLP is the Debtors' legal counsel. HARDINGE INC: Gets OK to Tap Kroll as Claims and Noticing Agent --------------------------------------------------------------- Hardinge Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to employ the Kroll Restructuring Administration, LLC as claims and noticing agent. Kroll will oversee the distribution of notices and will assist in the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 cases of the Debtors. The hourly rates of the firm's professionals are as follows: Analyst $35 - $60 Technology Consultant $50 - $135 Consultant/Senior Consultant $75 - $205 Director $215 - $265 Solicitation Consultant; SOFA/Schedule Consultant $235 Solicitation Director; SOFA/Schedule Director $275 Managing Director $300 In addition, the firm will seek reimbursement for expenses incurred. Benjamin Steele, managing director at Kroll Restructuring Administration, 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: Benjamin J. Steele Kroll Restructuring Administration LLC 55 East 52nd Street, 17th Floor New York, NY 10055 Telephone: (212) 593-1000 About Hardinge Inc. Hardinge Inc. globally designs, manufactures, and distributes computer controlled metal cutting lathes, grinding and related tooling, and accessories. The Company markets its products in the United States, Europe, and Asia. Hardinge Inc. and its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11605) on July 29, 2024. In the petitions signed by Ross Morgan, president, Hardinge disclosed $100 million to $500 million in both assets and liabilities. The Debtors tapped Ropes & Gray LLP and Chipman Brown Cicero & Cole, LLP as counsel; Houlihan Lokey Capital, Inc. as investment banker; Ankura Consulting Group, LLC as chief restructuring officer (CRO) provider; and C Street Advisory Group, LLC as strategic communications advisor. Kroll Restructuring Administration, LLC is the claims and noticing agent. HBL SNF: Hires Omni Agent as Administrative Agent ------------------------------------------------- HBL SNF, LLC, seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Omni Agent Solutions, Inc. as its administrative agent. The firm's services include: (a) managing the solicitation and tabulation of votes in connection with any chapter 11 plan (a “Plan”) filed by the Debtor and providing ballot reports to the Debtor and its professionals; (b) generating an official ballot certification and testifying, if necessary, in support of the ballot tabulation results; (c) managing any distributions made pursuant to a Plan (including the distribution of cash, securities and/or other entitlements); (d) assisting with claims reconciliation, including generating claim objection exhibits and contract cure notices; and (e) providing any and all necessary administrative tasks not otherwise specifically set forth above, and not covered by the Section 156(c) Order, as the Debtor or its professionals may require in connection with this Chapter 11 Case. Omni has received an initial retainer of $10,000. In addition, the firm will seek reimbursement for expenses incurred. Paul Deutch, the executive vice president of Omni Agent Solutions, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul H. Deutch Omni Agent Solutions 5955 De Soto Avenue, Suite 100 Woodland Hills, CA 91367 Tel: (818) 906-8300 About HBL SNF HBL SNF, LLC, doing business as Epic Rehabilitation and Nursing at White Plains, operates a 160-bedroom skilled nursing and rehabilitation facility located at 120 Church St., White Plains, N.Y. The facility, which opened in late 2019, provides an array of healthcare services, including neurological, respiratory, orthopedic, occupational, psychiatric, and many other medical and rehabilitative services. HBL SNF filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22623) on Nov. 1, 2021, listing $9,131,311 in total assets and $20,128,876 in total liabilities. Heidi J Sorvino, Esq., at White and Williams, LLP serves as Subchapter V trustee. Judge Sean H. Lane oversees the case. The Debtor tapped Klestadt Winters Jureller Southard & Stevens, LLP as bankruptcy counsel; Michelman & Robinson, LLP as special litigation counsel; and HMM CPAs, LLP as accountant. HEART HEATING: Asset Sale Proceeds to Fund Plan Payments -------------------------------------------------------- Heart Heating & Cooling, LLC, filed with the U.S. Bankruptcy Court for the District of Colorado a Disclosure Statement to accompany Plan of Liquidation dated July 22, 2024. Founded in 2019 immediately prior to the COVID pandemic, the Debtor is a veteran owned heating, cooling, plumbing, and electric sales, service, and repair company. The Debtor expanded rapidly, opening offices in both Colorado Springs and Denver. The Debtor's workforce has quickly grown to more than 80 people. In addition, the Debtor leased or financed the purchase of over 60 vehicles. Its operations include an in house automotive repair shop, which employs two full-time mechanics. The Debtor's rapid growth caused its expenses to outpace its revenues, with the Debtor struggling to timely pay amounts owed to the vehicle lenders and lessors, as well as several suppliers, equipment lessors, marketing companies, and other vendors. In an effort to infuse its operations with needed capital, the Debtor began taking out loans (the "MCA Loans") with various merchant cash advance lenders (the "MCA Lenders"). The Debtor, however, was once again unable to service the numerous MCA Loans. As a result, starting in early 2023, some of the MCA Lenders filed suit against the Debtor in New York, Utah, and Connecticut. Because of its ongoing financial and legal difficulties, the Debtor filed its voluntary petition under Subchapter V of Chapter 11 on July 11, 2023, in order to restructure its operations and continue as a going concern. On February 2, 2024, Debtor filed its Application to Employ Apogee Equity Partners as Business Broker and Approve Listing Agreement, which was approved by the Court. Apogee has actively marketed Debtor's business and its assets for sale to obtain a Purchaser for Debtor's business, which will be used to fund the Plan. As of the date herein, Debtor has received at least one letter of intent for the sale of all of its assets and anticipates receiving several other letters of intent within the next few weeks. Additional offers are being solicited. Negotiations for any Purchase Agreement are in process. It is anticipated that the sale price for the Debtor's business will gross approximately $4 Million, which will be used to fund the Plan and pay all Administrative Claims and Expenses, Priority taxes, Class 1 Claims, and provide a return to Unsecured Creditors. The return to Class 7 Unsecured Claims depends on the outcome of any Disputed Claims, including Administrative Claims. Once a formal Purchase Agreement is reached Debtor will seek approval from this Court. Following Confirmation of the Plan, the Debtor intends to effectuate a sale of its Acquisition Assets described under the Plan and the Purchase Agreement, and will generally cease to operate except as necessary to finalize payment of Allowed Unsecured and Administrative Claims, final operating expenses, and any pending state court litigation and corresponding issues. Class 7 shall consist of the Allowed Claim of General Unsecured Claims. Class 7 shall receive pro rata distributions from the Plan Payment Fund. Class 7 is Impaired under the Plan. Class 8 consists of Interests in the Debtor. The Holder of Class 8 interests will be entitled to distribution under the Plan only upon payment of (a) Allowed General Unsecured Claims, (b) Priority Claims, and (c) Allowed Administrative Claims in full. Upon payment of Allowed General Unsecured Claims and Allowed Administrative Claims in full, and upon expiration of the Administrative Claim Final Bar Date and determination of all Allowed Claims, the Holder of Class 8 interests will receive the remainder of the Plan Payments. The Debtor anticipates the proceeds from the Purchase Agreement will fund payment of Allowed Administrative Expenses and Claims, as well as Class 1 Claims and priority claims of the IRS following Confirmation. Any Administrative Expenses and Claims due thereafter shall be paid from Plan Payments. Thereafter, and following the Administrative Claims Final Bar Date, the Plan Payments shall then be used to fund payments to Class 7 unsecured Allowed Claims. The sale of the Assets under the Purchase Agreement, as contemplated by the Debtor, will pay all Allowed Administrative Claims and Expenses and Priority Claims in full and provide a distribution to Unsecured Creditors. A full-text copy of the Disclosure Statement dated July 22, 2024 is available at https://urlcurt.com/u?l=SSeYTI from PacerMonitor.com at no charge. Attorneys for the Debtor: Jeffrey A. Weinman, Esq. Katharine S. Sender, Esq. Allen Vellone Wolf Helfrich & Factor P.C. 1600 Stout Street, Suite 1900 Denver, CO 80202 Tel: (303) 534-4499 Email: JWeinman@allen-vellone.com KSender@allen-vellone.com About Heart Heating & Cooling, LLC Heart Heating & Cooling, LLC is a HVAC contractor in Colorado Springs, Colo. The Debtor filed Chapter 11 petition (Bankr. D. Colo. Case No. 23-13019) on July 11, 2023, with $2,676,312 in assets and $11,173,434 in liabilities. Joli Lofstedt, Esq., has been appointed as Subchapter V trustee. Judge Thomas B. McNamara oversees the case. K. Jamie Buechler, Esq., at Buechler Law Office, LLC is the Debtor's counsel. HEAVENLY SCENT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: Heavenly Scent Commercial Cleaning, Inc. d/b/a Sasquatch Manor, Inc. d/b/a Heavenly Scent Cleaning 3401 Wrightsville Avenue Wilmington, NC 28403 Business Description: The Debtor offers janitorial cleaning services. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Eastern District of North Carolina Case No.: 24-02669 Judge: Hon. Pamela W McAfee Debtor's Counsel: David J. Haidt, Esq. AYERS & HAIDT, PA PO Box 1544 307 Metcalf Street New Bern, NC 28563 Tel: 252-638-2955 Fax: 252-638-3293 Email: david@ayershaidt.com Total Assets: $759,141 Total Liabilities: $1,614,261 The petition was signed by Howard Niven as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/2XIMNPI/Heavenly_Scent_Commercial_Cleaning__ncebke-24-02669__0001.0.pdf?mcid=tGE4TAMA HOLIDAY IN CAM: Seeks to Hire Planisphere as Property Managers -------------------------------------------------------------- Holiday in Cam, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Planisphere, LLC as property managers. The Debtor needs a property manager to list for lease, rent, operate and manage its properties located at: (a) 10822 Kentington Oak Dr, Humble, Texas (b) 2610 Cloyde St, Corpus Christi, Texas; (c) 3432 Olsen Dr, Corpus Christi, Texas; and (d) 3432 Olsen Dr, Corpus Christi, Texas. The firm will be compensated at: (a) $150 per unit for each single-family home/duplex; (b) $100 per unit for each triplex/fourplex; (c) $80 per unit for each 5+ unit each month as management fees. Robert Perugini, a real estate professional at Planisphere, 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 Perugini Planisphere, LLC 13121 Louetta Rd St 1480 Cypress, TX 77429 Telephone: (832) 698-9375 About Holiday in Cam Holiday in Cam, LLC, a company in Corpus Christi, Texas, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-20188) on July 1, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Robert Orfino, manager, signed the petition. Judge Marvin Isgur handles the case. H. Gray Burks, IV, Esq., at BurksBaker, PLLC represents the Debtor as legal counsel. HOWMET AEROSPACE: Fitch Affirms 'BB+' Rating on Preferred Shares ---------------------------------------------------------------- Fitch Ratings affirmed Howmet Aerospace, Inc.'s (HWM) Long-Term Issuer Default Rating (IDR) at 'BBB', unsecured debt at 'BBB', Short-Term IDR and CP ratings at 'F2', and preferred shares at 'BB+'. The Rating Outlook was revised to Positive from Stable. The Positive Outlook reflects HWM's ongoing revenue and EBITDA improvement and debt repayment focus (nearly $1.5B repaid since 2020) leading to EBITDA leverage in the low-2x range. Fitch's rating case expectation is that EBITDA margins will remain steady in the mid-20% range and annual FCF will be $700+ million fluctuating around 10% over the next several years. The company's ratings are further supported by its leading and defensible market position and differentiated technology portfolio, which is performance-linked and largely spec'd into original equipment manufacturer (OEM) platforms. HWM's ample liquidity position, FCF-linked capital allocation plan and credit-conscious financial policy (1.5x-2x net leverage target) are key considerations. Fitch views HWM as having minimal pricing and margin risk, as increased commodity costs and inflation would generally be passed on to customers. Fitch expects to resolve the outlook in the next six to 12 months as key customers progress through platform challenges and aerospace build rates stabilize. Key Rating Drivers Double-Digit EBITDA, FCF Margins: HWM's profitability is strong for the 'BBB' rating with EBITDA margins in the mid-20% range and FCF margins around 10%. Fitch views the company's cash flow profile as more commensurate with Aerospace & Defense issuers around the high-'BBB' or low-'A' rating level. Fitch forecasts EBITDA margins will remain relatively stable over the next few years, but recognizes annual FCF could fluctuate in the high single-digit to low double-digit range depending on the pace of internal capital investment and working capital fluctuations. Leverage Improving Toward Low-2x: Fitch forecasts HWM's EBITDA leverage (gross debt/EBITDA) will decline below the company's 2.5x positive leverage sensitivity by YE 2024 following more than $200 million of debt reduction during 2024. Price and volume increases have contributed to leverage improvement through double-digit revenue and EBITDA growth, which Fitch anticipates will continue through at least YE 2024 or early 2025. Fitch projects HWM's leverage will remain strong in the low-2x or high-1x range over the next several years, more in line with peers in the high-'BBB' category. Risks to deleveraging include deviation from stated financial policy to achieve and maintain net leverage between 1.5x and 2.0x. This lower probability event could result from either unexpected large, debt-funded acquisitions or shareholder-friendly actions. Fitch also considered overall supply chain management and aircraft demand cyclicality in assessing HWM's credit profile and believes potential production disruption or delays in future rate increases could heighten credit risk, but views the company's capital allocation and financial policies as mitigants. Strong Financial Flexibility: HWM's strong financial flexibility is a heavily weighted factor driving the company's positive outlook and 'BBB' category rating. The company maintains a comfortable liquidity position, which typically comprises greater than $500 million in cash and full revolver availability of $1 billion. The company's liquidity should be adequate to sustain operations and internal investment even in a distressed scenario, as demonstrated during the pandemic. Fitch expects HWM will continue to maintain a moderately higher cash balance in the near term, likely until aircraft production rates increase toward a more run-rate level. HWM's required cash outflows are manageable over the rating horizon. Capex spending is moderate, working capital fluctuations will likely be minimal and pension contributions are manageable at around 5% of FFO. The company has a dividend which Fitch expects will increase incrementally over the rating horizon. Over the long term, excess cash will likely be deployed in the form of share repurchases and bolt-on acquisitions, which Fitch anticipates would be around or less than annual FCF. Fitch believes the company would avoid share repurchases and could pay down debt under a stress scenario in order to maintain an investment-grade credit profile. Revenue Remains Commercial Aerospace-Weighted: HWM generates around half of its revenue from the Commercial Aerospace industry. As a result, the company could be affected by a fundamental market shift, disruption to aircraft demand or build rates, or a prolonged cyclical aviation downturn. However, Fitch believes HWM is somewhat insulated from the impact of a market shift to a particular aircraft or engine due to the variety of the platforms it services. The company's material aftermarket exposure further mitigates secular volatility. Aircraft Backlogs, Production Support Growth: Fitch projects top aircraft manufacturers Airbus SE (Airbus; A-/Positive) and The Boeing Company (Boeing; BBB-/Negative) will steadily raise aircraft production rates over the next two to three years, which supports Fitch's view that HWM should grow at around a double-digit rate during the same period. HWM has significant content for both manufacturers as well as the major engine OEMs, and approximately 70% of total aerospace sales under long-term agreements. Along with the variety of its portfolios this provides some long-term revenue visibility, particularly given Airbus and Boeing's estimated combined commercial aircraft backlog of greater than $700 billion. Highly Engineered, Performance-Linked Product Portfolio: HWM's market position is strong and defensible due to its highly engineered, performance-linked products and strong technology. The company ranks either number one or two in each of its major products, and its largely spec'd technology is vital to the aerospace and defense industry. It maintains a meaningful percentage of overall global market share for its commercial engine content, such as airfoils and seamless rolled rings, and has a high market share on the hot section of the engine, for which there are few competitors. Airfoils make up a large portion of the company's spare parts sales. High Barriers to Entry: There are significant barriers to entry for a majority of HWM's products, which enhances its technological advantage and defensibility. Obstacles for new entrants include significant capital investment to develop new technology, industry and product certifications, substantial time to implement manufacturing processes, and HWM's longstanding customer relationships. Although individual agreements are constantly being renegotiated, HWM has demonstrated an ability to maintain these agreements while also periodically passing through costs by raising prices. Derivation Summary HWM generates margins in line with, or stronger than, similarly rated peers including BAE Systems (BAE; BBB+/Stable), Rolls-Royce (BBB-/Positive), Huntington Ingalls Industries (Huntington; BBB/Stable), MTU Aero Engines AG (MTU; BBB/Stable) and L3Harris Technologies (L3Harris; BBB+/Negative). Fitch believes Howmet provides a similarly vital product to the various end markets it services and maintains a strong technology portfolio. The company is slightly smaller in scale than most of the listed peers. MTU and Rolls-Royce experienced similarly negative revenue effects from end-market cyclicality during the coronavirus pandemic due to their majority aerospace exposures, while BAE, Huntington Ingalls and L3Harris were more insulated with a greater mix of defense. Overall, Fitch views HWM as having relatively lower variability in margins than peers due to the higher proportion of performance-linked products with pass-through features. These enhance the through-the-cycle cash flow risk profile, though its commercial aircraft-weight did make it susceptible to recent events. HWM's 'F2' short-term rating was derived by its financial structure, which is consistent with 'BBB' category issuers. HWM also has substantial financial flexibility, which would not require external funding beyond committed facilities for at least 12 months in a stress scenario. Key Assumptions - Demand for new aircraft remains steady over the next three to five years as OEMs work through current and growing backlogs; - Production volume projected to increase in the high single-digit to low double-digit range annually through 2025; - Price increases and pass-through costs mostly insulate HWM from margin pressures, resulting in EBITDA margins remaining in the mid-20% range throughout the forecast; - Company primarily distributes excess cash to shareholders in the form of buybacks and a modest dividend; M&A is possible but would likely be bolt-on in nature and funded predominantly with cash on hand; - HWM refinances the majority of maturities. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade: - EBITDA leverage (total debt with equity credit-to-EBITDA) sustained below 2.5x, in conjunction with commitment to a financial policy and capital allocation policy consistent with a high-'BBB' rating level; - Long-term backlog aligns with expectation of long-term revenue visibility. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade: - EBITDA leverage (total debt with equity credit-to-EBITDA) sustained above 3.0x; - Sustained FCF margins below 5%; - Significant delays or disruption to global aerospace production, potentially as a result of supply chain pressures among other considerations. Fitch could stabilize HWM's ratings if the company fails to maintain profitability or backlog as aircraft and engine programs mature, or if it experiences operational disruption which could adversely impact the company's ability to meet customer demand. Liquidity and Debt Structure Fitch expects the company's liquidity to be adequate over the rating horizon. Fitch anticipates HWM will maintain liquidity of $1.5 billion on average over the next several years, comprised of at least $500 million of cash in addition to its $1.0 billion revolver maturing in 2028. Fitch expects HWM will maintain a higher cash balance in the near term, likely until aircraft production rates increase and begin to stabilize. Over the long term, excess cash will likely be deployed in the form of share repurchases, bolt-on acquisitions and a modest dividend. Increased pension contribution requirements are possible but unlikely in the near term. The company's capital structure is comprised of senior unsecured notes and revolving credit facility. HWM also maintains an Accounts Receivable factoring program primarily related to the company's aerospace business, which Fitch considers to be debt. The company also has approximately $55 million of preferred shares outstanding, to which Fitch applies 50% equity credit. Issuer Profile Howmet Aerospace is a global provider of engineering products mainly catering to the Aerospace & Defense and commercial transportation end 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 Prior ----------- ------ ----- Howmet Aerospace Inc. LT IDR BBB Affirmed BBB ST IDR F2 Affirmed F2 senior unsecured LT BBB Affirmed BBB preferred LT BB+ Affirmed BB+ senior unsecured ST F2 Affirmed F2 ICON AIRCRAFT: Seeks to Extend Plan Exclusivity to Oct. 31 ---------------------------------------------------------- ICON Aircraft, Inc., and its affiliates asked the U.S. Bankruptcy Court for the District of Delaware to extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to October 31 and December 30, 2024, respectively. Since the Petition Date, the Debtors and their advisors committed all of their resources to maximizing value for the benefit of their creditors and estates, including by contacting potential buyers, providing access to a data room, and answering diligence questions. Ultimately, as a result of these efforts, the Debtors obtained approval of the value-maximizing Sale by the Court, which recently closed. With the Sale process behind them, the Debtors and their advisors are re-directing their efforts to the negotiation of a global resolution of disputes by and between the Debtors, the Derivative Litigation Plaintiffs, and PDSTI and the preservation of the Derivative Claims for the benefit of the estates. This Motion is the Debtors' first request to extend the Exclusive Periods. In the nearly four months since the Petition Date, the Debtors have addressed critical case-management issues while pursuing a thorough marketing and successful Sale process in an effort to maximize the value of the Debtors' estates and to preserve the value of the Debtors' business as a going concern. Accomplishing these tasks and addressing the concerns of the Debtors' creditors and stakeholders along the way, among other things, required the full attention of the Debtors' employees and advisors. Further, the Debtors have been required to devote a significant amount of time, energy, and resources to their transition into chapter 11 more generally and addressing the myriad issues attendant thereto. The complexity of the Sale, the various issues addressed, and the time, effort, and planning required to obtain the progress made thus far, including the filing of the Plan and obtaining conditional approval of the Disclosure Statement, warrant the requested extension of the Exclusive Periods. The Debtors believe that, in light of the progress that the Debtors and other professionals have made in these chapter 11 cases over approximately the past four months and the Debtors' demonstrated efforts to work cooperatively with their stakeholders, it is reasonable and appropriate that the Debtors be granted an extension of the Exclusive Periods. Accordingly, the Debtors submit that this factor weighs in favor of extending the Exclusive Periods. The Debtors assert that they have no ulterior motive in seeking an extension of the Exclusive Periods. The Debtors have worked diligently over the past few months to preserve the value of their assets during the pendency of these chapter 11 cases and require the extension sought by this Motion. The Debtors are not seeking an extension to pressure creditors or other parties in interest. The Debtors further assert that termination of the Exclusive Periods would adversely impact the Debtors' efforts to preserve and maximize the value of the estates and the progress of these chapter 11 cases. In effect, if the Court were to deny the Debtors' request for an extension of the Exclusive Periods, any party in interest would be free to propose an alternative chapter 11 plan for the Debtors. Counsel for the Debtors: Sean M. Beach, Esq. Ashley E. Jacobs, Esq. Jared W. Kochenash, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: sbeach@ycst.com ajacobs@ycst.com jkochenash@ycst.com - and - Samuel A. Newman, Esq. SIDLEY AUSTIN LLP 350 S. Grand Avenue Los Angeles, CA 9007 Tel: (213) 896-6000 Fax: (213) 896-6600 E-mail: sam.newman@sidley.com - and - Charles Persons, Esq. Jeri Leigh Miller, Esq. 2021 McKinney Avenue, Suite 2000 Dallas, TX 75201 Tel: (214) 981-3300 Fax: (214) 981-3400 E-mail: cpersons@sidley.com jeri.miller@sidley.com - and - Nathan Elner, Esq. 787 Seventh Avenue New York, New York 10019 Tel: (212) 839-5300 Fax: (212) 839-5599 E-mail: nelner@sidley.com About ICON Aircraft ICON Aircraft, Inc., is an aircraft design and manufacturing company focused on the creation of consumer-friendly, safe, and technologically advanced aircrafts that make the adventure of flying more accessible to mainstream consumers. The Company's flagship production aircraft -- the ICON A5 -- is an amphibioussport plane. ICON Aircraft was founded in 2006 in response to the Federal Aviation Administration's ("FAA") establishment of the light-sport aircraft ("LSA") category and the sport pilot license ("SPL") class. ICON Aircraft and three of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Lead Case No. 24-10703, Bank. D. Del.) on April 4, 2024. On the petitions signed by Thomas M. McCabe as chief restructuring officer, the Debtors reported $100 million to $500 million in estimated assets and $100 million to $500 million in estimated liabilities. Hon. Craig T. Goldblatt presides over the cases. The Debtors tapped Young Conaway Stargatt & Taylor LLP and Sidney Austin LLP as bankruptcy counsel. Stretto, Inc., is the Debtors' claims and noticing agent. IDENTITY AESTHETIC: Case Summary & Six Unsecured Creditors ---------------------------------------------------------- Debtor: Identity Aesthetic Center, LLC 5452 TX-105 Conroe, TX 77304 Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Southern District of Texas Case No.: 24-33688 Debtor's Counsel: Kevin S. Wiley, Sr., Esq. WILEY LAW GROUP, PLLC 325 N. St. Paul Street, Suite 2250 Dallas, TX 7520 Tel: 214-537-9572 Email: kwiley@wileylawgroup.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Dameon Tryon as CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DVXSIYA/Identity_Aesthetic_Center_LLC__txsbke-24-33688__0001.0.pdf?mcid=tGE4TAMA IHEARTMEDIA INC: Reaches Confidential Talks With Creditor Group --------------------------------------------------------------- Reshmi Basu of Bloomberg News reports that highly leveraged iHeartMedia Inc. has started confidential talks with a group of lenders led by Pacific Investment Management Co., according to people familiar with the situation who asked not to be identified discussing a private matter. Private discussions typically involve crafting a debt-restructuring proposal that would be shared with a wider group of debtholders if a deal in principal is reached. Various creditor groups have been created in recent months, setting the stage for potential battles between stakeholders, Bloomberg News previously reported. About iHeart Media iHeartmedia Inc. develops, owns, and operates the iHeart.com Website, which includes a broad selection of video content posted along with their stories. INNOVATIVE SOLUTIONS: Kicks Off Subchapter V Bankruptcy ------------------------------------------------------- Innovative Solutions Insulation & Drywall LLC filed Chapter 11 protection in the District of Colorado. 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 28, 2024 at 1:00 p.m. in Room Telephonically on telephone conference line: 888-497-4718. participant access code: 6026644#. About Innovative Solutions Insulation Innovative Solutions Insulation & Drywall LLC offers drywall, insulation and painting services. Innovative Solutions Insulation & Drywall LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Case No. 24-14379) on July 31, 2024. In the petition filed by Brian Sigg, as CEO, the Debtor estimated assets between $100,000 and $500,000 and liabilities between $1 million and $10 million. The Debtor is represented by: Brenton Gragg, Esq. ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C. 1600 Stout Street Denver, CO 80202 Tel: 303-534-4499 Email: bgragg@allen-vellone.com INSULATED WALL: Unsecured Creditors to Split $300K over 3 Years --------------------------------------------------------------- Insulated Wall Holdings, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Wisconsin a Plan of Reorganization under Subchapter V dated July 22, 2024. Since its inception, Insulated Wall Holdings, LLC has almost exclusively manufactured insulated walls focused on mid-rise construction while operating under the name Wally Walls. Due to the pandemic, the Debtor's commercial business significantly decreased. Annual sales fell from $2.3 million in 2020 to $1.3 million in 2022. As sales decreased, costs did not decrease in direct proportion. In 2023, the Debtor began to transition its business model from supplying insulated walls for commercial business construction to supplying residential construction; however, following a judgment in favor of its primary lender, the Debtor was forced to file a voluntary petition under chapter 11 of the United States Bankruptcy Code to reorganize and preserve the value of its estate. The financial projections show the Debtor will have projected disposable income of approximately $360,000. The final Plan payment is expected to be paid three years after the Effective Date. Secured creditors and priority tax creditors will be paid over a longer period of time. This Plan is being proposed under subchapter V of chapter 11 of the Code. It proposes to pay creditors of the Debtor from future income from operations. Non-priority unsecured creditors holding allowed claims will receive distributions from the Debtor's projected disposable income. The Debtor has valued distributions to non-priority claims at approximately 11 cents on the dollar. Distributions will be made every six months on or before the last day of the month after the Effective Date. Class 3 consists of NonPriority, unsecured claims of more than $3,500 (Unsecured Large Claims). All non-priority unsecured claims allowed under Section 502 of the Code, estimated to total $2,750,365 will share on a pro-rata basis from a total of $300,000 paid in installments ever sixth months of $50,000 for three years. Non priority unsecured creditors shall also receive on a prorata basis a share of the True-Up Distribution. If the Plan is confirmed under Section 1191(b) of the Bankruptcy Code, the amount will be reduced by any fees of the Subchapter V Trustee paid for the continuing involvement to monitor distributions. This Class is impaired. The equity interest holders shall retain their interest in the Debtor. The Debtor shall implement the Plan through future income from operations. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=MEF940 from PacerMonitor.com at no charge. Attorneys for the Debtor: Nicholas W. Kerkman, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202 Telephone: (414) 277-8200 Facsimile: (414) 277-0100 Email: nkerkman@kerkmandunn.com About Insulated Wall Holdings Insulated Wall Holdings, LLC, manufactures insulated walls that are sold to builders. It operates under the tradename, Wally Walls. It changed its business model from supplying insulated walls for commercial business construction to supplying residential construction. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Wisc. Case No. 23-24709-gmh) on October 16, 2023. In the petition signed by David T. Wallach, chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge G. Michael Halfenger oversees the case. Evan P. Schmit, Esq., at Kerkman & Dunn, is the Debtor's legal counsel. INTEGRITY CARBON: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------------- The U.S. Trustee for Region 8 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Integrity Carbon Solutions, LLC. About Integrity Carbon Solutions Integrity Carbon Solutions, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 24-70259) on June 26, 2024, listing $1 million to $10 million in assets and $10 million to $50 million in liabilities. The petition was signed by Paul Lopez, managing member. Judge Gregory R. Schaaf presides over the case. T. Kent Barber, Esq., at Embry Merritt Womack Nance, PLLC represents the Debtor as legal counsel. IRWIN NATURALS: Case Summary & 10 Unsecured Creditors ----------------------------------------------------- Debtor: Irwin Naturals Inc. 23000 Saddle Peak Road Topanga CA 90290 Business Description: The Debtor is a provider of business support services. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11324 Judge: Hon. Victoria S Kaufman Debtor's Counsel: Joseph Axelrod, Esq. GENERAL COUNSEL, IRWIN NATURALS (not attorney of record) 300 Corporate Pointe Suite 550 Culver City CA 90230 Tel: (310) 306-3636 Ext. 3822 Email: joseph@irwinnaturals.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Klee Irwin as chief executive officer. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/V3DFJGQ/Irwin_Naturals_Inc__cacbke-24-11324__0001.0.pdf?mcid=tGE4TAMA List of Debtor's Seven Unsecured Creditors: Entity Nature of Claim Claim Amount 1. MNP, LLP Professional $124,457 1021 W Hastings St. Services Suite 2200, Vancouver British Columbia, V6E 0C3 Victor Wong Tel: 778-374-2112 Email: Victor.Wong@mnp.ca 2. Clark Hill PLC Professional $41,639 901 Main Street Services Dallas, TX 75202 Sander Zagzebski Tel: 214-651-2091 Email: szagzebski@clarkhill.com 3. General IACP Inc. Professional $34,652 22 St. Clair Avenue East Services 18th Floor Toronto, ON M4T 2S3, Canada Hoda Sadeghmanesh Tel: 416-915-5774 Email: GenerationAR@generationfingroup.com 4. Integral Wealth Securities Professional $26,315 181 University Avenue Services Suite 1600, Toronto ON M5H 3mt, Canada Elsa Chau Tel: 647-277-5542 Email: elsa.chau@integralwealth.com 5. Rod Kight Professional $27,714 84 Walnut Street Services Suite 201 Asheville, NC 288014 Tel: 828-255-9881 Email: rod@cannabislaw.com 6. Sheri Orlowitz Professional $26,283 1325 Snell Isle NE Services St Petersburg, FL 33704 Tel: 202-441-1665 Email: sheri@artemisholdings.com 7. Digital Media Innovations Professional $11,367 770 North Halsted Street Services Suite 500 Chicago, IL 60642 Billing Support Tel: 833-559-2635 Email: billing.support@notified.com 8. CSE Canadian Securities Trade Debt $4,695 Exchange; 100 King Street Suite 7210, Toronto, ON M5X 1E1, Canada Bonnie Lauer Tel: 416-572-2000 Email: Bonnie.Lauer@theCSE.com 9. Pushor Mitchell LLP Professional $3,184 301-1665 Ellis Street Services Kelowna, BC V1Y 2B3 Keith Inman Tel: 250-869-1195 Email: inman@pushormitchell.com 10. Broadridge Professional $418 2601-14th Avenue Services Markham, ON L3R 0H9 Firdosh Valsadia Tel: 800-353-0103 JELD-WEN HOLDING: S&P Rates New $350MM Senior Unsecured Notes 'BB-' ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating to Charlotte, N.C.-based door and window manufacturer JELD-WEN Holding Inc., proposed $350 million senior unsecured notes due 2032. The new notes will have a '4' recovery rating indicating its expectation of average (30%-50%; rounded estimate: 40%) recovery in the event of default. JELD-WEN will use the net proceeds to fully repay $200 million of existing senior notes due December 2025 and repay $150 million on its term loan B. The proposed transaction does not affect S&P's 'BB-' issuer credit rating on JELD-WEN Inc. or its stable rating outlook. JOE'S AUTO: Case Summary & Six Unsecured Creditors -------------------------------------------------- Debtor: Joe's Auto Service, Inc. f/d/b/a Big O Tires 9240 E. 146th Street Noblesville, IN 46060 Business Description: Joe's Auto specializes in brake repairs, diagnostic procedures, and tackling automotive issues from battery problems. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Southern District of Indiana Case No.: 24-04264 Judge: Hon. Jeffrey J Graham Debtor's Counsel: David Krebs, Esq. HESTER BAKER KREBS LLC One Indiana Sq Suite 1330 Indianapolis IN 46204 Tel: 317-833-3030 Email: dkrebs@hbkfirm.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Joe Peil as president. A copy of the Debtor's list of six unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/O3NNY7Y/Joes_Auto_Service_Inc__insbke-24-04264__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/O7GSU7Y/Joes_Auto_Service_Inc__insbke-24-04264__0001.0.pdf?mcid=tGE4TAMA JUS DOORS: Seeks Approval to Hire Daniel Forlano as Accountant -------------------------------------------------------------- JUS Doors, Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of North Carolina to employ Daniel Forlano, an accountant practicing at Greensboro, North Carolina. The accountant will render financial and accounting advice to the Debtor, including the preparation of tax returns. Mr. Forlano will be compensated at his hourly rate of $125 for tax preparation and business counseling and $85 per hour for bookkeeping. Mr. Forlano disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The accountant can be reached at: Daniel Forlano, CPA 5709 Gate City Blvd., Suite 204 Greensboro, NC 27407 Telephone: (336) 814-3100 Facsimile: (336) 814-3104 Email: info@dftaxprep.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. The Debtor tapped Dirk W. Siegmund, Esq., at Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP as bankruptcy counsel and Daniel Forlano, CPA, as accountant. K2 LEASING: Case Summary & Seven Unsecured Creditors ---------------------------------------------------- Debtor: K2 Leasing, LLC 20325 Cottage Grove Ave Chicago Heights, IL 60411 Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Northern District of Illinois Case No.: 24-11563 Judge: Hon. Donald R Cassling Debtor's Counsel: John H. Redfield, Esq. CRANE, SIMON, CLAR & GOODMAN Suite 3950 135 South LaSalle Street Chicago, IL 60603-4297 Tel: 312-641-6777 Fax: 312-641-7114 Email: jredfield@cranesimon.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Vladimir Kostic as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's seven unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UI2MODQ/K2_Leasing_LLC__ilnbke-24-11563__0001.0.pdf?mcid=tGE4TAMA L AND L CARE: Unsecureds Will Get 100% of Claims over 55 Months --------------------------------------------------------------- L and L Care Home, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California a Combined Plan of Reorganization and Disclosure Statement dated July 22, 2024. L & L Care Home LLC, established on December 10, 2018, by Melissa Lipardo, was founded with a mission to provide personalized care to its residents, particularly those who are developmentally disabled. The care home operated from a leased residential building converted into a care facility with four bedrooms offering shared accommodations. The lease, which extends until 2029, along with all necessary licenses and insurance policies, ensured compliance with governmental regulations and minimized operational risks. However, the journey for L & L Care Home took a challenging turn in early February 2024 when the company faced severe financial distress. The root cause of this crisis was a combination of a negative cash flow situation and a substantial tax debt of $30,000 owed to the state. This financial strain was further compounded by a $168,000 UCC lien, of which $109,000 remained outstanding. Recognizing the severity of the situation, L & L Care Home LLC filed for Chapter 11 bankruptcy on March 11, 2024, in the Northern District of California, Oakland Division. This filing marked the beginning of a structured attempt to reorganize the company's debts and stabilize its financial condition. The immediate goal was to sustain uninterrupted patient care services while implementing strategic financial measures aimed at securing long term stability and viability. One of the pivotal steps in the bankruptcy process was addressing the contentious "Receivables Sales Agreement" with the creditor, which L & L Care Home LLC contended was, in reality, a secured loan transaction. Despite the creditor's stance that the agreement constituted a purchase and sale of receivables, the court’s intervention led to an interim order that facilitated the use of cash collateral, allowing L & L Care Home to make monthly payments to the creditor. Class 2(b) consists of Other General Unsecured Claims. Creditors will receive 100 percent of their allowed claim in 55 equal monthly installments, due on the first day of the month, starting September 2024. The allowed unsecured claims total $26,468.82. Creditors in this class may not take any collection action against Debtor so long as Debtor is not in material default under the Plan. This class is impaired and is entitled to vote on confirmation of the Plan. On the Effective Date, all property of the estate and interests of the Debtor will vest in the reorganized Debtor pursuant to Section 1141(b) of the Bankruptcy Code free and clear of all claims and interests except as provided in this Plan. A full-text copy of the Combined Plan and Disclosure Statement dated July 22, 2024 is available at https://urlcurt.com/u?l=BJt3rZ from PacerMonitor.com at no charge. Attorney for the Debtor: Anthony O. Egbase, Esq. Shana Y. Stark, Esq. A.O.E. Law & Associates, APC Bunker Hill Towers 800 W. 1st Street, Suite 400 Los Angeles, CA. 90012 Tel: (213) 620-7070 Email: info@aoelaw.com About L and L Care Home L and L Care Home, LLC, established on December 10, 2018, by Melissa Lipardo, was founded with a mission to provide personalized care to its residents. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-40340) on March 11, 2024. In the petition signed by Melissa Lipardo, chief executive officer, the Debtor disclosed up to $100,000 in assets and up to $500,000 in liabilities. Judge Charles Novack oversees the case. Anthony O. Egbase, Esq., at A.O.E. Law & Associates, APC, represents the Debtor as legal counsel. LA DELTA FARMS: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: LA Delta Farms Oil Company LLC 2245 Garth Road Charlottesville VA 22901 Business Description: The Debtor is part of the crude petroleum extraction industry. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Eastern District of Louisiana Case No.: 24-11550 Judge: Hon. Meredith S Grabill Debtor's Counsel: Frederick Bunol, Esq. THE DERBES LAW FIRM, LLC 3027 Ridgelake Drive Metairie LA 70002 Tel: 504-207-0908 Email: fbunol@derbeslaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Ethan A. Miller as president/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/RF5ZF5Y/LA_Delta_Farms_Oil_Company_LLC__laebke-24-11550__0001.0.pdf?mcid=tGE4TAMA LAVIE CARE CENTERS: Creditors Get Court OK on Discovery Demands --------------------------------------------------------------- Vince Sullivan of Law360 Bankruptcy Authority reports that a Georgia bankruptcy judge signaled his approval Wednesday, July 31, 2024, of a set of discovery demands made by unsecured creditors of nursing facility owner LaVie Care Centers, but gave the parties time to continue discussions in hopes of narrowing the scope of the discovery. About Lavie Care Centers LaVie Care Centers, LLC is the parent company of skilled nursing facility operators and providers, with facilities primarily located in Mississippi, North Carolina, Pennsylvania and Virginia. The company operates 43 licensed facilities, with 4,300 beds, providing short-term rehabilitation, comprehensive post-acute care, and long-term care to its residents. On June 2 and 3, 2024, LaVie Care Centers and 281 affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 24-55507), before Judge Paul Baisier in Atlanta. The Debtors tapped McDermott Will & Emery, LLP as legal counsel; Stout Capital, LLC as investment banker; and Ankura Consulting as financial advisor. M. Benjamin Jones, senior managing director at Ankura, serves as the Debtors' chief restructuring officer. Kurtzman Carson Consultants, LLC is the claims agent, and maintains the page http://www.kccllc.com/LaVie The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. LEVINTE INC: Seeks to Hire David Freydin as Bankruptcy Counsel -------------------------------------------------------------- Levinte, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to employ the Law Offices of David Freydin, PC as its bankruptcy counsel. The firm's services include: (a) negotiate with creditors; (b) prepare a plan and financial statements; and (c) examine and resolve claims filed against the estate. The firm will be paid at these hourly rates: David Freydin, Attorney $350 Jan Michael Hulstedt, Attorney $325 Derek Lofland, Attorney $325 Jeremy Nevel, Atoorney $325 Mr. Freydin 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 Freydin, Esq. Law Offices of David Freydin 8707 Skokie Blvd., Suite 312 Skokie, IL 60077 Telephone: (847) 972-6157 Facsimile: (866) 897-7577 Email: david.freydin@freydinlaw.com About Levinte Inc. Levinte Inc., a carrier company in Illinois, 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 signed by Constantin Levinte, president, the Debtor disclosed total assets of $1,330,900 and total liabilities of $2,949,040. Judge Jacqueline P. Cox oversees the case. The Law Offices of David Freydin serves as the Debtor's counsel. LIFE AT SEA CRUISES: Seeks Chapter 7 Bankruptcy in Florida ---------------------------------------------------------- Cruise Industry News reports that Life at Sea Cruises has filed for chapter 7 bankruptcy in the middle district of Florida on July 23, 2024. The three-year residential world cruise start was poised to start last fall, but ultimately failed to take delivery of a ship and subsequently collapsed. It is unclear what level of debt the company leaves behind, but according to sources that asked not to be quoted, there are numerous suppliers and guests owed significant amounts of money. About Life at Sea Cruises Life At Sea Cruises is a world cruise product offered by Miray Cruises, owned by Miray International. Life at Sea Cruises Inc. sought relief under Chapter 7 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-03756) on July 23, 2024. In its petition, the Debtor reports assets under $50,000. It also lists estimated liabilities of under $50,000. The Debtor is represented by: Evelyn Pabon Figueroa, Esq. 201 E Pine Street, Suite 445 Orlando, FL 32801 (407) 647-7887 Fax : (407) 647-5396 Email: epabonfigueroa@pcc.law LIKEMIND BRANDS: Scott Chernich Named Subchapter V Trustee ---------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 appointed Scott Chernich as Subchapter V trustee for LikeMind Brands, Inc. Mr. Chernich will be paid an hourly fee of $375 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Chernich declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Scott A. Chernich 313 S. Washington Square Lansing, MI 48933 517-371-8133 Email: schernich@fosterswift.com About LikeMind Brands LikeMind Brands, Inc. is a privately held e-commerce retailer in Cadillac, Mich. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Mich. Case No. 24-02042) on August 2, 2024, with $515,939 in assets and $2,051,905 in liabilities. Justin Trump, president, signed the petition. Judge James W. Boyd presides over the case. Perry Pastula, Esq., at Dunn, Schouten & Snoap, P.C. represents the Debtor as legal counsel. LODGING ENTERPRISES: Hires Ankura Consulting as Financial Advisor ----------------------------------------------------------------- Lodging Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Ankura Consulting Group, LLC as financial advisor. The firm's services include: (a) evaluate and assess the reasonableness and accuracy of the Debtor's cash flow budget and its related adoption; (b) assist the Debtor with any revisions to or extensions of its cash flow and support budget to actual reporting related to its cash flow budget; (c) assist the Debtor and its representatives in preparation for testimony; (d) support the Debtor in its preparation and fulfillment of various bankruptcy reporting compliance; and (e) perform such other professional services as may be requested by the Debtor and agreed to by Ankura in writing. The firm will be paid at these hourly rates: Senior Managing Director $1,205 - $1,350 Managing Director $1,000 - $1,120 Senior Director $820 - $945 Director $685 - $790 Senior Associate $560 - $630 Associate $460 - $520 Paraprofessional $360 - $415 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer in the amount of $50,000 from the Debtor. Bryan Gaston, a senior managing director at Ankura Consulting Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Bryan Gaston Ankura Consulting Group, LLC 2 Houston Center 909 Fannin St., Suite 2450 Houston, TX 77010 Telephone: (713) 646-5000 Email: bryan.gaston@ankura.com About Lodging Enterprises Founded in 1984, Lodging Enterprises, LLC, a company in Wichita, Kansas, offers a full suite of crew accommodations, specializing in 24-hour food, lodging and hospitality services. A large segment of the company's clientele are composed of railroad, and other transportation-industry workers for whom it is essential that lodging is available. The company owns and operates 44 Wyndham-branded hotels and 27 restaurants located in 23 states across the country. Lodging Enterprises filed Chapter 11 petition (Bankr. D. Kan. Case No. 24-40423) on June 26, 2024, with $100 million to $500 million in both assets and liabilities. The Debtor tapped Seigfreid & Bingham, P.C. and Hunton Andrews Kurth, LLP as legal counsels; Ankura Consulting Group, LLC as financial advisor; and Kroll Restructuring Administration, LLC as noticing and claims administrator. LOUISIANA DELTA: Dwayne Murray Named Subchapter V Trustee --------------------------------------------------------- The Acting U.S. Trustee for Region 5 appointed Dwayne Murray, Esq., at Murray & Murray, LLC, as Subchapter V trustee for Louisiana Delta Oil Company, LLC. Mr. Murray will be paid an hourly fee of $500 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Murray declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Dwayne Murray, Esq. Murray & Murray, LLC 4970 Bluebonnet Blvd., Suite B Baton Rouge, LA 70809 Tel: (225) 925-1110 Fax: (225) 925-1116 Email: dmm@murraylaw.net About Louisiana Delta Oil Company Louisiana Delta Oil Company, LLC is in the crude petroleum extraction business. The company is based in Charlottesville, Va. Louisiana Delta sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11493) on August 1, 2024, with $1 million to $10 million in assets and liabilities. Ethan A. Miller, president/manager, signed the petition. Judge Meredith S. Grabill presides over the case. Frederick Bunol, Esq., at The Derbes Law Firm, LLC represents the Debtor as bankruptcy counsel. MAYVILLE HOLDINGS: Unsecureds to Get 4 Cents on Dollar in Plan -------------------------------------------------------------- Mayville Holdings, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Wisconsin a Plan of Reorganization under Subchapter V dated July 19, 2024. The Debtor is single member entity. Its sole member is First American Properties, LLC. First American Properties, LLC is owned by Michael Eisenga. Throughout its history, the Debtor owned an assisted living facility located in Mayville, Wisconsin. Prior to the bankruptcy filing, the Debtor merged with Advantage Management Mayville, LLC. Advantage was the operating entity for the facility. Through the merger the Debtor was the surviving entity. The rental income from the facility is the primary source of the Debtor's revenue. In 2022, the Debtor began to experience cash-flow problems following a dispute with one of its lenders. Unable to reach a resolution on the dispute, the lender filed a lawsuit that triggered defaults under the Debtor's other lending agreements. He increasing costs resulted in payment defaults to the Debtor's primary lender, Lima One Capital. The Debtor was forced to file a voluntary petition under chapter 11 of the United States Bankruptcy Code to reorganize and preserve the value of its estate. The financial projections show the Debtor will have projected disposable income of approximately $78,000. The final Plan payment is expected to be paid three years after the Effective Date. Secured creditors will be paid over a longer period of time. First American will continue to manage the Debtor under the Plan. Neither First American, nor Mr. Eisenga, receive any salary for managing the Debtor. This Plan is being proposed under subchapter V of chapter 11 of the Code. It proposes to pay creditors of the Debtor from future income from operations. Non-priority unsecured creditors holding allowed claims will receive distributions from the Debtor's projected disposable income. The Debtor has valued distributions to non-priority claims at approximately 4 cents on the dollar. Distributions will be made annually on or before the last day of the month after the 12th, 24th and 36th month of the Plan. This will permit the Reorganized Debtor to have the benefit of a full year of net income to fund the annual distributions. This Plan provides for payment of administrative expenses on the Effective Date of the Plan. Class 2 consists of NonPriority, Unsecured Claims. All non-priority unsecured claims estimated to total $1,159,336 will share on a pro-rata basis from a total of $50,000 paid in three annual distributions of $10,000; $20,000; and $20,000. If the Plan is confirmed under Section 1191(b) of the Bankruptcy Code, the amount will be reduced by any fees of the Subchapter V Trustee paid for the continuing involvement to monitor distributions. This Class is impaired. The equity interest holders shall retain their interest in the Debtor. The Debtor shall implement the Plan through future income from operations. A full-text copy of the Plan of Reorganization dated July 19, 2024 is available at https://urlcurt.com/u?l=MdO6Eb from PacerMonitor.com at no charge. Attorneys for the Debtor: Evan P. Schmit, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Phone: 414.277.8200 Fax: 414.277.0100 Email: eschmit@kerkmandunn.com About Mayville Holdings Mayville Holdings, LLC, a company in Columbus, Wis., owns and operates an assisted living facility. The Debtor filed a petition under Chapter 11, Subchapter V of theBankruptcy Code (Bankr. E.D. Wis. Case No. 23-24460) on Sept. 30, 2023, with $1 million to $10 million in both assets and liabilities. Iana Vladimirova of Stafford Rosenbaum, LLP serves as the Subchapter V trustee. Judge Beth E. Hanan oversees the case. Evan P. Schmit, Esq., at Kerkman & Dunn, is the Debtor's legal counsel. MCDANIEL PLUMBING: Seeks to Hire Vallee Connor as Legal Counsel --------------------------------------------------------------- McDaniel Plumbing, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Alabama to employ Vallee Connor, Esq., an attorney practicing in Mobile, Alabama, as legal counsel. The attorney will render the following services: (a) take appropriate action with respect to secured and priority creditors; (b) take appropriate action with respect to possible voidable preferences and transfers; (c) prepare on behalf of the Debtor necessary legal papers and try before the court whatever issues are deemed necessary; (d) investigate the accounts of the Debtor and the financial transactions related thereto; and (e) perform all other legal services. The attorney will be paid at an hourly rate of $300 plus expenses. Ms. Connor 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: Vallee V. Connor, Esq. 160 St. Emmanuel Street Mobile, Al 36602 Telephone: (251) 432-8878 About McDaniel Plumbing McDaniel Plumbing, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ala. Case No. 24-11859) on July 29, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Henry A. Callaway presides over the case. Vallee V. Connor, Esq., represents the Debtor as legal counsel. MEDPLUS URGENT: Continued Operations to Fund Plan ------------------------------------------------- MedPlus Urgent Clinic, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Mississippi a Subchapter V Plan of Reorganization dated July 22, 2024. The Debtor provides urgent medical care/after hours care to its patients in the Tupelo, Mississippi area. It is a more or less "traditional" after hours/urgent care medical facility. The Debtor is also part of a larger network of other operating urgent care clinics and related support entities, all of which are owned, managed and/or operated by John and/or Samantha Logan (husband and wife). This is a relatively complex case for a Subchapter V case and a medical entity, when considering all of the litigation and related issues swirling around not only this Debtor but the other Logan entities. However, the Debtor is confident that it has sufficient income to service its debts and emerge from bankruptcy as a profitable entity, while paying what it can from its projected disposable income to unsecured creditors. Class 3 consists of General, Unsecured Creditors. General, Unsecured Creditors will receive the Debtor's projected disposable income over the life of the Plan. Class 4 consists of Equity Interest. The Debtor's equity security holder will maintain her ownership of the Debtor. The Plan will be funded from the Debtor's ongoing operations and income from medical services rendered. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=dcsm2W from PacerMonitor.com at no charge. Counsel to the Debtor: Craig M. Geno, Esq. Law Offices of Craig M. Geno, PLLC 587 Highland Colony Parkway Ridgeland, MS 39157 Tel: (601) 427-0048 Email: cmgeno@cmgenolaw.com About MedPlus Urgent Clinic MedPlus Urgent offers urgent care and wellness services with the convenience of walk-in hours until 7 pm, 7 days a week. MedPlus Urgent Clinic, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Miss. Case No. 24-11163) on April 23, 2024, listing $1 million to $10 million in both assets and liabilities. The petition was signed by Samantha Logan as managing member. Craig M. Geno, Esq. at the Law Offices Of Craig M. Geno, PLLC, is the Debtor's counsel. MIDSTATE BASEMENT: Kicks Off Subchapter V Bankruptcy ---------------------------------------------------- Midstate Basement Authorities Inc. filed Chapter 11 protection in the Northern District of New York. According to court documents, the Debtor reports $2,337,095 in debt owed to 1 and 49 creditors. The petition states that funds will be available to unsecured creditors. About Midstate Basement Authorities Midstate Basement Authorities Inc., doing business as Midstate Concrete Leveling, is a general contracting company that offers foundation repair, waterproofing, concrete leveling & lifting, and water control systems. The Debtor serves residential and commercial clients. Midstate Basement Authorities Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-30650) on July 29, 2024. In the petition signed by Eric Leach, as president, the Debtor reports total assets of $811,118 and total liabilities of $2,337,095. The Debtor is represented by: Peter A. Orville, Esq. ORVILLE & MCDONALD LAW, P.C. 30 Riverside Drive Binghamton, NY 13905 Tel: 607-770-1007 Fax: 607-770-1110 MILWAUKEE INSTRUMENTS: Seeks to Extend Plan Exclusivity to Dec. 31 ------------------------------------------------------------------ Milwaukee Instruments, Inc. asked the U.S. Bankruptcy Court for the Eastern District of North Carolina to extend its exclusivity periods to file a plan of reorganization and disclosure statement and obtain confirmation of the plan to December 31, 2024 and February 28, 2025, respectively. The Debtor has active operations, ongoing receipts and disbursements, no secured debt, and no unsecured debt except for (i) priority tax claims in small amounts, (ii) an intercompany unsecured debt owed to Hanna Instruments, Inc., an affiliate of the Debtor, and (iii) disputed and for the most part unliquidated unsecured claims asserted in multiple cases pending in Nevada (the "Tort Litigations") brought by various parties (the "Tort Plaintiffs") against Affinitylifestyles.com, Inc., d/b/a Real Water, a Nevada corporation, and Real Water, Inc., a Delaware corporation (together, the "Real Water Defendants"), Milwaukee Instruments, Inc., and others. The commencement of this Chapter 11 Case was precipitated by the Tort Litigations, including the entry of a non-final judgment in favor of a subset of the Tort Plaintiffs (the "Gallagher Judgment") awarding damages against the Real Water Defendants (actual and punitive), and against Hanna Instruments and Milwaukee Instruments for actual compensatory (not punitive) damages on the basis of strict liability. T The Debtor was unable to post a bond to stay enforcement of the Gallagher Judgment pending appeal or obtain a settlement with the Tort Plaintiffs, and the Tort Litigations against Milwaukee Instruments remain pending. Given the magnitude of the Gallagher Judgment and the pending Tort Litigations, Milwaukee Instruments elected to file this Chapter 11 case and seek authority to conduct a sale process to monetize the Debtor's business operations for the benefit of its creditors. Further, the Tort Plaintiffs were listed in the Debtor's schedules as holding disputed and (except for the Tort Plaintiffs whose claims were liquidated in the Gallagher Judgment) unliquidated claims. Each of the Tort Plaintiffs were served with the Notice To Creditors Regarding Disputed, Contingent, or Unliquidated Claims, advising Tort Plaintiffs of the need to file a proof of claim in order to participate in voting and distributions in this case. The deadline to file a proof of claim is September 30, 2024. Once a sale is confirmed by the Court and the deadline for creditors to file proof of claim has passed, the Debtor will be able to provide relevant financial information to creditors with greater certainty as to the known assets and potential claims, eliminating financial variables which may otherwise require extensive (and likely unnecessary) discussion of alternative scenarios, and assist the Debtor (and its creditors) in evaluating the possible range of outcomes which necessarily need to be presented in the disclosure statement. Accordingly, the Debtor requests that this Court extend the deadline and the exclusive period to file a plan and disclosure statement until December 31, 2024, and the exclusive period to obtain confirmation thereof until February 28, 2025, without prejudice to the ability of the Debtor to seek further extensions upon notice and hearing. This requested extension is well within the maximum period permitted by Section 1121(d) of the Bankruptcy Code. Milwaukee Instruments Inc. is represented by: John A. Northen, Esq. NORTHEN BLUE, L.L.P. P.O. Box 2208 Chapel Hill, NC 27514-2208 Tel: (919) 968-4441 E-mail: jan@nbfirm.com About Milwaukee Instruments Milwaukee Instruments Inc. -- https://milwaukeeinstruments.com/ -- is a manufacturer of electrochemical instrumentation for water analysis. The company helps hydroponics and greenhouse growers, winemakers, brewers, pool service technicians, educators and others. Its instruments are manufactured in Europe. Milwaukee Instruments filed a Chapter 11 petition (Bankr. E.D. N.C. Case No. 24-01757) on May 27, 2024, with total assets of $990,527 and total liabilities of $38,511,176. Carl Silvaggio, president, signed the petition. Judge David M. Warren oversees the case. The Debtor tapped John A. Northen, Esq., at Northen Blue, LLP as bankruptcy counsel; PKF Clear Thinking, LLC, as financial advisor; and Williams Overman Pierce, LLP, as accountant. MISSISSIPPI CENTER: Gets Court Nod to Sell Assets Via MedEx ----------------------------------------------------------- Mississippi Center for Advanced Medicine, P.C. got the green light from the U.S. Bankruptcy Court for the Southern District of Mississippi to sell its assets. The assets, which include personal property and equipment will be sold via consignment by Medical Equipment Exchange, LLC. The consignment agreement is for an indefinite period of time or until all the equipment is sold. However, there is a 60-day "out" clause that either party can exercise if necessary. MedEx plans to directly market the equipment to physicians or centers similar to Mississippi Center. It will also market the property to healthcare organizations in Central and South America where there is a strong demand, and list the property for sale on various online markets. The fair market or liquidation value of the property will be the sale price that is accepted by MedEx. The commissions due to MedEx will be paid from the closing proceeds. Upon closing, all remaining funds will be placed in an interest-bearing escrow account by Mississippi Center's legal counsel and will be disbursed only upon further court order. About Mississippi Center for Advanced Medicine Mississippi Center for Advanced Medicine, P.C. is a healthcare organization in Mississippi that integrates subspecialty care, clinical pharmacy services, and care coordination for patients with pediatric, congenital, and maternal fetal disorders. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 23-00962) on April 21, 2023, with $1 million to $10 million in both assets and liabilities. Greta Brouphy, Esq., a partner at Heller, Draper and Horn, LLC, has been appointed as Subchapter V trustee. Judge Jamie A. Wilson oversees the case. The Debtor tapped Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC as bankruptcy counsel; Priester Law Firm, PLLC, Bradley Arant Boult Cummings, LLP and Brunini, Grantham, Grower & Hewes, PLLC as special counsels; and Haddox Reid Eubank Betts, PLLC as accountant. MK & UK PALM: Seeks Chapter 11 Bankruptcy Protection ---------------------------------------------------- MK & UK Palm LLC filed Chapter 11 protection in the Eastern District of New York. According to court filing, the Debtor reports between $1 million and $10 million in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for August 26, 2024 at 2:00 p.m. in Room Telephonically on telephone conference line: 1 (877) 953-2748. participant access code: 3415538. About MK & UK Palm LLC MK & UK Palm LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). MK & UK Palm LLC sought relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-43103) on June 26, 2024. In the petition filed by Meyer Lebovits, as manager, the Debtor estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Nancy Hershey Lord handles the case. The Debtor is represented by: Julie Curley, Esq. KIRBY AISNER & CURLEY LLP 700 Post Road Suite 237 Scarsdale, NY 10583 Tel: (914) 401-9503 Email: jcurley@kacllp.com MOBILEUM INC: Seeks to Hire FTI Consulting as Financial Advisor --------------------------------------------------------------- Mobileum, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire FTI Consulting, Inc. as financial advisor. The firm's services include: a. assisting the Debtor in performing a financial review of its business operations and operating performance, including the development and management of short and long-term projected cash flows; b. assisting in the identification (and implementation) of liquidity improvement opportunities; c. assisting in the preparation of financial information for distribution to creditors and others; d. assisting the Debtors and their advisors in the preparation of any required financial disclosures; e. assisting in the preparation of filing the chapter 11 cases, including preparation of certain first day motions, and development of a financing budget; f. assisting with the identification of executory contracts and leases, term analysis and data extraction of each to inform Court filings and communications to creditors, and performance of cost/benefit evaluations with respect to the affirmation or rejection of each; g. assisting with developing strategies for negotiating with vendors and other parties that the Debtors interact with in their business; h. assisting with developing management incentive and employee retention plans that may be required to maintain key individuals and continuity through a transaction; i. responding to requests from the Debtors' management or counsel related to the ongoing criminal investigation into Mobileum; and j. performing such other services as requested or directed by the Debtors' management or counsel, and agreed to by FTI, that is not duplicative of work others are performing for the Debtors. The firm will be paid at these hourly rates: Senior Managing Directors $1,045 to $1,495 Directors / Senior Directors / Managing Directors $785 to $1,055 Consultants/Senior Consultants $435 to $750 Administrative / Paraprofessionals $175 to $325 Robert Del Genio, a senior managing director at FTI Consulting, 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: Robert Del Genio FTI Consulting, Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Tel: (212) 813-1640 Email: robert.delgenio@fticonsulting.com About Mobileum Inc. Mobileum, Inc., designs and develops data analytics solutions. The Debtor develops solutions for GSM and CDMA domains, as well as mobile financial services platform allowing bill payment, mobile banking, and money transfers. Mobileum serves customers worldwide. Mobileum, Inc. and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90414) on July 23, 2024. At the time of filing the Debtor estimated $100,000,001 to $500 million in assets and $500,000,001 to $1 billion in liabilities. Gabriel Adam Morgan, Esq. at Weil, Gotshal & Manges LLP represents the Debtors as counsel. MOBILEUM INC: Unsecureds Will Get 100% of Claims in Plan -------------------------------------------------------- Mobileum, Inc. and its affiliated debtors filed with the U.S. Bankruptcy Court for the Southern District of Texas a Disclosure Statement for Joint Chapter 11 Plan dated July 23, 2024. The Debtors, together with certain of their non-debtor affiliates, are the leading global provider of integrated analytics solutions for roaming and network services, security, risk management, customer engagement and experience, and testing and monitoring for global Communication Service Providers ("CSPs"). As a result of extensive negotiations with their secured creditors, the Debtors entered into a restructuring support agreement (including any amendments, modifications and joinders thereto, the "Restructuring Support Agreement"), with the Consenting Creditors party thereto, who hold, in the aggregate, approximately (i) 88% of the aggregate outstanding principal amount of Prepetition First Lien Loans; (ii) 100% of the aggregate outstanding principal amount of Prepetition First Lien Notes; and (iii) 77% of the aggregate outstanding principal amount of Prepetition Second Lien Loans, and Matrix Topco, L.P., H.I.G Technology Partners A, L.P., H.I.G. Technology Partners B, L.P., H.I.G. Europe Middle Market LBO Fund III, L.P., H.I.G. Middle Market LBO Fund III, L.P., H.I.G. Matrix Co-Investors, L.P., and H.I.G. Mobile, L.P., on behalf of H.I.G. Capital, LLC,(collectively, in their capacity as direct or indirect record or beneficial holders of Interests in Matrix Topco, L.P., the "Consenting Sponsor" and, together with the Consenting Creditors, the "Consenting Parties"), who through its ownership of approximately 60% of the outstanding common stock Interests (on a fully diluted basis) in Matrix Topco, L.P. controls its direct and indirect subsidiaries, including Matrix Intermediate, Inc. ("Intermediate"). Pursuant to the Restructuring Support Agreement, the parties agreed to support a deleveraging transaction to restructure the Company's balance sheet, to be effectuated in chapter 11 through the Plan (the "Restructuring"). Specifically, the Restructuring will include, among other things, the following agreements: * Certain holders of First Lien Claims ("the DIP Lenders") will provide a new superpriority, senior secured, priming debtor-in-possession term-loan facility (the "DIP Facility" or "DIP Financing"), consisting of (i) $60,000,000 of new money DIP Loans (the "New Money DIP Term Loans"), (ii) subject to the DIP Term Sheet and the "roll down" terms of paragraph 2(c) of the Interim DIP Order, a roll up of $100,000,000 in principal amount of First Lien Claims held by DIP Lenders (the "DIP Roll-Up Loans" and, together with the New Money DIP Loans, the "DIP Loans"), and (iii) the Backstop Premium, which shall be paid in the form of Tranche B Loans. * On the Effective Date, the Debtors and DIP Lenders will enter into a senior-secured, first-lien term-loan facility (the "Exit Term Loan Facility" and the loans thereunder, the "Exit Term Loans") comprised of the DIP Loans in an aggregate principal amount of up to $160,000,000, on the terms set forth in the Exit Facility Term Sheet. The Restructuring will be effectuated pursuant to the Plan, which provides for, among other things, (i) a comprehensive restructuring of the Debtors' prepetition obligations or sale of substantially all of their assets, (ii) the provision of the going-concern value of the Debtors' businesses, (iii) maximization of creditor recoveries, (iv) an equitable distribution to certain stakeholders, and (v) continuation of high-quality technology services. A summary of the key terms of the restructuring transactions as contemplated by the Plan and the Restructuring Support Agreement is as follows: * Holders of an Allowed Other Secured Claim and an Allowed Priority Non-Tax Claim will be unimpaired under the Plan. * Holders of an Allowed First Lien Claim shall receive, in full and final satisfaction of such Claim, in accordance with the Restructuring Transactions, its Pro Rata Share of 96.5% of the New Equity Interests subject to dilution by the Management Incentive Plan and New Equity Interests issued on account of the Tranche B Loans. * Holders of an Allowed Second Lien Debt Claim shall receive, in full and final satisfaction of such Claim in accordance with the Restructuring Transactions, its Pro Rata Share of 3.5% of the New Equity Interests subject to dilution by the Management Incentive Plan and New Equity Interests issued on account of the Tranche B Loans. * Holders of an Allowed General Unsecured Claim will be unimpaired under the Plan. * Holders of an Allowed Intercompany Claim and Allowed Intercompany Interest will be [unimpaired and presumed to accept/impaired and deemed to reject] the Plan. * Holders of Existing Parent Equity Interests will be impaired and deemed to reject the Plan. All holders of Allowed First Lien Claims will have the right to participate in the provision of the DIP Facility. In exchange for providing the DIP Facility, holders of Allowed DIP Claims will receive (a)(i) Exit Term Loans in a principal amount equal to the amount of such Allowed DIP Claim on account of such holder's principal amount of DIP Loans (excluding any such principal amount on account of the Tranche B Loans), (ii) New Equity Interests in exchange for the amount of such holder's Allowed DIP Claim on account of such holder's principal amount of Tranche B Loans, subject to dilution by the Management Incentive Plan, and (iii) payment in full in cash of all accrued and unpaid interest and other obligations on account of the DIP Loans (excluding obligations to pay the principal amount of the DIP Loans paid pursuant to clauses (i) and (ii) above) or (b) such other treatment as agreed to by the Debtors and such DIP Lender. The Plan also provides for the establishment of a Litigation Trust and the contribution by each of H.I.G. Capital, LLC, the Company, the First Lien Ad Hoc Group, and any Consenting Creditor (each as defined in the Restructuring Support Agreement) of their respective claims that relate to or arise from the facts underlying the allegations in the litigation styled as Matrix Parent, Inc. v. Audax Management Co., Case No. N23C-10-212 MAA CCLD (Del. Super.), and any appeals therefrom (the "Superior Court Litigation") to the Litigation Trust. Proceeds of (i) the Superior Court Litigation and any other proceeds of claims transferred to the Litigation Trust and (ii) recovered under the representations and warranties policy no. ET111-003-478 issued to Matrix Parent, Inc. with a policy term of March 1, 2022 to March 1, 2025 shall be allocated pursuant to a proceeds waterfall set forth herein and in the Plan. Cash on the balance sheet of the reorganized Debtors as reorganized from the Effective Date and, to the extent necessary, the proceeds issued or deemed issued under the Exit Term Loan Facility shall be used to (i) pay the Professional Fee Claims, in full in accordance with section 2.2 of the Plan, (ii) fund other distributions, costs, and expenses contemplated by the Plan, and (iii) fund general working capital and for general corporate purposes of the Reorganized Debtors. The proposed Restructuring will leave the Company's businesses intact and substantially deleverage the Debtors' capital structure, as its total funded indebtedness (including accrued but unpaid interest) will be reduced from $690.5 million to approximately $160 million inclusive of principal and accrued interest—an approximately 76.8% debt reduction relative to the Petition Date. This deleveraging will enhance the Company's long term growth prospects and competitive position and allow the Debtors to emerge from the Chapter 11 Cases as a stronger, reorganized group of entities better able to invest in the business, drive innovation, deliver value to customers, and withstand a challenging market environment. Class 5 consists of General Unsecured Claims. The legal, equitable, and contractual rights of the holders of General Unsecured Claims are unaltered by the Plan. Except to the extent that a holder of an Allowed General Unsecured Claim agrees to less favorable treatment, on and after the Effective Date, the Reorganized Debtors shall continue to pay each Allowed General Unsecured Claim or dispute each General Unsecured Claim in the ordinary course of business. This Class will receive a distribution of 100% of their allowed claims. This Class is unimpaired. On the Effective Date, Existing Parent Equity Interests will be cancelled, released, and extinguished and will be of no further force and effect. A full-text copy of the Disclosure Statement dated July 23, 2024 is available at https://urlcurt.com/u?l=UpjIq6 from PacerMonitor.com at no charge. Attorneys for the Debtors: Gabriel A. Morgan, Esq. Clifford W. Carlson, Esq. WEIL, GOTSHAL & MANGES LLP 700 Louisiana Street, Suite 3700 Houston, Texas 77002 Tel: (713) 546-5000 Fax: (713) 224-9511 E-mail: Gabriel.Morgan@weil.com Clifford.Carlson@weil.com - and - Jeffrey D. Saferstein, Esq. Alexander W. Welch, Esq. Daphne Papadatos, Esq. Eric L. Einhorn, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, New York 10153 Tel: (212) 310-8000 Fax: (212) 310-8007 E-mail: Jeffrey.Saferstein@weil.com Alexander.Welch@weil.com Daphne.Papadatos@weil.com Eric.Einhorn@weil.com About Mobileum Inc. Mobileum, Inc., designs and develops data analytics solutions. The Company develops solutions for GSM and CDMA domains, as well as mobile financial services platform allowing bill payment, mobile banking, and money transfers. Mobileum serves customers worldwide. Mobileum, Inc. and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 24-90414) on July 23, 2024. At the time of filing the Debtor estimated $100,000,001 to $500 million in assets and $500,000,001 to $1 billion in liabilities. Gabriel Adam Morgan, Esq. at Weil, Gotshal & Manges LLP, is the Debtors' counsel. MORNING JUMP: Seeks to Extend Plan Exclusivity to September 16 -------------------------------------------------------------- The Morning Jump, LLC, asked the U.S. Bankruptcy Court for the Eastern District of North Carolina to extend its exclusivity periods to file a plan of reorganization and disclosure statement and obtain confirmation of the plan to September 16 and November 15, 2024, respectively. The Debtor filed its Plan of Reorganization Disclosure Statement on July 17, 2024. On July 19, 2024, this Court entered an Order Conditionally Approving Disclosure Statement and setting the confirmation hearing for Debtor's Plan of Reorganization September 5, 2024. The Debtor asserts that it is in the best interest of the bankruptcy estate to extend Debtor's exclusive periods to file a plan, disclosure statement, and obtain confirmation of its plan. Accordingly, Debtor requests an extension of the statutory exclusive periods. Counsel to the Debtor: William P. Janvier, Esq. Stevens Martin Vaughn & Tadych, PLLC 2225 W. Millbrook Road, Raleigh, NC 27612 Tel.: (919) 582-2300 Email: wjanvier@smvt.com About The Morning Jump The Morning Jump, LLC, is a North Carolina limited liability company formed in 2013 which operates a coffee company in Spring Lake, North Carolina. The Debtor sought Chapter 11 protection (Bankr. E.D.N.C. Case No. 24-01113) on April 4, 2024. The Debtor estimated listed assets of $100,000 to $500,000 and liabilities of $1 million to $10 million as of the bankruptcy filing. The Hon. David M. Warren is the case judge. Stevens Martin Vaughn & Tadych, PLLC, led by William P. Janvier, is the Debtor's counsel. MRC GLOBAL: Moody's Withdraws 'B2' CFR Following Debt Repayment --------------------------------------------------------------- Moody's Ratings has withdrawn all ratings of MRC Global (US) Inc.'s including the company's corporate family rating of B2, its probability of default rating of B2-PD, Speculative Grade Liquidity Rating (SGL) of SGL-2 and a B3 rating on its backed senior secured term loan B. Prior to the withdrawal, the ratings outlook was positive. RATINGS RATIONALE Moody's have withdrawn all ratings following the full repayment of the company's backed senior secured term loan B and all other obligations owed (including accrued but unpaid interest, fees and expenses), in full, under its credit documents. MRC Global (US) Inc. is a global distributor of pipes, valves, and fittings (PVF) and related products and provides other services to the energy sector, utilities and other sectors. Its reporting segments include gas utilities (storage and distribution of natural gas), downstream, industrial & energy transition (crude oil refining, petrochemical and chemical processing, general industrials and energy transition projects), upstream production (exploration, production and extraction of underground oil & gas), midstream pipeline (gathering, processing and transmission of oil & gas). The company operates out of approximately 14 distribution centers and 214 service centers located in the principal industrial, hydrocarbon producing and refining areas of the United States, western Canada, Europe, Asia, Australasia, the Middle East and the Caspian region. The company is headquartered in Houston, Texas and generated revenues of about $3.3 billion for the 12-month period ended March 31, 2024. NARROWS ROAD: Case Summary & One Unsecured Creditor --------------------------------------------------- Debtor: Narrows Road, LLC 4362 New Falls Rd. Levittown, PA 19056 Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Eastern District of Pennsylvania Case No.: 24-12783 Judge: Hon. Patricia M Mayer Debtor's Counsel: Ronald S. Gellert, Esq. GELLERT SEITZ BUSENKELL & BROWN, LLC 901 Market Street Suite 3020 3rd Floor Philadelphia, PA 19107 Tel: 215-238-0015 Fax: 215-238-0016 Email: rgellert@gsbblaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Gurpreet Singh as authorized representative of the Debtor. The Debtor listed Itria Ventures located at 1 Penn Plaza, Suite 4530, New York, NY 10019 as its sole unsecured creditor holding a claim of $500,000. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/EW4Q56I/Narrows_Road_LLC__paebke-24-12783__0001.0.pdf?mcid=tGE4TAMA NEW WAY MACHINE: Hires Eisner Advisory as Tax Return Preparers -------------------------------------------------------------- New Way Machine Components, Inc., trading as New Way Air Bearings, seeks approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ Eisner Advisory Group, LLC as tax return preparers. The firm will prepare these federal, state and local tax returns for the year ended December 31, 2023: (a) Federal Form 1120S; (b) Pennsylvania; and (c) Aston Business Pivilege Tax. The firm will be compensated at a fixed fee of $9,675. Edward Opall, a member at Eisner Advisory 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: Edward Opall Eisner Advisory Group LLC One Logan Square 130 North 18th Street, Suite 3000 Philadelphia, PA 19103 Telephone: (215) 881-8800 About New Way Machine Components New Way Machine Components, Inc. is a manufacturer of air bearings in Aston, Pa. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-11362) on April 22, 2024, with as much as $10 million in both assets and liabilities. Holly Miller, Esq., at Gellert Scali Busenkell & Brown, LLC serves as Subchapter V trustee. Judge Ashely M. Chan oversees the case. The Debtor tapped Aris J. Karalis, Esq., at Karalis PC as bankruptcy counsel; Volpe and Koenig, PC as intellectual property counsel; and Asterion, Inc. as financial advisor. NGI EAST BAY: Liquidation & Avoidance Proceeds to Fund Plan ----------------------------------------------------------- NGI East Bay Portfolio, LLC, filed with the U.S. Bankruptcy Court for the Northern District of California a Combined Plan of Reorganization and Disclosure Statement dated July 23, 2024. This Chapter 11 bankruptcy case was filed to preserve certain claims that the Debtor has against EB Neun Member LLC, the co-owner of EB Neun Holdings LLC, which owns a residential and commercial building in Oakland, California. The Debtor believes it has significant avoidance and damage claims against EB Neun Member LLC and/or its owners and affiliates relating to certain restructuring transactions that took place in march of 2019 ("Avoidance Claims"). The Debtor also holds a 39.8% interest in Dwight Holdings, LLC which owns a residential building in Berkeley, California ("Dwight Building"). Since filing its Chapter 11 case, the Debtor has remained in possession of its assets as what is known as the "Debtor-In-Possession" and has been operating its business. The Dwight Building is currently under contract to be sold with an estimated closing date of late August 2024. The Debtor estimates that it will receive $5,000,000 from the sale of the Dwight Building. Class 1 consist of all non-subordinated, general unsecured claims against the Debtor. All assets of the Debtor will be liquidated and monetized with all funds to pay the creditors in Class 1. The Debtor's pro rata payment to unsecured creditors will depend on (1) the distribution to the Debtor based on its 39.8% interest in Dwight Holdings, LLC; and (2) the Debtor's recovery in litigation against EB Neun Member, LLC. This Class is impaired. Class 2 consists of the owners of membership interests of the Debtor. The interest holders shall retain their pre-petition ownership interest in the Debtor. The interest holders will be entitled to distributions pursuant to the Debtor's operating agreement and applicable amendments. No distributions or payments shall be made to this class until all claims in Class 1 are paid in full. The Debtor will liquidate and monetize all its assets to pay unsecured creditors and, if there are excess proceeds, make distribution to its members. A full-text copy of the Combined Plan and Disclosure Statement dated July 23, 2024 is available at https://urlcurt.com/u?l=NzPJsc from PacerMonitor.com at no charge. Counsel to the Debtor: Chris D. Kuhner, Esq. Kornfield Nyberg Bendes Kuhner & Little, P.C. 1970 Broadway, Suite 600 Oakland, CA 94612 Tel: (510) 763-1000 Fax: (510) 273-8669 About NGI East Bay Portfolio NGI East Bay Portfolio, LLC in Oakland, CA, filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Cal. Case No. 23-40243) on March 3, 2023, listing $1,249 in assets and $13,166,567 in liabilities. Randall Miller as managing member, signed the petition. Judge William J. Lafferty oversees the case. Kornfield Nyberg Bendes Kuhner & Little, P.C., serves as the Debtor's legal counsel. NRG ENERGY: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed the 'BB+' Long-Term Issuer Default Rating of NRG Energy, Inc. The Rating Outlook is Stable. The affirmation of NRG's rating considers the company's integrated retail platform, reduction in commodity sensitive business, and substantial cash generating ability. Fitch expects NRG to continue to allocate FCF as necessary to return and maintain EBITDA gross leverage to within Fitch's specified rating threshold of 3.0x-3.5x. Key Rating Drivers Progress on Strategy Execution: NRG closed on the acquisition of Vivint Smart Home, Inc. in March 2023. Fitch believes the acquisition of Vivint is another step in the company's transformation of its business model from less commodity-based to more customer-focused. Under NRG's ownership, Vivint has continued its subscriber growth, increases in recurring revenue and improving customer margins. Capital Allocation Plan: NRG continues to allocate 80% of excess cash available after debt reduction to be returned to shareholders. The company's current stock buyback authorization is $2.7 billion through 2025, of which the company has completed $1.15 billion as of March 31, 2024. NRG is targeting a 7%-9% annual dividend growth rate. The company has augmented FCF with asset sales, which it expects will enable it to meet its 2.50x-2.75x net debt leverage target. Fitch's continues to expect that NRG will reduce leverage to within its downgrade threshold by 2025, which is gross leverage under 3.5x on a sustainable basis. Asset Sales Provide Cash: NRG closed on the sale of its 44% equity interest in South Texas Project Electric Generating Station to Constellation Energy Corp. on Nov. 1, 2023 for a purchase price of $1.75 billion. Proceeds from the sale add to the previously announced 2023 debt reduction target of $900 million, bringing the total amount to $1.5 billion in 2023 and $500 million in 2024. Vivint Largely Financed with Debt: NRG funded its $2.6 billion all-cash purchase of Vivint through a mix of debt, hybrid securities and excess cash on hand. Vivint is a restricted, non-guarantor subsidiary of NRG, and its pre-acquisition capital structure remains in place. Although NRG debt is technically subordinated to Vivint debt, Fitch does not anticipate any impediments in NRG's ability to upstream cash. As a result, Fitch has evaluated NRG's credit metrics on a consolidated basis. Improved Cash Flow Quality: While NRG's acquisition of Vivint was a near-term leveraging transaction, Fitch views the combination as qualitatively positive. The acquisition adds over two million subscribers, many in additional geographic regions. Fitch expects that NRG's concentration in Texas over the next few years will decline to 45% in terms of residential customers from 53% currently. NRG's business mix also will be more diversified. Fitch expects Vivint to contribute approximately 20%-25% of the combined company's adjusted EBITDA. Vivint's significantly longer contractual customer arrangements and longer contract tenors are also a positive. Commodity Exposure: As an integrated energy marketer, NRG seeks to hedge its expected load with either owned generation or third-party suppliers. The company is short generation in most of its markets. Unexpected differences in load forecasts, wholesale power markets, commodity prices and plant operations could have a significant impact on the company's cash flow. Fitch expects NRG to appropriately manage such risks. If it fails to do so and its cash-generating ability significantly decreases, a rating action would be likely. NRG has submitted three loan applications to the Texas Energy Fund (TEF) to develop 1.6 GW of new quick-start natural gas power generation in ERCOT. TEF is expected to announce its decision on the applications in late September 2024. Fitch's forecasts do not include the potential generation projects. Fitch will include the projects only when there is certainty of their execution. The projects may be financed with debt that is non-recourse to NRG. Significant Load Growth Expected: NRG expects to benefit from the increasing demand for electricity from data centers. In addition to increased utilization of existing facilities, the company is in discussions regarding re-development of retired power facilities for both in-front and behind-the-meter opportunities. Fitch has not incorporated potential benefits from or expenditures to support such activities but expects that NRG would develop these plans within their stated credit metrics goals. Agreement Reached with Activist Investor: On Nov. 20, 2023, NRG announced that it had reached an agreement with activist investor Elliott Investment Management L.P. regarding the composition of NRG's board of directors and the establishment of a committee to conduct a search for a new CEO. In the wake of the agreement, NRG reaffirmed its revised capital allocation plan announced in June 2023, as well as its commitment to investment-grade metrics by 2025. On Aug. 1, 2024, NRG announced that board chairperson and interim CEO, Lawrence Coben, has been appointed as president and CEO. He will also continue as board chairperson. Derivation Summary NRG is well positioned relative to Vistra Corp. (BB/Stable) and Calpine Corporation (B+/Stable). NRG's acquisition of Vivint will continue its transformation from its origins as a power generator and provide additional revenue channels. The acquisition further diversifies NRG's revenue stream compared with its two peers. As a result, NRG's concentration in Texas will decline to 45% in terms of residential customers from its current 53%. Vistra's portfolio is less diversified geographically than its peers', with 70% of its consolidated EBITDA from operations in Texas. Like NRG, Vistra benefits from ownership of large and well-entrenched retail electricity businesses in Texas. Calpine's retail business is much smaller. NRG is short generation compared with Vistra and Calpine, and serves load from sources other than its own generation. NRG's leverage increased as a result of the Vivint acquisition. As expected, the company's 2023 EBITDA gross leverage was above the downgrade threshold of 3.5x. Fitch expects NRG to continue to allocate FCF as necessary to return and maintain leverage within rating thresholds of 3.0x-3.5x. Fitch projects Vistra's leverage to remain in the range of 3.5x-4.0x in 2024-2026 and Calpine's leverage to remain around 5.0x. Key Assumptions Fitch's Key Assumptions Within the Rating Case for the Issuer Include - Existing Vivint capital structure remains in place; - Dividend growth of 7%-9%, as per management's publicly stated forecast; - Stock buybacks of $2.7 billion through 2025, as per management's publicly stated forecast; - NRG retail gross margins remain in line with current expectations; - Continued practice of hedging retail energy load at signing; - Capacity revenue per past auction results; - Debt pay down of $2.55 billion total by 2025, consistent with publicly stated target net debt/adjusted EBITDA of 2.50x-2.75x. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - EBITDA gross leverage under 3.0x on a sustainable basis; - Successful integration of newly acquired business and ability to meet synergy targets; - Balanced allocation of FCF that maintains balance sheet flexibility and leverage within stated goal. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA gross leverage exceeding 3.5x on a sustainable basis; - Weaker than expected power prices or capacity auctions in core regions; - Inadequate liquidity sources to meet potential collateral and working capital needs; - Unfavorable changes in regulatory constructs or rules in NRG's markets; - Aggressive growth or capital allocation strategy that reduces stability of cash flow; - Failure to appropriately hedge retail sales obligations. Liquidity and Debt Structure Adequate Liquidity: NRG amended its revolving credit agreement in April 2024 to allow for the issuance of $875 million term loan B, which the company used to repay notes due in 2024 and reduce the convertible note principal. The company had previously increased the total capacity of the credit agreement by $645 million and extending the maturity of a portion of commitments to February 2028. The earlier incremental commitment brings the total capacity of the revolving credit facility to $4.305 billion. Subsequently, in June 2024 NRG amended its accounts receivable borrowing facility to increase aggregate commitments to $2.3 billion from $1.4 billion and extend the scheduled termination date of the facility by one year to June 2024, among other amendments. As of March 31, 2024, the company had no revolver borrowings outstanding and $2.9 billion letters of credit issued under its revolving credit facility and collective collateral facilities. As of the same date NRG had a consolidated cash balance of $278 million. In April 2024, the company repriced and extended the Vivint revolving credit agreement to 2028. NRG has a $500 million senior secured first lien note maturing in 2025. Issuer Profile NRG is an unregulated, integrated power company producing and selling electricity, natural gas, and related products in major competitive power markets in the U.S. and Canada. Criteria Variation Fitch's Corporate Rating Criteria (dated Nov. 3, 2023) outlines and defines a variety of quantitative measures used to assess credit risk. As per the criteria, Fitch's definition of total debt is all encompassing. However, Fitch's criteria is designed to be used in conjunction with experienced analytical judgment, and as such, adjustments may be made to the application of the criteria that more accurately reflects the risks of a specific transaction or entity. In 2020, NRG established Alexander Funding Trust, a Delaware statutory trust (SPV) that issued $900 million of P-Caps redeemable Nov. 15, 2023. The trust invested the sale of the P-Caps in a treasury portfolio. In August 2023, the company redeemed the then existing P-Caps and issued $500 million P-Caps under Alexander Funding Trust II. Under a three-year put option agreement, NRG has the right, from time to time, to issue to the trust and to require the trust to purchase from NRG, on one or more occasions up to $500 million aggregate principal amount of NRG's up to $500 million aggregate principal amount of the company's 7.467% senior secured first lien notes due 2028. NRG pays the SPV a periodic premium in exchange for the issuance by the SPV of cash collateralized LCs on NRG's behalf. In addition to being used for LC postings, P-Caps can be used as a contingent source of liquidity; however, NRG and Fitch do not expect this to occur. Fitch does not consider NRG's P-Caps debt, which is a variation from the Corporate Rating Criteria's definition of total debt. Absent the exercise of the issuance right, P-Caps are treated as off-balance sheet for analytical purposes and excluded from Fitch's leverage and interest coverage metrics. If NRG were to exercise issuance rights, the amount of debt issued to the trust would be included in NRG total debt calculation and therefore its credit metrics. Summary of Financial Adjustments NRG series A preferred stock receive 50% equity credit based upon Fitch's "Corporate Hybrids Treatment and Notching Criteria" dated Nov. 12, 2020. The features supporting 50% equity credit include an ability to defer dividend payments for at least five years and cumulative feature of deferred dividends. 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 ----------- ------ -------- ----- NRG Energy, Inc. LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ senior secured LT BBB- Affirmed RR1 BBB- preferred LT BB- Affirmed RR6 BB- Alexander Funding Trust II senior secured LT BBB- Affirmed RR1 BBB- OHIO LUXURY: Case Summary & 12 Unsecured Creditors -------------------------------------------------- Debtor: Ohio Luxury Builders LLC 4958 Mahoning Ave. Youngstown, OH 44515 Business Description: Ohio Luxury is part of the nonresidential building construction industry. The Debtor owns eight properties all located in Ohio having a total current value of $3.41 million. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Northern District of Ohio Case No.: 24-40929 Judge: Hon. Tiiara Patton Debtor's Counsel: Charles Tyler, Esq. CHARLES TYLER, SR., ESQ. ATTORNEY AND COUNSELOR AT LAW 137 S. Main Street Suite 206 Akron, OH 44308 Email: charles.tyler@tylerlawoffice.com Total Assets: $3,405,000 Total Liabilities: $3,983,522 The petition was signed by Corey Kemp as single member and president. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BUY373A/Ohio_Luxury_Builders_LLC__ohnbke-24-40929__0001.0.pdf?mcid=tGE4TAMA OLIN CORP: S&P Alters Outlook to Stable, Affirms 'BB+' ICR ---------------------------------------------------------- S&P Global Ratings revised its outlook on Olin Corp to stable from positive due to persistently weak demand, a lack of pricing improvement, and lower than anticipated operating rates in the company's chemical businesses. S&P said, "At the same time, we affirmed our 'BB+' issuer credit rating on Olin as well as our 'BB+' issue-level ratings on the company's unsecured notes, term loan, and revolving credit facility (RCF). "The revised outlook reflects our expectation that the company's credit metrics will not reach our current upgrade threshold (the high end of the 30%-45% range) over the next 12 months." Olin generated EBITDA of about $544 million during the first half of the year on an S&P Global Ratings-adjusted basis (about $1.1 billion annualized), resulting in last-12-months (LTM) FFO to debt of approximately 23%. This is higher than realized earnings in prior trough environments ($942 million of EBITDA in 2019 and $632 million in 2020), but well below the level that corresponds with FFO to debt metrics consistent with a higher rating. S&P's EBITDA forecast of about $1 billion in 2024 considers a $100 million negative impact in the third quarter from the current operational outage at Freeport, modest sequential pricing gains in the company's chlor alkali products and vinyl (CAPV) segment, slightly improved structural profitability in epoxy, and higher EBITDA in the company's Winchester segment, which continues to benefit from higher international sales and U.S. government contracts. S&P said, "Olin has substantial operating leverage; thus, we believe an improvement in capacity utilization (10% or more) could result in a material improvement in EBITDA toward our upgrade threshold. However, we believe substantially higher operating rates are unlikely in the near term given our assumptions for interest rates, GDP growth, and our expectations for demand in key end markets such as vinyls, TiO2, and urethanes, which we expect to remain depressed over the next 12 months." Olin continues to execute on initiatives to maximize electro chemical unit (ECU) profitability. In 2023, amid materially weaker demand, and declining ECU profitability, Olin implemented its "value accelerator initiative," which sought to stem further pricing declines by idling significant chlor alkali capacity. S&P said, "As a result, CAPV utilization fell to below 50% at year-end 2023, rose to slightly above 50% in the first quarter of 2024, and we expect it will improve marginally throughout the remainder of the year. Reduced market participation has been a short-term headwind to earnings in recent quarters, but it has helped stabilize profitability, with price improving sequentially in Q2, albeit only modestly. While the company's strategy has not eliminated earnings volatility from the business, we believe recent performance, underpinned by controllable actions taken by management, demonstrates Olin's ability to generate higher trough EBITDA compared to prior cycles by preventing material price erosion." As a commodity chemical producer, the company is subject to external factors outside of its control, including higher interest rates that continue to pressure building and construction activity in the U.S. and Europe, weak Chinese construction and infrastructure spending, and the actions of other chlor alkali (and epoxy) producers who have not reduced operating rates in the face of low margins and declining demand. The limitation of Olin's strategy to support price during an industry downturn is best exemplified by the recent performance of its epoxy segment. Despite substantial operating rate cuts and restructuring measures, segment EBITDA remains only slightly above breakeven. Efforts by Olin to match supply and demand by lowering operating rates were largely unsuccessful due to external factors, including a slowdown in coatings demand and industry overcapacity in China, which prompted a substantial increase in competitive imports into the U.S. and Europe. The company has also been hindered by operational issues, including an outage at its VCM (vinyl chloride monomer) unit following a turnaround in 2023 and hurricane-related disruptions at its Freeport facility that prompted a system-wide force majeure for the company's CAPV segment. Olin's financial policies and its ability to generate strong free cash flow throughout the cycle continue to support metrics consistent with our 'BB+' rating. Management has publicly stated their desire to achieve and defend an investment-grade rating and set a net leverage target of below 2x in a recessionary scenario; although, based on management guidance, leverage will exceed this level at year-end 2024. S&P said, "Olin has reduced gross debt materially since 2022, and we expect it will benefit from decreased cash interest expense, relatively stable maintenance capital expenditure (capex) requirements, and no material contractual long-term supply payments. We forecast Olin will generate about $400 million of free operating cash flow (FOCF) in 2024. This is below our prior forecast, but within our expectations for the current rating." S&P said, "We do not expect the company will allocate capital to large-scale, capital-intensive investments to expand its existing asset base, and will instead focus on smaller bolt-on acquisitions. However, given the company's free cash flow generation, we believe Olin could fund a portion of any larger, more transformative acquisition using cash on hand or rapidly reduce leverage post-acquisition. We anticipate Olin will continue to return the majority of discretionary cash flow (DCF) to shareholders via share repurchases, and we assume no further material debt repayment within the coming 12 months. "The stable outlook reflects our view that Olin's improved capital structure, financial policies, value maximization strategy, and free cash flow generation provide the company with increased financial and operational flexibility. We believe management is committed to maintaining conservative leverage metrics, although the company has continued to direct the majority of cash to share repurchases even as credit metrics have weakened in recent quarters. However, the chlor alkali market continues to face challenging macroeconomic conditions, including weaker end-market demand for vinyls due to a global slowdown in building and construction activity, and the actions of Olin's competitors, who have not been as keen to reduce operating rates and match output with market demand. We anticipate end-market demand in CAPV and epoxy will remain depressed in coming quarters, which will constrain upside to both pricing and operating rates in 2024. We continue to expect Olin will end the year with weighted-average FFO to debt over 30%, consistent with our current 'BB+' rating. "We could take a negative rating action within the next 12 months if chlor alkali demand weakened further and the company's optimization strategy and operating rate cuts were not sufficient to support pricing for chlorine, caustic, or derivative products. This could occur if global economic growth is weaker than our current expectation or interest rates remain elevated for longer than we currently envision. "In our downside case, we envision a scenario in which the company's strategy to sacrifice volume during a prolonged period of demand weakness fails to support pricing, while simultaneously resulting in market share erosion such that FFO to debt falls below 20% on a weighted average basis. Specifically, we could consider a negative rating action if we believe demand weakness will persist well into 2025 or if we were to revise down our current mid-cycle EBITDA expectation for the company. We could also consider a negative rating action if, against our expectations, we do not believe the company is committed to prudent financial policies that support metrics at current levels. "We could consider an upgrade to investment-grade if end-market demand for chlorine derivatives such as vinyls/PVC, TiO2, and urethanes improves materially in coming quarters. We would also need to expect Olin would achieve mid-cycle EBITDA in excess of $1.6 billion. Given the company' current capital structure, EBITDA above this level roughly corresponds to FFO to debt at the upper-end of the 30%-45% range." Any upgrade would also be contingent on the company's continued commitment to maintaining financial policies that support investment-grade credit metrics and ratings. OMNI EXCAVATORS: Claims to be Paid From Disposable Income --------------------------------------------------------- Omni Excavators, Inc., filed with the U.S. Bankruptcy Court for the District of Columbia a Chapter 11 Plan of Reorganization dated July 22, 2024. The Debtor is a minority-owned Virginia corporation, which performs excavation services in the District of Columbia metropolitan area since 2001. It is owned 51% by its president, Manual Dias, and 49% by its vice-president, Abotorab Rafi. The Debtor generally acts as a subcontractor. The events precipitating this Chapter 11 filing are a combination of economic factors resulting from the COVID-19 pandemic, delays in payment by the District of Columbia to general contractors employing the Debtor, as well as lawsuits filed by former employees, and tax debt. The Debtor's projections show that the Debtor will have projected disposable income of approximately $20,000 per month. Other than debt payments secured by the Kaverton Property, the final Plan payment is expected to be paid on the date that is three years after the Effective Date of the Plan. Class 11 consists of all General Unsecured Claims. Provided that an Allowed Class 11 Claim has not been paid prior to the Effective Date, and except to the extent that a holder of a Class 11 Claim agrees to a different and lesser treatment, each holder of an Allowed Class 11 Claim shall receive from the Debtor, in full and complete settlement, satisfaction and discharge of its Allowed Class 11 Claim, a pro rata distribution of the ERC Payment (after payment of Priority Tax Claims and any arrearages on secured claims to be paid under the Plan), the Quarterly Payments, and the Retention Payment Net Value. Class 11 is impaired. To the extent any Class 11 Claim is deemed to be a Non Dischargeable Claim, it will be paid in full, with interest at the federal judgment rate in effect on the Confirmation Date, in equal quarterly payments, over a period not to exceed five years, beginning on the first day of the quarter immediately after the last Quarterly Payment is made. For the avoidance of doubt any claim of the SBA will be treated as a Class 11 Claim. The holders of the equity interests in the Debtor, Manual Dias and Abotorab Rafi, shall retain their respective 51% and 49% equity interests in the Debtor. Holders of equity interests in the Debtor are unimpaired and not entitled to vote on the Plan. All property of the Estate shall revest in the Debtor on the Effective Date, free and clear of all other liens, claims, interests and encumbrances, except for the liens specifically preserved or created by this Plan. Beginning on the first business day that is in the first full quarter after the Effective Date, and continuing on the first business day of each quarter thereafter for a total of 20) quarters, the Debtor, or, if this Plan is confirmed pursuant to Section 1191(b) of the Bankruptcy Code, the Trustee (from payments made to the Trustee by the Debtor), shall pay Quarterly Payments of $30,000.00 (the "Quarterly Payments"). A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=VAiM9d from PacerMonitor.com at no charge. Counsel for the Debtor: Justin Philip Fasano, Esq. MCNAMEE, HOSEA, P.A. 6404 Ivy Lane, Suite 820 Greenbelt, MD 20770 Telephone: (301) 441-2420 Facsimile: (301) 982-9450 Email: jfasano@mhlawyers.com About Omni Excavators Omni Excavators, Inc., is a Washington, DC-based company operating in the nonresidential building construction industry. Omni Excavators filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.D.C. Case No. 24-00050) on February 23, 2024, with up to $50,000 in assets and $1 million to $10 million in liabilities. Abotorob Rafi, president, signed the petition. Judge Elizabeth L. Gunn oversees the case. Justin Philip Fasano, Esq., at Mcnamee Hosea, P.A., is the Debtor's legal counsel. PARADOX ENTERPRISES: Seeks to Extend Plan Exclusivity to October 2 ------------------------------------------------------------------ Paradox Enterprises, LLC, with the consent of primary creditors Legalist DIP Fund I, LP and Legalist DIP SPV II, LP, asked the U.S. Bankruptcy Court for the Eastern District of Tennessee to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to October 2 and December 1, 2024, respectively. Legalist has consented to these proposed extensions in connection with its consent to the Debtor's continued use of cash collateral. The Debtor explains that the company and the estate would benefit if an agreement to propose a joint Chapter 11 plan could be obtained, as it would significantly reduce the administrative costs of an otherwise contentious and uncertain plan confirmation process. The Debtor claims that extending the exclusivity periods for the company will allow sufficient time to determine whether the Debtor and Legalist can reach an amicable compromise of their otherwise opposing position, while also avoiding a disruption of the Debtor's rights to file an acceptable plan if such a compromise cannot be obtained. The Debtor asserts that Creditors will not be prejudiced by the extension request, because the requested extended deadlines fall within the extension limitation found in Section 1121(d)(2) of the Bankruptcy Code, and, with respect to Legalist, because it consents to the requested extension dates. Paradox Enterprises, LLC is represented by: Gray Waldron, Esq. DUNHAM HILDEBRAND, PLLC 2416 21st Ave S, Ste 303 Nashville, TN 37212 Tel: 629-777-6519 Fax: 615-777-3765 E-mail: gray@dhnashville.com About Paradox Enterprises Paradox Enterprises, LLC, owns various properties valued at $6.1 million. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tenn. Case No. 24-10826) on April 5, 2024. In the petition signed by Eric Shelley, managing member, the Debtor disclosed $6,174,373 in assets and $13,012,125 in liabilities. Judge Nicholas W. Whittenburg oversees the case. Gray Waldron, Esq., at DUNHAM HILDEBRAND, PLLC, is the Debtor's legal counsel. PINNACLE HOLDINGS: Taps Bruce Allen Realtors as Real Estate Agent ----------------------------------------------------------------- Pinnacle Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of Rhode Island to employ Bruce Allen Realtors as its real estate agent. The firm's services include: (a) advise the Debtor with respect to the listing, marketing, showing and preparing the subject real estate for sale; (b) prepare all necessary documents and obtain all permissions necessary to pass title of the property to the prospective buyer, subject to prior court approval; (c) keep the Debtor's counsel informed of the status of any prospective buyer and progress of selling; and (d) perform all other legal services for the Debtor which may be necessary therein. The firm will receive a commission at a commercial rate of 6 percent of purchase price. Donald Coletti, a real estate agent at Bruce Allen Realtors, 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: Donald Coletti Bruce Allen Realtors 10 Rangeley Road Cranston, RI 02920 Telephone: (401) 640-4687 About Pinnacle Holdings LLC Pinnacle Holdings LLC in Westerly, RI, has been in the business of commercial real estate rental. The Debtor filed its voluntary petition for Chapter 11 protection (Bankr. D.R.I. Case No. 24-10106) on Feb. 27, 2024, listing as much as $1 million to $10 million in both assets and liabilities. Harold T. Panciera, III, as managing member, signed the petition. Judge Diane Finkle oversees the case. Heitke Cook Associates LLC serves as the Debtor's legal counsel. PLA FOUR 107: Seeks to Hire Meglio Group as Accountant ------------------------------------------------------ PLA Four 107 LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire The Meglio Group, P.C. as its accountant. Meglio will provide bookkeeping, cash management, accounting and related services. The arrangement for compensation is a monthly flat fee in the amount of $3,000. The Meglio Group, P.C. is a disinterested person under 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Steven O. Meglio, CPA The Meglio Group, P.C. 28 Bloomfield Avenue, Suite 100 Pine Brook, NJ 07058 Telephone: (973) 226-4300 Facsimile: (973) 396-3718 About PLA Four 107 LLC PLA Four 107 LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-16217) on June 20, 2024, listing up to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Vincent F Papalia presides over the case. Douglas J. McGill, Esq, at Webber Mcgill LLC represents the Debtor as counsel. PLA FOUR 107: Seeks to Tap Webber McGill as Bankruptcy Counsel -------------------------------------------------------------- PLA Four 107 LLC seeks 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 advise the Debtor with respect to proposing and confirming a chapter 11 plan of reorganization; and c. perform all other necessary legal services. Webber McGill's proposed hourly compensation rates range from $450 to $575 for attorney time, and $150 for paralegal time. Prior to commencement of this case, Webber McGill received $25,000 from ProudLiving Communities LLC, an entity controlled by the Debtor's principal, Thomas Caleca, which provides management services to the Debtor. Webber McGill has also received a retainer in the amount of $15,000 from TJC Realty LLC, another entity owned by Mr. Caleca. Douglas McGill, Esq., an attorney at Webber McGill, 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: Douglas J. McGill, Esq. WEBBER MCGILL LLC 100 E. Hanover Avenue, Suite 401 Cedar Knolls, New Jersey 07927 Tel: (973) 739-9559 Email: dmcgill@webbermcgill.com About PLA Four 107 LLC PLA Four 107 LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 24-16217) on June 20, 2024, listing up to $50,000 in assets and $500,001 to $1 million in liabilities. Judge Vincent F Papalia presides over the case. Douglas J. McGill, Esq, at Webber Mcgill LLC represents the Debtor as counsel. POST HOLDINGS: S&P Rates New Senior Unsecured Notes 'B+' -------------------------------------------------------- S&P Global Ratings assigned its 'B+' issue-level rating and '4' recovery rating to Post Holdings Inc.'s proposed $1.2 billion senior unsecured notes due 2033. The company will use the note proceeds to redeem $475 million outstanding on the company's 5.625% senior notes due 2028, repay $300 million on its revolver, and place excess cash on the balance sheet, and cover fees and premiums. S&P expects this to be a net leverage-neutral transaction. S&P said, "We revised our recovery rating on Post Holdings Inc.'s senior unsecured notes to '4' from '3' to reflect the company's increase in unsecured debt by about $725 million following the proposed debt issuance. The '4' recovery reflects our expectation of average (30%-50%: 45% rounded estimate) recovery in the event of a payment default. Our 'BB' issue-level and '1' recovery ratings on the company's senior secured debt are unchanged, indicating our expectation of very high (90%-100%; rounded estimate: 95%) recovery in the event of a payment default. "Our long-term issuer credit rating on Post remains 'B+'. The outlook is stable. Post's operating performance through the third quarter ended June 30, 2024, is in line with our expectations. We estimate the company will end fiscal 2024 with leverage of between 4.5x and 5x. We expect Post's leverage will remain below our 6.5x downgrade threshold, but we expect the company to seek acquisitions, which will likely raise leverage to or above 5x." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors Post is the issuer of all of the company's debt. Following this transaction, the company's debt structure will comprise: -- $1 billion revolving credit facility due in 2029; -- $575 million 2.5% convertible notes due in 2027; -- $1 billion 5.625% senior unsecured notes due in 2028 ($465 million outstanding post transaction); -- $1.25 billion 5.5% senior unsecured notes due in 2029 ($1.24 billion outstanding); -- $1.65 billion 4.625% senior unsecured notes due in 2030 ($1.4 billion outstanding); -- $1.8 billion 4.5% senior unsecured notes due in 2031 ($981 million outstanding); -- $1.0 billion 6.25% senior secured notes due in 2032; and -- $1.2 billion proposed senior unsecured notes due in 2033. The senior secured facilities are unconditionally guaranteed by Post's existing and subsequently acquired direct and indirect domestic subsidiaries and secured by security interests in substantially all of its and its subsidiary guarantors' assets, including certain material real property. The unsecured notes are fully and unconditionally guaranteed on a senior unsecured basis by the company's existing and future domestic subsidiaries. The company's foreign subsidiaries will not guarantee the notes and account for less than 10% of the company's sales. Post is incorporated and headquartered in the U.S. In the event of an insolvency proceeding, S&P anticipates the company would file for bankruptcy protection under the auspices of the U.S. federal bankruptcy court system and unlikely involve foreign jurisdictions. Simulated default assumptions -- S&P's simulated default scenario assumes strained liquidity from weak sales and profitability as a result of heightened competitive pressures combined with higher commodity costs and consumer preference for other products or a major product recall. These factors hamper margins and cash flow, resulting in an inability to meet fixed charges. -- Year of default: 2028 -- EBITDA at emergence: $711 million -- Emergence enterprise value multiple: 7x -- The emergence-level EBITDA takes into consideration a 20% operational adjustment (to reflect recoupment of sales volume and cost-cutting efforts that improve margins) on top of the default-level EBITDA. The default EBITDA roughly reflects fixed-charge requirements of about $418 million in interest costs (S&P assumes a higher rate because of default and include prepetition interest) and $175 million in minimal capital expenditure assumed at default. Simplified waterfall -- Gross recovery value: $5 billion -- Net recovery value for waterfall after administrative expenses (5%): $4.7 billion -- Obligor/nonobligor valuation split: 85%/15% -- Collateral value available to secured debt: $4.5 billion -- Estimated senior secured claims: $1.9 billion --Recovery range for senior secured debt: 90%-100% (rounded estimate: 95%) -- Remaining value to unsecured claims: $2.8 billion -- Estimated unsecured debt claims: $6 billion --Recovery range for senior unsecured debt: 30%-50% (rounded estimate: 45%) All debt amounts include six months of prepetition interest. PRIME HEALTHCARE: S&P Rates $1BB Senior Secured Notes 'B-' ---------------------------------------------------------- S&P Global Ratings assigned its 'B-' issue-level ratings to Prime Healthcare Services Inc.'s proposed $500 million term loan B and $1 billion senior secured notes. The recovery ratings on both the term loan and notes is '3', reflecting our expectation of meaningful (50%-70%; rounded estimate: 50%) recovery in the event of a default. Prime will use the proceeds to repay the $874 million outstanding on its existing senior secured notes maturing in 2025, remaining asset-based lending (ABL) facility balance of $185 million, $100 million of Medical Properties Trust (MPT)seller's note and cover $47 million of transaction fees. The repayment of the MPT obligations will increase the hospital pledges that secure the proposed secured debt. In addition, the company plans to set aside about $300 million of proceeds to fund Prime's announced acquisition of eight hospitals from Ascension in Illinois. S&P's existing 'B-' issuer credit rating and stable rating outlook on Prime are unchanged by these transactions. The stable outlook reflects S&P's expectation that Prime's financial performance will continue to benefit from significant improvement in its labor situation, better patient volume trends that we expect to stabilize, and state subsidy programs that will continue to provide support. ISSUE RATINGS-RECOVERY ANALYSIS Key analytical factors -- Prime's pro forma capital structure consists of a $425 million ABL revolving credit facility, a proposed $500 million senior secured term loan B due 2029, $1 billion of proposed senior secured notes due 2029, and $238 million in debt owed to MPT under various sale-leasebacks, plus unsecured related party and other debt of about $350 million. -- Prime Healthcare Services Inc. is the primary obligor on the secured term loan and secured notes, which are guaranteed by current and future domestic restricted subsidiaries (unrestricted subsidiaries are immaterial), and secured by first-priority liens on the real property of 23 hospitals and the (non-real) property and stock of the issuer and guarantors, and a second lien on all working capital assets, which secure the ABL facility. The seven other hospitals' real property secures the MPT obligations. -- S&P assumes the ABL is 60% drawn at default and draws by the hospitals backing the MPT debt and to hospitals backing the rated secured debt notes roughly match its split of Prime's EBITDA and enterprise valuation (EV). All claims assume six months of accrued but unpaid interest. -- S&P Global Ratings' simulated default scenario contemplates a default in 2026, caused by a combination of an unexpected decline in government reimbursement rates and an inability to turn around acquired hospitals. Simulated default assumptions -- Simulated year of default: 2026 -- Emergence EBITDA: $233 million -- Multiple: 5.5x -- Valuation split (primary collateral group notes/MPT obligors): 85%/15% Simplified waterfall -- Net enterprise value (after 5% administrative expenses): $1.217 billion -- MPT value: $183 million -- ABL claims at MPT obligors: $39 million -- MPT leases and debt: $250 million -- EV of primary obligors: $1.034 billion -- ABL claims against collateral group: $223 million -- Remaining value available for secured debt: $811 million -- Secured debt claims: $1.547 billion --Recovery range: 50%-70% (rounded estimate: 50%) PROSOMNUS INC: Reports Net Loss of $15.2 Million in Fiscal Q2 ------------------------------------------------------------- ProSomnus, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $15.2 million on $9.1 million of revenue for the three months ended June 30, 2024, compared to a net income of $905,000 on $6.9 million of revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, the Company reported a net loss of $11.7 million on $16.6 million of revenue, compared to a net loss of $6 million on $12.7 of revenue for the same period in 2023. The Company is presently undergoing Chapter 11 proceedings in Delaware. It currently believes that its current unrestricted cash balance will not be sufficient for the Company to continue operations as a going concern for the next 12 months. The Company have incurred recurring losses from operations and recurring negative cash flows from operating activities, and expects operating losses and negative cash flows from operations to continue for the foreseeable future. Additionally, the indentures governing the Company's Senior Convertible Notes and Subordinated Convertible Notes contain monthly and quarterly financial covenants. Failure to comply with the covenants or obtain a waiver and extension from the holders of each series of our Convertible Notes could result in an event of default under each of the indentures governing the Convertible Notes and result in an acceleration of the Convertible Notes. The Company believes these factors raise substantial doubt about its ability to continue as a going concern. "Our being subject to a long period of operations under the Bankruptcy Court's protection could have a material adverse effect on our business, financial condition, results of operations and liquidity," the Company explained. "So long as the proceedings related to the Chapter 11 reorganization continue, our senior management will be required to spend a significant amount of time and effort dealing with the reorganization instead of focusing exclusively on our business operations. A prolonged period of operating under the Bankruptcy Court's protection also may make it more difficult to retain management and other key personnel necessary to the success and growth of our business. In addition, the longer the proceedings related to the Chapter 11 reorganization continue, the more likely it is that our clients, investors, strategic partners and service providers will lose confidence in our ability to reorganize our businesses successfully and seek to establish alternative advisory and/or other commercial relationships, as applicable. Furthermore, so long as the Chapter 11 reorganization continue, we will be required to incur substantial costs for professional fees and other expenses associated with the administration of the Chapter 11 reorganization." "During the Chapter 11 reorganization, we expect our financial results to be volatile as restructuring activities and expenses, contract terminations and rejections, and claims assessments significantly impact our consolidated financial statements. As a result, our historical financial performance is likely not indicative of our financial performance after the date of the filing of the Chapter 11 reorganization," the Company said. As of June 30, 2024, the Company had $26.4 million in total assets, $63.9 million in total liabilities, $11.6 million in redeemable convertible preferred stock and $49.03 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/mtfn5yay About ProSomnus Inc. ProSomnus, Inc., f/k/a LAAA Merger Corp., is an innovative medical technology company that develops, manufactures, and markets its proprietary line of precision intraoral medical devices for treating and managing patients with obstructive sleep apnea. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case 24-10972) on May 7, 2024, with $26,287,000 in assets as of Dec. 31, 2023 and $52,888,000 in liabilities as of Dec. 31, 2023. Brian B. Dow, chief financial officer, signed the petitions. Judge John T. Dorsey presides over the case. The Debtors tapped Shanti M. Katona, Esq., at Polsinelli PC, as legal counsel; and Gavin/Solmonese, LLC as financial advisor. The law firms of Kilpatrick Townsend & Stockton, LLP and Morris James, LLP represent the Ad Hoc Crossover Group of Convertible Noteholders. R1 RCM: Fitch Puts 'BB' LongTerm IDR on Watch Negative ------------------------------------------------------ Fitch Ratings has placed the ratings of R1 RCM Inc. (R1) including its Long-Term Issuer Default Rating (IDR) of 'BB' and its senior secured term loan B rating of 'BBB-'/'RR1' on Rating Watch Negative (RWN). The RWN follows R1 entering into a definitive agreement to be acquired by investment funds TowerBrook Capital Partners and Clayton Dubilier & Rice, LLC (CD&R). Fitch expects EBITDA leverage to increase post-transaction completion, potentially breaching and sustaining above Fitch's 3.5x negative sensitivity threshold. The rating also reflects R1's leading position in the revenue cycle management vertical, secular tailwinds in healthcare spending, low cyclicality, and a concentrated customer base. Fitch expects to resolve the RWN upon completion of the acquisition which could take longer than six months. However, it is anticipated to close by YE 2024. Fitch may re-evaluate the new capital structure following closure based on the revised financial profile. Key Rating Drivers Potential Increase in Leverage: Following the announcement of R1's acquisition by investment funds TowerBrook and CD&R, Fitch anticipates the amount of debt used to finance it will exceed current levels. This is expected to lead to the company operating at higher EBITDA leverage levels post-acquisition, potentially sustaining above Fitch's 3.5x negative sensitivity threshold. As a result, Fitch has placed R1's ratings on RWN. Regardless of the acquisition, Fitch projects 2024 EBITDA leverage to remain above 3.5x, which surpasses its negative sensitivity threshold and is higher than previous projections. This is primarily driven by incremental debt used to acquire Acclara earlier this year as well as reduced EBITDA expectations due to delayed cash collections and diminished incentive fees, stemming from the company's exposure to two cybersecurity incidents this year. Fitch considers these incidents to have a temporary impact on the company's operations and expects recovery and collection on the base fees and improved incentive fees in 2025. Fitch anticipates EBITDA leverage will decline below the 3.5x negative sensitivity in 2025. Limited Impact from Recent Cybersecurity Incidents: Fitch anticipates that the recent cybersecurity incidents affecting Change Healthcare and R1's largest customer, Ascension, will have limited impact and does not expect any prolonged weakness in the business. While these incidents are projected to cause a timing delay in base fee cash collections and lower incentive fees, thereby affecting 2024 revenue and EBITDA, R1 is expected to recover these cash collections in 2025. Secular Tailwinds: Fitch expects R1 to benefit from underlying secular trends in U.S. healthcare spending. The Centers for Medicare and Medicaid Services (CMS) forecast national health expenditure growth of 5.6% per annum through 2030 due to longstanding trends in medical procedure/drug cost and utilization growth. Also, efforts to digitize health records, increasing regulatory burdens, overall medical billing complexities, and other cost pressures have created a need for an end-to-end Revenue Cycle Management (RCM) solution. R1's outsourced RCM offerings deliver this end-to-end solution by leveraging its own experienced billing/coding staff and utilizing a software platform that integrates the various RCM software tools, providing increased efficiency through improved accuracy and use of automation. As a result, external spend by providers on RCM solutions is forecast to grow 11.1% per annum through 2028, according to Research and Markets, creating a strong tailwind for adoption of R1's solutions. Growth Prospects: Fitch expects R1 to maintain a reliable organic growth profile. R1's contingent fee pricing model results in a strong correlation with the underlying secular growth in U.S. healthcare spending. In addition, Fitch notes major customer wins in 2022, which are still in the onboarding phase, and the new end-to-end deal with Providence Health as a result of the Acclara merger will provide a multi-year runway for sustained growth given the company's improved capacity to implement $9 billion of new NPR per annum. Growth prospects are further supported by strong retention rates resulting from an average remaining contract life for end-to-end customers of 7+ years and high switching costs that include staff training, implementation costs, business interruption risks, and reduced productivity when swapping vendors. Fitch believes that the secular tailwinds and high switching costs produce a dependable growth trajectory that benefits the credit profile. Low Cyclicality: Closely related to the underlying healthcare expenditure secular growth driver, Fitch expects R1 to exhibit low cyclicality for the foreseeable future. Fitch believes the company's pricing model ensures strong correlation to overall U.S. healthcare spending, which is highly non-discretionary and has experienced uninterrupted growth since at least 2000 according to CMS. As a result, Fitch believes R1 will demonstrate a stable credit profile with little sensitivity to macroeconomic cycles. Concentrated Ownership: Fitch expects ownership concentration to remain high for R1, with the company's ownership concentrated among two private equity funds, TowerBrook and CD&R, post-acquisition completion. Currently, TowerBrook, along with Ascension, own 36% of R1. The private equity ownership nature could lead to prioritizing excess cash flows towards ROE optimization, either through acquisitions or dividends to owners, while limiting voluntary debt repayments. Fitch considers the company's private equity ownership concentration to be an inherent credit risk. Customer Concentration: R1 derives a significant portion of its revenue from two customers. Ascension and Intermountain Healthcare represented greater than 30% and 10% of LTM March 2024 revenue, respectively. This has declined from 49% and 12% as of FY 2022. Ascension serves as a strong reference customer for R1's salesforce ability to win new logos. Ascension and TowerBrook, along with affiliates of New Mountain Capital, are major owners of R1 and are expected to have aligned interests. However, the magnitude of the concentration introduces risk of severe credit profile degradation should the nature of the relationship change in the future. However, Fitch notes that the Ascension contract was renewed in May 2021 for a 10-year term. Fitch typically views material customer concentration as representative of the 'BB' rating category. Derivation Summary Fitch compares R1 with healthcare IT peers such as RCM providers athenahealth Group, Inc. (B/Negative), Finthrive Software Intermediate Holdings, Inc. (dba nThrive; B-/Negative), and Waystar Technologies, Inc. (BB-/Positive). Fitch's forecast for R1's FY24 proforma leverage is expected to remain above the 3.5x negative sensitivity threshold but well below the 5.0x-11.5x range for Fitch-rated healthcare IT issuers. Profitability metrics are mixed in comparison with peers with Fitch forecasting EBITDA margins of 23%-28%, which is below the 33% average for Fitch-rated healthcare IT peers due to R1's higher labor component in offerings. However, Fitch expects consistent FCF margins as a percent of revenues to improve to the low teens over the forecast horizon, above the levels of peers, due to a lower interest burden. The above peers except Waystar Technologies, Inc. are predominantly private-equity owned and are more aggressively capitalized than the publicly-traded R1. Fitch believes strong FCF will be sustainable due to the low cyclicality of the business, strong customer retention, reliable growth and low capital intensity. Fitch views R1's 'BB' rating as supported by secular tailwinds benefitting the company, a reliable growth trajectory and low cyclicality. Key ratings constraints include a lack of financial policy needed to ensure flexibility in delivering shareholder value growth, the governance structure with the ownership position expected to remain concentrated among Ascension/TowerBrook and CD&R following completion of the acquisition and a relatively concentrated customer base. Key Assumptions - Fitch assumes organic revenue growth remaining pressured in 2024 considering the delay in base fee collections and reduced incentive fees as a result of the company's operations being impacted by the two cybersecurity incidents; - Following 2024, organic revenue growth assumed in high single digits to low-teens over the forecast horizon as the company continues to benefit from onboarding new NPR from recent contract wins, including the recent win of the Providence Health contract from the Acclara acquisition coupled with mid-teens growth expected from Cloudmed; - EBITDA margins assumed at low 20s for 2024 due to addition of lower margin Acclara business and the company incurring costs related to cybersecurity incidents, the onboarding of recent contract wins including Providence, with margins expected to increase to high 20s over the forecast horizon due to gradual achievement of identified synergies, contract wins become fully onboarded and turn profitable, savings from automation and operating leverage; - Capex/sales estimated in the range 4% to 5% over the forecast horizon; - Fitch assumes the following SOFR base rates for 2024, 2025, 2026 and 2027: 5.2%, 4.3%, 3.7% and 3.5%; - Incremental debt assumed in 2024 in order to fund the Acclara acquisition; - Not considering the acquisition announcement, Fitch assumes voluntary debt repayments in order to repay the outstanding revolver. Fitch also assumes incremental debt in order to refinance the term loan A maturing in 2026 and for acquisitions. Recovery Analysis Fitch assesses R1's term loan B under Category 1 based on its U.S. Corporates criteria for companies in the 'BB-' to 'BB+' rating categories and is notched according to the below: - There are no ABL facilities as the revolving credit facility is backed by the same agreement as the Term Loan and is pari-passu with term loan A and B; - Fully drawn secured gross leverage is less than 50% above the 3.5x navigator midpoint, or 5.25x of the 'BB' category Issuers; - None of the other category 2 conditions are satisfied. Based on the above, Fitch has rated the term loan B at 'BBB-'/'RR1'. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch's expectation of EBITDA leverage sustaining below 2.5x; - Increased customer diversification; - Improved governance structure, such that Ascension and TowerBrook no longer exercise effective control. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA leverage sustained above 3.5x; - (CFO-capex)/debt with equity credit sustained below 15%; - Sustained loss of market share or underperformance relative to guidance and forecasts. Liquidity and Debt Structure Adequate Liquidity - Fitch expects R1 to maintain abundant liquidity throughout the forecast horizon given strong FCF margins, a highly variable cost structure, and moderate liquidity requirements. As of March 2024, liquidity is comprised of a $600 million RCF with approx. $520 million undrawn and $178 million in readily available cash balance. Liquidity is further supported by Fitch's forecast of the company generating FCF margins improving from high-single digits to low teens percent over the forecast horizon. Issuer Profile R1 RCM manages healthcare revenue cycle operations for health systems, hospitals and physician groups. ESG Considerations R1 has an ESG Relevance Score of '4' for Governance Structure due to concentrated joint ownership by Ascension and TowerBrook, who beneficially own greater than 30% of the common equity. Ascension will remain a material customer representing less than 40% of pro forma revenue, which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. 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 ----------- ------ -------- ----- R1 RCM Inc. LT IDR BB Rating Watch On BB senior secured LT BBB- Rating Watch On RR1 BBB- RJQ COMPANIES: Updates AmeriCredit Financial Secured Claims Pay --------------------------------------------------------------- RJQ Companies, Inc., submitted a Plan of Reorganization under Subchapter V dated July 22, 2024. The Debtor has both secured and unsecured debt. As of Petition Date, the Debtor had approximately $324,259.09 in secured debt obligations and $489,354.31 in unsecured claims. The Debtor has five secured claims: (1) AmeriCredit Financial Services dba GM Financial holds three claims secured by three vehicles, each vehicle is secured by a separate financing agreement which secures a first-position security interest in each vehicle, the agreements do not include cross-collateralization, each financing agreement is listed as a separate subclass; (2) ODK Capital, LLC holds a claim secured by accounts and other personal property. Debtor's original schedules listed two other secured creditors which were listed as disputed but filed claims as general unsecured creditors. By the Plan, the Debtor proposes to (a) pay AmeriCredit Financial Services in full at the various contract rates of over the remaining contractual terms, pursuant to original contract terms; (b) pay ODK Capital, LLC's secured claim in full at 9 percent interest over a five-year period; and (d) pay the General Unsecured Claims six percent of allowed claims over a five-year period. The Debtor proposes to pay 80% of any net recovery of those claims first to secured creditors in classes One (A through D) and Two and then to general unsecured creditors in Class 3. To the extent that proposed payments to secured classes are reduced by such payments, payments to Class 3 shall be increased. Equity Interests will be reinstated, provided, however, that the Debtor may not make any payments on account of Equity Interests until the completion of the Plan. Classes 1A, 1B, 1C and 1D consist of the secured claims of AmeriCredit Financial Services dba GM Financial pursuant to the pre-petition purchase money security interests held by the creditor. AmeriCredit Financial Services filed Proofs of Claim 5, 6, 7 and 8 on account of these claims. These claims will continue to be paid monthly pursuant to contractual terms. Class 3 consists of General Unsecured Claims. Commencing on the first Calendar Quarter following the Effective Date of the Plan the Debtor shall pay to the then serving Subchapter V Trustee the sum designated below for distribution by the Subchapter V Trustee on a pro rata basis to holders of all allowed general unsecured claims. The Subchapter V Trustee shall deduct her reasonable costs and expenses including copying, banking, and mailing charges as well as the time required to prepare and mail payments. The Subchapter V Trustee, in her discretion, may hold claims entitled to less than $15.00 for later distribution. Class 3 is impaired. Class 4 consists of Equity Interests. All Equity Interests will be reinstated as they were prior to the Petition Date, provided, however, that the Debtor may not make any payments on account of Equity Interests until the completion of the Plan. Any provisions of any Equity Interest or agreements with holders of Equity Interests requiring mandatory payments of profits will be permanently rejected. The Debtor will make no distributions to holders of Equity Interests unless and until all payments required under this Plan have been paid in full. On the Effective Date, all assets of the Debtor's estate, including all real and personal property, all Causes of Action, interests, claims, choses in action, and rights under any contracts (executory or otherwise), against any person will re vest and be transferred to the post-Effective Date Debtor. The Debtor will remain in possession of all other assets, including its business and will continue to sell its products through its existing marketing channels while seeking to incrementally increase its sales through a measured growth model that emphasizes profitability. From and after the Effective Date, the Debtor shall exist and continue to exist as a separate legal entity, with all powers in accordance with the laws of the State of California and shall be governed by the pre-Petition Date operating agreement. The Debtor shall have all of the powers of such a legal entity under applicable law and without prejudice to any right to alter or terminate such existence (whether by merger, conversion, dissolution or otherwise) under applicable law. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=cDJWrS from PacerMonitor.com at no charge. Attorneys for the Debtor: Stephen Reynolds, Esq. Reynolds Law Corporation 424 Second Street, Suite A Davis, CA 95616 Tel: (530) 297-5030 Fax: (530) 297-5077 Email: sreynolds@lr-law.net About RJQ Companies RJQ Companies, Inc., is a landscape contractor providing design, installation, and maintenance services. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-20882) on March 5, 2024, with $500,001 to $1 million in both assets and liabilities. Judge Fredrick E. Clement presides over the case. Stephen M. Reynolds, Esq., is the Debtor's legal counsel. RKO SERVICES: Seeks to Hire Planisphere as Property Manager ----------------------------------------------------------- RKO Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Planisphere LLC as leasing agent and property manager. The Debtor needs a property manager to list for lease, renting, operating, and managing its properties located at: (a) 2630 34th Ave. N, Texas City, Texas; (b) 1309 13th St. N, Texas City, Texas; (c) 5522 Hampshire Rd., Corpus Christi, Texas; and (d) 4416 Castor St., Houston, Texas. The firm will be compensated as follows: (a) $150 per unit for each single-family home/duplex; (b) $100 per unit for each triplex/fourplex; and (c) $80 per unit for each 5+ unit each month as management fees. Robert Perugini, a real estate agent at Planisphere, 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 Perugini Planisphere, LLC 13121 Louetta Rd., St. 1480 Cypress, TX 77429 Telephone: (832) 698-9375 Email: planishphere.broker@gmail.com About RKO Services RKO Services, LLC, a company in Corpus Christi, Texas, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-20186) on July 1, 2024, with $500,000 to $1 million in assets and $1 million to $10 million in liabilities. Robert Orfino, manager, signed the petition. Judge Marvin Isgur handles the case. H. Gray Burks, IV, Esq., at BurksBaker, PLLC represents the Debtor as legal counsel. RQMJXL LLC: Seeks to Hire Planisphere as Property Manager --------------------------------------------------------- RQMJXL, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Planisphere, LLC as leasing agent and property manager. The Debtor needs a property manager to list for lease, rent, operate, and manage its properties located at: (a) 4315, 4315 1/2, 4317, 4319 Chapman St., Houston, Texas; (b) 1306, 1308, 1310, 1312, 1314 Weiss St., Houston, Texas; and (c) 1309, 1311, 1313, 1315 Malvern St., Houston, Texas. The firm will be compensated as follows: (a) $150 per unit for each single-family home/duplex; (b) $100 per unit for each triplex/fourplex; and (c) $80 per unit for each 5+ unit each month as management fees. Robert Perugini, a real estate agent at Planisphere, 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 Perugini Planisphere, LLC 13121 Louetta Rd., St. 1480 Cypress, TX 77429 Telephone: (832) 698-9375 Email: planishphere.broker@gmail.com About RQMJXL LLC RQMJXL LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-33112) on July 1, 2024. In the petition signed by Robert Orfino, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Marvin Isgur handles the case. H. Gray Burks, IV, Esq., at BurksBaker, PLLC represents the Debtor as legal counsel. SALTWIRE NETWORK: Unifor Fights for Workers in CCAA Process ----------------------------------------------------------- Unifor continues to advocate for its members and their work at The Telegram in St. John's as Postmedia moves through the process to purchase most of the assets of The Telegram's parent company, SaltWire Network, Inc. "This is an extremely stressful process for those whose livelihoods are on the line, and much of that is because we know CCAA proceedings are not friendly to workers," said Unifor Atlantic Regional Director Jennifer Murray. "Whether the newspapers in the Atlantic live on is at the mercy of the court via the CCAA process and the buyers, so many workers who are used to being consulted and involved in determining their futures through collective bargaining are on the sidelines here." Unifor responded to SaltWire's Companies' Creditor Arrangement Act (CCAA) filing in March, noting the devastating impact the loss of the last locally owned news network will have on Atlantic Canada. Of particular concern to the union is the fate of the printing press operation on Austin St., the last wide-format press in the province, that is not part of Postmedia's purchase agreement. Legal counsel for Unifor expressed this concern in court, stating the omission of this facility in the deal creates uncertainty about the future of that operation and consequently the future of print media in Newfoundland and Labrador. "To every extent possible we are committed to protecting members' jobs, benefits and union rights," said Murray. "In a world of increasingly manipulated online content, there's accountability and an unshakeable trust that comes with printed news. Accessible, local content is vital to the cultural, social and economic wellbeing of the people of Newfoundland and Labrador and essential to our democracy." During the court proceedings to approve the Postmedia purchase, Unifor was not asked for and did not give any concessions affecting the 37 members of Local 441-G working as multimedia reporters, photographers, printing press operators and in the advertising and business department at The Telegram. Unifor has been working hard for years to protect and promote fact-based journalism in Canada. In 2016, the union launched its Media Action Plan, a public campaign driven by Unifor media locals nationwide to fight to save local news and confront increasing harassment toward media workers. Unifor is Canada's largest union in the private sector, representing 320,000 workers in every major area of the economy. The union advocates for all working people and their rights, fights for equality and social justice in Canada and abroad, and strives to create progressive change for a better future. About SaltWire Network SaltWire Network Inc. -- https://www.saltwire.com/ -- is a Canadian newspaper publishing company owned by the Dennis-Lever family of Halifax, Nova Scotia, owners of The Chronicle Herald. SHAKESPEARE ENTERPRISES: Cameron McCord Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 21 appointed Cameron McCord, Esq., at Jones & Walden, LLC, as Subchapter V trustee for Shakespeare Enterprises, LLC. Ms. McCord will be paid an hourly fee of $425 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. McCord declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Cameron McCord, Esq. Jones & Walden, LLC 699 Piedmont Avenue, NE Atlanta, GA 30308 Phone: (404) 564-9300 Fax: (404) 564-9301 Email: cmccord@joneswalden.com About Shakespeare Enterprises Shakespeare Enterprises, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-58104) on August 5, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge James R. Sacca presides over the case. SILVER LAKE: Unsecureds Will Get 60% of Claims over 36 Months ------------------------------------------------------------- Silver Lake Golf Course, Inc. ("SLGC") filed with the U.S. Bankruptcy Court for the Eastern District of Michigan an Amended Combined Chapter 11 Plan and Disclosure Statement dated July 19, 2024. SLGC is a Michigan Chapter "C" corporation, which has been doing business as a nine-hole golf course, banquet center, restaurant and bar. In 1988 John and Marion Smith, along with Alfred and Karen Daniels, purchased the operations, first leasing, then purchasing the real estate 1996. In 2005 the Smith and Daniels families, feeling the real estate was of significant value, stopped operations, sold the personal property of the business and proceeded to search for partners to develop the real property for residential housing. During this process Russell Stites and Larry Thompson were added as shareholders each holding 12.5% of the outstanding stock. The goal of developing the real estate was revisited in 2012 once again facing major obstacles. Of the forty-eight acres, approximately thirty were classified as wetlands. Additionally, ingress and egress for both potential homeowners and utilities were greatly limited. Effectively, the course is "landlocked". No less than three experienced real estate developers have investigated partnering with Debtor. None have decided to proceed past their initial due diligence. The Daniels' commenced litigation against the Debtor in 2023, seeking dissolution of the company, appointment of a receiver, and liquidation of the assets. After a year of litigation and substantial legal fees, all shareholders, other than the Daniels, approved Debtor's filing of a Chapter 11 Petition. The Debtor's Plan Proposes to continue its operations as golf course, restaurant and event center paying the single non-tax secured claim over a 360-month period. The Plan will pay secured tax claims in full within 12 months of the Effective Date, while paying approximately 60% of allowed unsecured claims over a period of 36 months for the claims of non insiders, and a period of 72 months, for the clams of insiders from the Effective Date. Class 3 consists of General Unsecured Claims of Non-insiders. General unsecured claims consist of claims filed by creditors of the Debtors, the unsecured claims of Shareholders, as well as the disputed portion of the Smith Trust claim. Debtor initially scheduled $893,501.70 in unsecured claims on its Schedule F. As of the date of this document, Class 4 claims total $101,649.71. Of the claims treated in this Class, $68,463.07 is the claim of Kerry and Carol Cronk, resulting from unsecured loan dated March 13, 2022, in the original amount of $75,000.00. Non-Insider general unsecured creditors shall be paid an estimated 60% of their claims via a base amount of $61,915.81 over a 36-month period. The first payment in the amount of $20,000.00 shall be paid 90 days following the Effective Date. Additional payments in the amount of $13,971.94 shall be made on July 30, 2025, 2026 and 2027. Payments shall be distributed pro rata (amongst the claimants in this class). For the purpose of projections in support of The Plan, it is estimated distribution will commence in November of 2024. Class 4 consists of General Unsecured Claims of Insiders. General unsecured claims of insiders total $787,309.00. Unsecured claims of Insiders shall receive the same distribution in terms of percentage as non-insider claims. Insider claims will not receive distributions as provided to Class 3; rather they will be paid in quarterly payments commencing ninety days following confirmation. As of the date of this Plan, the following creditors in this Class have waived their right to pro-rata payment; Michael and Mary Quackenbush, and Randall and Erin Schaaf. Creditors Larry B Thompson and Russell Stites have agreed to payment in the reduced amount of $1,000.00 per quarter for the life of the Plan. The financial summary of debtor's operations for the three years leading up to the Petition Date shows improvement in revenue since 2021. The loss for 2022 is attributed to substantial investment to complete the renovation of the club house, and an increase in the costs of goods sold. Debtor simply failed to raise its prices to reflect the increase in the price it paid for supplies. It should be noted that loss reflected in 2023 can be directly related to two events, costs associated with the Daniels' litigation, and damage to the golf course resulting from severe weather in June and July of that year. But for these expenses and interest on the debt undertaken in the clubhouse renovation Debtor would have been profitable in 2023. Debtor's Plan proposes to reorganize claims against it and continuing its business. A full-text copy of the Amended Combined Chapter 11 Plan and Disclosure Statement dated July 19, 2024 is available at https://urlcurt.com/u?l=fg8vml from PacerMonitor.com at no charge. Attorney for the Debtor: David R. Shook, Esq. David R. Shook, Attorney at Law, PLLC 4139 W. Walton Blvd. Suite F Waterford, MI 48329 Tel: (248) 625-6600 Email: ecf@davidshooklaw.com About Silver Lake Golf Course Silver Lake Golf is a challenging 9 hole regulation golf course located in Waterford, MI. Silver Lake Golf Club features all the hallmarks of Michigan golf with oscillating bent grass greens, sand traps, water hazards, and varrying elevations. Silver Lake Golf Course, Inc., sought Chapter 11 protection (Bankr. E.D. Mich. Case No. 24-42219) on March 7, 2024. The Debtor estimated assets and debt of $1 million to $10 million as of the bankruptcy filing. The Hon. Thomas J. Tucker is the case judge. David R. Shook, Esq., is the Debtor's counsel. SILVERROCK DEVELOPMENT: Panel Questionnaires Due on Aug. 14 ----------------------------------------------------------- The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of SilverRock Development Company, 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/4tc2cvaw and return by email it to Malcolm M. Bates -- Malcolm.M.Bates@usdoj.gov -- at the Office of the United States Trustee so that it is received no later than Wednesday, Aug. 14, 2024 at 5:00 p.m. If the U.S. Trustee receives sufficient creditor interest in the solicitation, it may schedule a meeting or telephone conference for the purpose of forming a committee. About SilverRock Development SilverRock Development Company, LLC, et al are primarily engaged in renting and leasing real estate properties. SilverRock Development and five of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11647) on August 5, 2024. In the petition filed by CEO Robert S. Green, Jr., SilverRock Development disclosed $100 million to $500 million in assets against $100 million to $500 million in debt. Hon. Mary F. Walrath presides over the cases. Armstrong Teasdale is the Debtors' bankruptcy counsel. SNAP MEDICAL: Gets OK to Hire David Cain as Bankruptcy Counsel -------------------------------------------------------------- Snap Medical Transport, LLC received approval from the U.S. Bankruptcy Court for the Western District of Texas to employ David Cain, Esq., an attorney practicing in San Antonio, Texas, as its legal counsel. The attorney's services include: (a) advise the Debtor as to its rights, duties and powers; (b) prepare and file any statements, schedules, plans and other documents or pleadings to be filed by the Debtor in this case; (c) represent the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings in this case; and (d) perform such other legal services as may be necessary in connection with this case. The attorney will be paid at his hourly rate of $300. Mr. Cain disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorney can be reached at: David T. Cain, Esq. 8626 Tesoro Dr., Ste. 811 San Antonio, TX 78217 Telephone: (210) 308-0388 Facsimile: (210) 503-5033 Email: caindt@swbell.net About Snap Medical Transport Snap Medical Transport, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-51370) on July 23, 2024, with up to $500,000 in assets and up to $10 million in liabilities. David T. Cain, Esq. represents the Debtor as legal counsel. SOUTH FIELD: Moody's Rates New $750MM Sr. Secured Term Loan 'Ba3' ----------------------------------------------------------------- Moody's Ratings has assigned Ba3 to South Field Energy LLC's (SFE) proposed $750 million senior secured term loan B due 2031, $46 million senior secured term loan C due 2031, and a $66.4 million senior secured revolving credit facility due 2029. The outlook is stable. Proceeds from the new term loan will be used to refinance $491 million of existing debt at SFE, pay off all holding company debt totaling around $231 million, and fund transaction expenses. RATINGS RATIONALE SFE's Ba3 rating on its senior secured credit facilities considers the project's strong competitive position in PJM as a recently built combined cycle power plant and mostly typical project finance 'B' loan protections. On the former, the project has demonstrated a low heat rate of around 6,500 that has led to a high-capacity factor averaging 82% for 2022-2023. On the latter, the project is expected to have mostly typical project finance protections such as a 1st lien on assets, 6-month DSRA, and limitation on various corporate actions such as additional indebtedness. That said, SFE's excess cash sweep lacks a target debt balance provision applicable to its excess cash sweep unlike certain of its rated peers. Further supporting SFE's credit quality are long term service agreements (LTSAs) with General Electric, known capacity prices through May 2026, and 'Ba' category financial metrics under the Moody's Case. Under the management base case, SFE expects very strong financial metrics with an average DSCR of 3.9x, Project CFO to Debt of 34% and Debt/EBITDA of 2.3x. Utilizing more conservative assumptions under the Moody's Case, the project is forecasted to have 3-year average DSCR of 2.5x, Project CFO to Debt of 17%, and Debt to EBITDA near 3.9x. Under the Moody's Case, the project's expected solid financial performance should lead to a substantial debt reduction over time with around 41% of the debt outstanding at maturity. The Ba3 rating also recognizes the project's exposure to energy price risk and uncertain capacity prices post-May 2026 that represent the greatest risk drivers for the issuer's credit quality. Extreme volatility of the energy markets over the last five years highlight the uncertain nature of the power and natural gas markets. Currently, Moody's understand the forward price curves for power and natural gas indicate robust potential energy margins for the project while the most recent capacity auction covering the June 2025 to May 2026 period resulted in a sharp price increase to around $270/MW-day from around $29/MW-day for the prior period. Strong expected demand growth including new data centers, new manufacturing facilities, and electric vehicles are a major factor supporting the outlook for improving energy margins and the substantial capacity price increase. For energy, locking in these strong margins, mitigating market volatility and contributing to greater cash flow certainty is SFE's rolling energy hedging program. Moody's understand the project has hedged nearly 50% of 2025's, 20% of 2026's, and 5% of 2027's expected generation. Moody's expect SFE will continue to roll forward its hedges and lock in energy margins on a laddered basis over time. While the project also has a revenue put, its benefit is limited relative to the new 7-year tenor of SFE's proposed term loans since only around two years remain until the revenue put matures. Further considered in the rating is SFE's single asset risk, which was highlighted during winter storm Elliot. During this event, the project experienced a forced outage due to the extreme cold and incurred capacity performance penalties. Since then, Moody's understand the project has taken actions to avoid repeating such an outage by installing permanent buildings around key equipment to protect against extremely cold weather. Additionally, SFE has had to revolve issues that typically occur in the early years of a power plant's operations given the plant's relatively recent commercial operation in September 2021. That said, the project has actively worked to remediate these items as they have appeared and the average reported availability and forced outage rate spanning 2022-2023 was around 89% and 1.4%, respectively. External liquidity for the project will be provided by $46 million senior secured term loan C due 2031, and a $66 million senior secured revolving credit facility due 2029. Both facilities will rank on parity with the senior secured term loan. The financing terms of SFE's new senior secured credit facilities will have mostly typical project finance provisions including a 1st lien on assets, 6-month debt service reserve, 1.1x debt service coverage ratio (DSCR) financial covenant, strict limitations on additional debt and asset sales, and an excess cash sweep starting at 75% with a step down to 50% once Debt to EBITDA is below 3.5x. RATING OUTLOOK The stable outlook considers SFE's rolling hedging program and Moody's expectations that the project will achieve average Project CFO to Debt of 17% and DSCR of 2.5x over the next several years. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING SFE's rating could be upgraded if it is able to significantly extend hedging of energy and capacity or it is able to pay down debt greater than expected leading to DSCR of least 3x and Project CFO to Debt of above 25% on a sustained basis. FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING The project's rating can be downgraded if it incurs a major unexpected outage which negatively impacts future financial performance or financial metrics are substantially weaker than expected leading to DSCR below 1.9x or Project CFO to Debt below 10% on a sustained basis. Profile SFE owns a 1,182 MW natural gas-fired combined cycle gas power plant located in Columbiana County, Ohio. The project utilizes GE's 7HA.02 technology and reached commercial operations in September 2021. Revenue for SFE is generated from power sold into PJM on a merchant basis and capacity sold into PJM's ATSI region. SFE's has multiple owners consisting of affiliates of Kyushu Electric Power Co., Inc, Idemitsu Kosan Co. Ltd, Development Bank of Japan Inc., ENEOS Corporation, Advanced Power AG, BCPG Public Company Ltd, Shikoku Electric Power Company, Inc, NH-Amundi, PIA and The Chugoku Electric Power Co, Inc. The principal methodology used in these ratings was Power Generation Projects published in June 2023. SOUTH HILLS: Seeks to Tap Raines Feldman Littrell as Local Counsel ------------------------------------------------------------------ South Hills Operations, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Raines Feldman Littrell, LLP as local counsel. The firm's services include: (a) advise the Debtors with respect to their powers and duties in the continued management and operation of their businesses and assist them and their lead counsel in complying the local rules and procedures of this court; (b) assist lead counsel in taking all necessary action to protect and preserve the Debtors' estate; (c) attend meetings and negotiate with representatives of creditors and other parties in interest and advise and consult on the conduct of the Chapter 11 cases; (d) assist lead counsel in preparing motions, applications, answers, orders, reports, ad other pleadings necessary to administer the Debtors' estate and assist them with operating in Chapter 11; (e) appear before this court, appellate courts, and any other courts to protect the interest of the Debtors' estate; (f) assist lead counsel in preparing and negotiating on the Debtors' behalf plans of reorganization, disclosure statements, sale of assets, and all related agreements and/or documents and taking any necessary action on behalf of the Debtors to obtain confirmation; and (g) perform all other services assigned by the Debtors, in consultation with lead counsel, to Raines as co-counsel, and to the extent Raines determines that such services fall outside of the scope of services historically or generally performed by the firm co-counsel in a bankruptcy proceeding, Raines will file a supplemental declaration pursuant to Bankruptcy Rule 2014 and give parties in interest an opportunity to object. The hourly rates of the firm's counsel and staff are as follows: Daniel R. Schimizzi, Partner $570 Michael J. Roeschenthaler, Partner $805 Thomas J. Francella, Partner $810 Scott M. Hare, Partner $850 Mark Lindsay, Senior Counsel $720 Harry A. Readshaw, Counsel $605 Sarah E. Wenrich, Associate $515 Jordan Kelly, Associate $440 In addition, the firm will seek reimbursement for expenses incurred. Mr. Schimizzi 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, yur standard or customary billing arrangements for this engagement? Answer: No. The hourly rates set forth in the Engagement Agreement are consistent with the rates that raines charges other comparable Chapter 11 clients, and the rate structure provided by Raines is appropriare and is not significantly different from: the rates that Raines charges in other non-bankruptcy representations; or the rates of other comparably skilled professionals for similar engagements. 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 represent the client in the 12 months prepetition, disclose your billing rates and material financial terms for prepetition engagement, including any adjustments during the 12 months pre-petition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Answer: Raines did not represent the client in the 12 months prepetition. Question: Has your client approved your prospective budget and staffing plan, and if so for what budget period? Answer: The proposed budget for professional fees is set forth in the budget that have been approved by the client. Mr. Schimizzi 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 R. Schimizzi, Esq. Raines Feldman Littrell, LLP 11 Stanwix Street, Suite 1400 Pittsburgh, PA 15222 Telephone: (412) 899-6460 Email: dschimizzi@raineslaw.com About South Hills Operations South Hills Operations, LLC and its affiliates operate 13 skilled nursing facilities in Pennsylvania. While they do not have identical ownership, there is substantial common ownership among the various debtor entities, and they are affiliates of one another. The Debtors filed Chapter 11 petitions (Bankr. W.D. Pa. Lead Case No. 24-21217) on May 17, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Carlota M. Bohm oversees the cases. The Debtors tapped Whiteford Taylor & Presto and Bass, Berry & Sims, PLC as legal counsels; Raines Feldman Littrell, LLP as local counsel; Ankura Consulting, LLC as restructuring advisor; and Blueprint Healthcare Real Estate Advisors, LLC and Cummings and Co. Realtors, LLC as financial advisors. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. STARK ENERGY: Unsecured Creditors to Split $81K in Plan ------------------------------------------------------- Stark Energy, Inc., filed with the U.S. Bankruptcy Court for the District of North Dakota a Plan of Reorganization under Subchapter V dated July 22, 2024. In 2017, the Debtor began operating as a hauling company. To purchase some of the equipment needed to operate, the Debtor took out loans from various sources including a bank. As a result of the pandemic, there was a worldwide slump in the demand for oil. The Court may recall news reports of smog clearing so that the Taj Mahal could be viewed without this impediment and even, for a short time, the negative price of oil. The Debtor was also required to take on additional debt and receive funds from government programs enacted to retain employees and assist small businesses through the ongoing COVID pandemic. In 2023, creditors began foreclosure proceedings on the Debtor's equipment. The Debtor's other creditors learned of this and began demanding—and in some cases taking—the Debtor's assets to they felt they were entitled. Due to this, the Debtor lost possession of the vast majority of its equipment assets. It was these actions that caused the Debtor to file for bankruptcy protection with the intent to continue its business and to repay its debts to the best of its ability as required by the Bankruptcy Code. The Debtor believes that, through this Plan, it will be able to pay its creditors substantially more than if the company was liquidated for the benefit of a few of its secured creditors. Class 9 consists of Allowed Unsecured Priority Claims. As noted in Section 3.2(b), supra, there exist three creditors holding claims for unpaid wages, totaling $13,250.62 in the aggregate. The Debtor reserves the right to dispute any of these claims. In full satisfaction of these claims, the Debtor will pay $245.38 per month, for 54 months, commencing on April 1, 2025. Class 9 is impaired. Class 10 consists of Allowed General Unsecured Claims. The Debtor estimates the total pool of allowed general unsecured claims to be approximately $4,015,362.60. In full satisfaction of all undisputed or allowed claims, each Holder of a Class 10 claim shall receive its pro rata share of $81,000.00 less projected professional fees over the length of this Plan. Payments to the general unsecured creditors will commence on October 1, 2024, and will continue every six months (payments on March 1 and October 1 of each year) with the 10th and final payment on October 1, 2029, though the Debtor may, in its sole and absolute discretion, make payments more frequently. The percentage payment to each Class 10 creditor is reasonably anticipated to be less than 1% of their respective claim(s), insofar as professional fees will be paid out of Class 10 before monies are made available to general unsecured creditors. Insofar as this case is still pending, and is amongst the more actively contested of Subchapter V proceedings, it is difficult to accurately estimate the final sum of professional fees that will be incurred herein. Class 10 is impaired and entitled to vote to accept or reject the Plan. Equity interest holders are parties who hold an ownership interest in the Debtor. The sole member of Class 11 is Robert Gene Fettig who holds a 100% interest in the Debtor. Mr. Fettig shall retain his equity interest in the Debtor on the Effective Date. On the Effective Date, all the Debtor's respective rights, title, and interest in and to all assets shall vest in the reorganized Debtor, and in accordance with section 1141 of the Bankruptcy Code. This chapter 11 plan of reorganization proposes to pay creditors of the Debtor with all the projected disposable income of the Debtor for a sixty-month period, with various secured creditors receiving promissory notes at the close of that period that, in turn, provide for continued payments to be made into the future. A full-text copy of the Plan of Reorganization dated July 22, 2024 is available at https://urlcurt.com/u?l=jvkbi2 from PacerMonitor.com at no charge. Attorneys for the Debtor: Erik A. Ahlgren, Esq. Ahlgren Law Office PLLC 220 W. Washington Ave, Ste 105 Fergus Falls, MN 56537 Tel: (218) 998-2775 Email: erik@ahlgrenlawoffice.net Maurice B. VerStandig, Esq. The Dakota Bankruptcy Firm 1630 1st Avenue N., Suite B PMB 24 Fargo, ND 58102 Telephone: (701) 394-3215 Email: mac@dakotabankruptcy.com About Stark Energy Stark Energy, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.D. Case No. 24-30168) on April 23, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Robert Fettig as president. Judge Shon Hastings presides over the case. The Debtor tapped Erik A. Ahlgren, Esq. at Ahlgren Law Office, PLLC and Maurice B. VerStandig, Esq., at The Dakota Bankruptcy Firm, as counsel. STERLING CREDIT: Committee Hires Shuker & Dorris as Legal Counsel ----------------------------------------------------------------- The official committee of unsecured creditors appointed in the Chapter 11 case of Sterling Credit Corp. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Shuker & Dorris, PA as its counsel. The firm's services include: (a) administer this Chapter 11 case and oversee the Debtor's affairs; (b) prepare on behalf of the committee of necessary legal papers; (c) appear in court, participate in litigation as a party-in-interest, and at statutory meetings of creditors to represent the interests of the committee; (d) negotiate and evaluate the use of cash collateral, any proposed Debtor financing and any other potential financing alternatives. (e) negotiate, formulate, draft and confirm of a plan or plans of reorganization or liquidation and matters related thereto; (f) investigate, directed by the committee, of among other things, unencumbered assets, liabilities, and financial condition of the Debtor, prior transactions, and operational issues concerning that may be relevant to this Chapter 11 case; (g) negotiate and formulate any proposed sale of any of the Debtor's assets; (h) communicate with the committee's constituents in furtherance of its responsibilities; and (i) perform all of the committee's duties and powers under the Bankruptcy Code and the Bankruptcy Rules and perform such other services as are in the interests of those represented by the committee. The firm will be paid at these hourly rates: R. Scott Shuker, Partner $700 M. Dorris, Partner $550 L. Stricker, Attorney $475 M. Franklin, Paralegal $225 A. Tillman, Paraprofessional $125 In addition, the firm will seek reimbursement for expenses incurred. Mr. Shuker 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: R. Scott Shuker, Esq. Shuker & Dorris, P.A. 121 S. Orange Ave., Suite 1120 Orlando, Florida 32801 Telephone: (407) 337-2060 Facsimile: (407) 337-2050 Email: rshuker@shukerdorris.com About Sterling Credit Corp. Sterling Credit Corp. provides capital and collection services to customers. It is based in Altamonte Springs, Fla. Sterling Credit sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02830) on June 4, 2024, with $10 million to $50 million in both assets and liabilities. William R. Ward, president, signed the petition. Judge Tiffany P. Geyer oversees the case. The Debtor is represented by Robert Drake Wilcox, Esq., at Wilcox Law Firm. On July 17, 2024, the U.S. Trustee for the Middle District of Florida appointed an official committee of unsecured creditors in this Chapter 11 case. The committee tapped Shuker & Dorris, PA as its counsel. STEWARD HEALTH: Gets Court Approval to Close Two Mass. Hospitals ---------------------------------------------------------------- Ben Zigterman of Law360 reports that a Texas bankruptcy judge Wednesday, July 31, 2024, approved the closure of two Massachusetts hospitals owned by Steward Health Care after the debtor said that it was unable to find buyers for them. 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. SUNPOWER CORP: Aug. 12 Deadline Set for Panel Questionnaires ------------------------------------------------------------ The United States Trustee is soliciting members for committee of unsecured creditors in the bankruptcy cases of Sunpower Corporation, 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/3evk6b3z and return at the Office of the United States Trustee so that it is received no later than 4:00 p.m., on Aug. 12, 2024 (Eastern Time). 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 SunPower Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) -- https://www.sunpower.com/ -- is a residential solar, storage and energy services provider in North America. SunPower offers solar + storage solutions that give customers control over electricity consumption and resiliency during power outages while providing cost savings to homeowners. SunPower Corporation and its nine of its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead Case No. 24-11649) on August 5, 2024. In the petition signed by Matthew Henry as chief transformation officer, the Debtors disclosed total assets of $1,219,276,283 and total debts of $1,119,141,312 as of December 31, 2023. The Debtors tapped Richards, Layton & Finger, P.A. and Kirkland & Ellis LP as bankruptcy counsel. Alvarez & Marsal North America, LLC serves as financial advisor to the Debtors. Moelis & Company LLC acts as investment banker to the Debtors and Epiq Systems Inc acts as notice and claims agent. SUNPOWER CORP: Files for Ch. 11, Sells Assets to Complete Solaria ----------------------------------------------------------------- SunPower Corp. announced on August 5, that it has entered into an asset purchase agreement with Complete Solaria, Inc. to serve as the Stalking Horse Buyer for the assets associated with SunPower's Blue Raven Solar business, New Homes business, and non-installing Dealer network. Concurrently, the Company and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware, which will provide other interested parties the opportunity to submit competing bids for the Company's assets. Under the terms of the APA, subject to Court approval, Complete Solaria will acquire the Assets and assume certain related liabilities for $45 million in cash. The Company has asked the Court for approval to complete the transaction mid to late September. Additionally, SunPower intends to continue a sale process for its remaining assets and effectuate any resulting sale transactions pursuant to Section 363 of the U.S. Bankruptcy Code. "For nearly 40 years, SunPower has made solar energy more accessible to Americans, driven by our mission to change the way our world is powered. We are confident Complete Solaria's CEO, T.J. Rodgers, will carry forward our vision to shape the future of residential solar as a pioneer in this space," said Tom Werner, Executive Chairman at SunPower. "In light of the challenges SunPower has faced, the proposed transaction offers a significant opportunity for key parts of our business to continue our legacy under new ownership. We are working to secure long-term solutions for the remaining areas of our business, while maintaining our focus on supporting our valued employees, customers, dealers, builders, and partners." "Solar energy utility generation costs are now 2.4 cents per kilowatt hour (kWh) versus 3.6 cents per kWh for coal, the cheapest fossil fuel source," said T.J. Rodgers, CEO, Complete Solaria. "Thus the move to zero--emission solar energy is accelerating, along with distributed solar power generation, as homeowners can now generate their own power for 8-10 cents per kWh, below the price of utility power in most states. We look to welcome Blue Raven Solar, the SunPower New Homes Division, and a portion of SunPower's Dealer network into the Complete Solaria portfolio. This acquisition will strengthen our position in the market and put more muscle behind our commitment to driving the future of clean, reliable energy." SunPower has requested Court approval to access the necessary prepetition cash collateral to fund business operations and administrative expenses during the Chapter 11 cases. To support its operations during the court-supervised process, the Company is filing a variety of customary motions seeking, among other things, authorization to meet its obligations to its employees. The Company expects to receive Court approval for these requests. Following an expeditious sale process, the Company plans to liquidate any remaining assets and undergo an orderly and efficient winddown of its operations. Additional information regarding the Company's Chapter 11 process is available at http://dm.epiq11.com/SunPower.Stakeholders with questions may call the Company's Claims Agent Epiq Restructuring Administration at (888) 410-9433 or +1 (971) 298-7638 if calling from outside the U.S. or email SunPowerinfo@epiqglobal.com. Advisors Kirkland & Ellis LLP and Richards, Layton & Finger, P.A. are serving as legal counsel to SunPower. Alvarez & Marsal North America, LLC is serving as transition officer and financial advisor to the Company, with Moelis & Company serving as the investment banker and C Street Advisory Group serving as its strategic communications advisor. DLA Piper LLP (US) and Arnold & Porter Kaye Scholer LLP are serving as legal counsel to Complete Solaria, with Ayna.AI LLC serving as its advisor. About SunPower Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) -- https://www.sunpower.com/ -- is a residential solar, storage and energy services provider in North America. SunPower offers solar + storage solutions that give customers control over electricity consumption and resiliency during power outages while providing cost savings to homeowners. As of October 1, 2023, the Company has $1.45 billion in total assets, from $1.76 billion in total assets on January 1, 2023, and total liabilities of $1.02 billion from $1.21 billion. SunPower Corporation cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended October 1, 2023, that substantial doubt exists about its ability to continue as a going concern. According to the Company, for the three and nine months ended October 1, 2023, it had recurring operating losses and, as of October 1, it breached a financial covenant and a reporting covenant of its Credit Agreement, dated as of September 12, 2022. The breaches created events of default thereunder, which enables the requisite lenders under the Credit Agreement to demand immediate payment or exercise other remedies. These events raise substantial doubt about the Company's ability to continue as a going concern. SUNPOWER CORP: Removed From Tortoise Decarbonization Index ---------------------------------------------------------- Tortoise Capital announced that SunPower Corp will be removed from the Tortoise Decarbonization Infrastructure Index(SM) (DCRBN) as a result of its announced bankruptcy and asset purchase agreement with Complete Solaria, Inc. SPWR will be removed from the index when the market opens on Aug. 9, 2024. Special rebalancing is not required for DCRBN. SPWR will be removed, and its weight distributed pro rata to remaining Index constituents. About Tortoise Index Solutions (TIS) TIS provides research-driven indices that can be used as a realistic basis for exchange-traded products and thought leadership in the universe of essential assets. Its indices are intended to fill a void in the market and provide benchmarks and investable asset class universes for use by investment professionals, research analysts and industry executives to analyze relative performance as well as to provide a basis for passively managed exchange-traded products. To learn more, please visit www.tortoiseadvisors.com. About Tortoise Capital With approximately $8 billion in assets under management as of July 31, 2024, Tortoise Capital's solid record of investment experience and research dates back more than 20 years. As one of the earliest investors in midstream energy, Tortoise Capital believes it is well-positioned to be at the forefront of the global energy evolution that is under way. Based in Overland Park, Kansas, Tortoise Capital Advisors, L.L.C. is an SEC-registered fund manager that invests primarily in publicly traded companies in the energy and power infrastructure sectors-from production to transportation to distribution. For more information about Tortoise Capital, visit www.TortoiseAdvisors.com. The Tortoise Decarbonization Infrastructure IndexSM is a float-adjusted, capitalization weighted index of decarbonizing infrastructure companies that are organized and have their principal place of business in the United States or Canada. We define a decarbonization infrastructure company as a company that primarily owns natural gas and/ or natural gas liquids infrastructure including pipelines and local distribution companies, electric generation, transmission and distribution, battery storage, electric charging infrastructure, residential rooftop solar facilities and/ or renewable fuels. The Tortoise Decarbonization Infrastructure IndexSM is the exclusive property of TIS Advisors and is calculated by Solactive AG. The financial instruments that are based on the Index are not sponsored, endorsed, promoted or sold by Solactive AG in any way and Solactive makes no express or implied representation, guarantee or assurance with regard to: (a) the advisability in investing in the financial instruments; (b) the quality, accuracy and/or the completeness of the Index or the calculations thereof; and/or (c) the results obtained or to be obtained by any person or entity from the use of the Index. About SunPower Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) -- https://www.sunpower.com/ -- is a residential solar, storage and energy services provider in North America. SunPower offers solar + storage solutions that give customers control over electricity consumption and resiliency during power outages while providing cost savings to homeowners. As of October 1, 2023, the Company has $1.45 billion in total assets, from $1.76 billion in total assets on January 1, 2023, and total liabilities of $1.02 billion from $1.21 billion. SunPower Corporation cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended October 1, 2023, that substantial doubt exists about its ability to continue as a going concern. According to the Company, for the three and nine months ended October 1, 2023, it had recurring operating losses and, as of October 1, it breached a financial covenant and a reporting covenant of its Credit Agreement, dated as of September 12, 2022. The breaches created events of default thereunder, which enables the requisite lenders under the Credit Agreement to demand immediate payment or exercise other remedies. These events raise substantial doubt about the Company's ability to continue as a going concern. SUNPOWER CORP: Replaced by SolarWinds in S&P SmallCap 600 --------------------------------------------------------- SolarWinds Corp. announced on August 6, that it will replace SunPower Corp. in the S&P SmallCap 600 effective prior to the opening of trading on Friday, August 9. SunPower has filed for Chapter 11 bankruptcy and is no longer eligible for continued inclusion in the S&P SmallCap 600. ABOUT S&P DOW JONES INDICES S&P Dow Jones Indices is the largest global resource for essential index-based concepts, data and research, and home to iconic financial market indicators, such as the S&P 500(R) and the Dow Jones Industrial Average(R). More assets are invested in products based on our indices than products based on indices from any other provider in the world. Since Charles Dow invented the first index in 1884, S&P DJI has been innovating and developing indices across the spectrum of asset classes helping to define the way investors measure and trade the markets. S&P Dow Jones Indices is a division of S&P Global (NYSE: SPGI), which provides essential intelligence for individuals, companies, and governments to make decisions with confidence. For more information, visit www.spdji.com. About SunPower Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) -- https://www.sunpower.com/ -- is a residential solar, storage and energy services provider in North America. SunPower offers solar + storage solutions that give customers control over electricity consumption and resiliency during power outages while providing cost savings to homeowners. As of October 1, 2023, the Company has $1.45 billion in total assets, from $1.76 billion in total assets on January 1, 2023, and total liabilities of $1.02 billion from $1.21 billion. SunPower Corporation cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended October 1, 2023, that substantial doubt exists about its ability to continue as a going concern. According to the Company, for the three and nine months ended October 1, 2023, it had recurring operating losses and, as of October 1, it breached a financial covenant and a reporting covenant of its Credit Agreement, dated as of September 12, 2022. The breaches created events of default thereunder, which enables the requisite lenders under the Credit Agreement to demand immediate payment or exercise other remedies. These events raise substantial doubt about the Company's ability to continue as a going concern. SUNPOWER CORP: SunStrong 2018-1 Ratings on Watch Amid Bankruptcy ---------------------------------------------------------------- The ratings on the Class A Notes of SunStrong 2018-1 Issuer, LLC, a residential solar lease transaction, have been on Watch Developing due to the financial health of SunPower Corporation since late last year. Earlier this week, on August 5, 2024, SunPower filed a voluntary petition for relief under Chapter 11 of U.S. Bankruptcy Code. While the filing could cause disruption to the transaction, Launch Servicing, LLC., was recently appointed as sub-servicer on August 1, 2024 and is responsible for all billing and collections activities on SunStrong 2018-1. This may help mitigate performance issues relating to collections. GreatAmerica Portfolio Services Group LLC serves as transition manager if there is a manager termination event. The termination events per the transaction documents include, among other events, the bankruptcy, insolvency, receivership or reorganization of the manager or the sub-manager continuing for 60 days. Currently, SunStrong Capital Holdings, LLC, which is jointly owned 51% directly by SunPower and 49% indirectly by Hannon Armstrong, serves as manager. The manager is responsible for providing all administrative, and other management services for the Issuer and in respect of the managing members. SunStrong, although obligated to ensure all services are performed, has delegated substantially all of its responsibilities to SunPower Capital Services, LLC, an indirect wholly owned subsidiary of SunPower, as sub-manager. KBRA will continue to monitor the developments and implications of SunPower's bankruptcy, as well as possible manager transitions and performance of the SunStrong 2018-1 transaction. About KBRA KBRA is a full-service credit rating agency registered in the U.S., the EU, and the UK, and is designated to provide structured finance ratings in Canada. KBRA's ratings can be used by investors for regulatory capital purposes in multiple jurisdictions. About SunPower Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) -- https://www.sunpower.com/ -- is a residential solar, storage and energy services provider in North America. SunPower offers solar + storage solutions that give customers control over electricity consumption and resiliency during power outages while providing cost savings to homeowners. As of October 1, 2023, the Company has $1.45 billion in total assets, from $1.76 billion in total assets on January 1, 2023, and total liabilities of $1.02 billion from $1.21 billion. SunPower Corporation cautioned in its Form 10-Q Report filed with the U.S. Securities and Exchange Commission for the quarterly period ended October 1, 2023, that substantial doubt exists about its ability to continue as a going concern. According to the Company, for the three and nine months ended October 1, 2023, it had recurring operating losses and, as of October 1, it breached a financial covenant and a reporting covenant of its Credit Agreement, dated as of September 12, 2022. The breaches created events of default thereunder, which enables the requisite lenders under the Credit Agreement to demand immediate payment or exercise other remedies. These events raise substantial doubt about the Company's ability to continue as a going concern. SVB FINANCIAL: IRS Drops $1.4-Bil. Tax Claim Against Receiver ------------------------------------------------------------- Dietrich Knauth of Reuters reports that the U.S. Internal Revenue Service has dropped a $1.4 billion claim against the Federal Deposit Insurance Corporation, acting as receiver for Silicon Valley Bank, and will seek a lower settlement over unpaid taxes after the bank's failure. The IRS sued the FDIC in federal court in Washington, D.C., in February, requesting that a judge overturn the FDIC's entire rejection of the federal government's tax claims during the FDIC's attempt to reimburse SVB's creditors after the bank collapsed in March 2023. But after the IRS filed a lawsuit and examined SVB's tax returns, it is requesting $43.9 million in unpaid corporate income taxes for the years 2020 through 2022. According to Reuters, the two agencies informed a judge in a status report that they were close to resolving the tax dispute. The IRS explained its first $1.45 billion demand was an estimated total for corporate income taxes and employment taxes dating back to 2020, and that it was still evaluating SVB's tax records when the claim was submitted. The IRS has agreed to continue talks with SVB Financial Group about its remaining tax claims. Both agencies have asked the judge not to take any action on the IRS's lawsuit for at least 90 days to allow more time for settlement discussions. Reuters also reports that SVB Financial Group has received court approval of its bankruptcy plan. Under the Plan, it's agreed to turn over its assets to creditors while it continues a separate lawsuit against FDIC over the regulator's seizure of $1.9 billion from SVB Financial Group's accounts during the bank's collapse. The case is, United States v. Federal Deposit Insurance Corp as receiver for Silicon Valley Bank, U.S. District Court for the District of Columbia, No. 1:24-cv-427 About SVB Financial Group SVB Financial Group (Pink Sheets: SIVBQ) is a financial services company focusing on the innovation economy, offering financial products and services to clients across the United States and in key international markets. Prior to March 10, 2023, SVB Financial Group owned and operated Silicon Valley Bank, a state chartered bank. During the week of March 6, 2023, Silicon Valley Bank, Santa Clara, CA, experienced a severe "run-on-the-bank." On the morning of March 10, the California Department of Financial Protection and Innovation seized SVB and placed it under the receivership of the Federal Deposit Insurance Corporation. SVB was the nation's 16th largest bank and the biggest to fail since the 2008 financial meltdown. Silicon Valley Bank was acquired by First Citizens BancShares after its collapse. On March 17, 2023, SVB Financial Group sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 23-10367). The Debtor had assets of $19,679,000,000 and liabilities of $3,675,000,000 as of Dec. 31, 2022. The Hon. Martin Glenn is the bankruptcy judge. The Debtor tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Centerview Partners, LLC as investment banker; and Alvarez & Marsal North America, LLC as restructuring advisor. William Kosturos, a partner at Alvarez & Marsal, serves as the Debtor's chief restructuring officer. Kroll Restructuring Administration, LLC, is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee tapped Akin Gump Strauss Hauer & Feld, LLP as bankruptcy counsel; Cole Schotz P.C. as conflict counsel; Lazard Freres & Co. LLC as investment banker; and Berkeley Research Group, LLC as financial advisor. SYROS PHARMACEUTICAL: Financial Strain Raises Going Concern Doubt ----------------------------------------------------------------- Syros Pharmaceuticals, Inc. disclosed in a Form 10-Q Report for the quarterly period ended June 30, 2024, that there is substantial doubt about its ability to continue as a going concern. The Company's history of significant losses, its negative cash flows from operations, its limited liquidity resources currently on hand, and its dependence on its ability to obtain additional financing to fund its operations after the current resources are exhausted, about which there can be no certainty, have resulted in management's assessment that there is substantial doubt about the Company's ability to continue as a going concern for a period of at least 12 months from the issuance date of the Quarterly Report on Form 10-Q. For the three months ended June 30, 2024, the Company reported a net loss of $23.3 million, compared to a net loss of $36.3 million for the same period in 2023. For the six months ended June 30, 2024, the Company incurred a net loss of $27 million, compared to $60 million for the same period in 2023. Syros stated, "We believe that our cash and cash equivalents as of June 30, 2024, will enable us to fund our planned operating expenses and capital expenditure requirements into the third quarter of 2025. However, these funds may not be sufficient to fund operations for at least the next 12 months from the date of issuance of the condensed consolidated financial statements included in our Quarterly Report, raising substantial doubt about our ability to continue as a going concern. Our future viability beyond one year is dependent on our ability to raise additional capital to finance our operations. Our estimate is based on assumptions that may prove to be wrong, and we could use our available capital resources sooner than we currently expect. Changing circumstances, some beyond our control, could cause us to consume capital significantly faster than anticipated, and we may need to seek additional funds sooner than planned. Our existing cash and cash equivalents will not be sufficient to fund all of our planned efforts or to complete the development of our product candidates. Accordingly, we will need to obtain further funding through public or private equity offerings, debt financings, collaborations, and licensing arrangements, or other sources. Although management plans to pursue additional funding, there is no assurance that we will be successful in obtaining sufficient funding on acceptable terms, or at all." Syros added, "Based on our current operating plan, we anticipate that our cash and cash equivalents of $79 million as of June 30, 2024, will allow us to meet our liquidity requirements into the third quarter of 2025. Our history of significant losses, negative cash flows from operations, limited liquidity resources currently on hand, and dependence on our ability to obtain additional financing have resulted in our assessment that there is substantial doubt about our ability to continue as a going concern for at least 12 months from the issuance date of the condensed consolidated financial statements included in our Quarterly Report. We have plans in place to mitigate this risk, which primarily consist of raising additional capital through a combination of equity or debt financings, business development transactions, including the potential sale of SY-2101-related assets, and reducing cash expenditures. There is no guarantee that we will be successful in any capital raising or business development efforts, in which case we may not be able to continue our development programs as planned." A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2ha3zn2c About Syros Pharmaceuticals Cambridge, Mass.-based Syros Pharmaceuticals, Inc., a Delaware corporation formed in November 2011, is a biopharmaceutical company committed to developing new standards of care for the frontline treatment of patients with hematologic malignancies. As of June 30, 2024, the Company has $106.7 million in total assets, $113.1 million in total liabilities, and $6.4 million in total stockholders' deficit. T L C MEDICAL: Carol Fox of GlassRatner Named Subchapter V Trustee ------------------------------------------------------------------ The U.S. Trustee for Region 21 appointed Carol Fox of GlassRatner as Subchapter V trustee for T L C Medical Group, Inc. Ms. Fox 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. Fox declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Carol Fox GlassRatner 200 East Broward Blvd., Suite 1010 Fort Lauderdale, FL 33301 Tel: 954.859.5075 Email: cfox@brileyfin.com About T L C Medical Group T L C Medical Group, Inc., a healthcare provider in Port St. Lucie, Fla., provides diagnosis and treatment of heart and circulatory disorders. The Debtor helps people suffering from a wide variety of cardiac conditions, including heart disease, heart attack, atrial fibrillation, and chest pain. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17881) on August 1, 2024, with up to $50,000 in assets and up to $10 million in liabilities. Anthony B. Lewis, president, signed the petition. Judge Erik P. Kimball presides over the case. Roderick Ford, Esq., at The Methodist Law Centre represents the Debtor as legal counsel. TALEN ENERGY: Wants to Sell Crypto Mining Operation Stake --------------------------------------------------------- Talen Energy is looking to sell its stake in a cryptocurrency mining operation powered by its Pennsylvania nuclear plant in a process marketed to both data center developers and cryptominers, Reuters reports, citing three unidentified people familiar with the process. About Talen Energy Corp. Allentown, Pennsylvania-based Talen Energy Corp. is an independent power producer founded in 2015. Riverstone Holdings LLC completed its acquisition of the remaining 65% stake of Talen Energy in 2016 for $5.2 billion. Talen Energy Corporation, through subsidiary Talen Energy Supply LLC, is one of the largest competitive power generation and infrastructure companies in North America. Through subsidiary Cumulus Growth, TEC is developing a large-scale portfolio of renewable energy, battery storage, and digital infrastructure assets across its expansive footprint. On the Web: https://www.talenenergy.com/ TES owns and/or controls approximately 13,000 Megawatts of generating capacity in wholesale U.S. power markets, principally in the Mid-Atlantic, Texas and Montana. Woodlands, Texas-based TES runs 18 power generation facilities, at eight of which rely on natural gas to make electricity. Talen Energy Supply, LLC, and 71 affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 22-90054) on May 9, 2022. The Hon. Marvin Isgur is the case judge. Talen Energy Corporation (TEC), its Cumulus Growth subsidiary, and TES' LMBE subsidiaries are excluded from the in-court process. TES has retained Weil Gotshal & Manges LLP as its legal advisor, Evercore as its investment banker and Alvarez & Marsal as its financial advisor for its restructuring. Kroll is the claims agent. TEC is represented by PJT Partners as financial advisors and Vinson & Elkins as legal counsel. Cumulus Growth is represented by Ardea Partners and DH Capital as its investment bankers, and Gibson Dunn as legal counsel. The Consenting Noteholders are represented by Kirkland & Ellis LLP and Rothschild & Co US Inc. TAMPA LIFE: Plan Exclusivity Period Extended to Oct. 2 ------------------------------------------------------ Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle District of Florida extended Tampa Life Plan Village, Inc.'s exclusive periods to file a plan of reorganization and obtain acceptance thereof to October 2 and December 1, 2024, respectively. As shared by Troubled Company Reporter, the Debtor explains that the paramount objective of this Chapter 11 case is to sell substantially all of the its assets pursuant to the Bid Procedures and Sale Motion and the consummation of a Chapter 11 plan. The periods for exclusively filing a Chapter 11 plan and exclusively soliciting votes on such plan under Section 1121 of the Bankruptcy Code were intended to afford a debtor a full and fair opportunity to achieve these objectives without the disruption that might be caused by the filing of competing Chapter 11 plans. The Debtor claims that termination of exclusivity could be very disruptive to its efforts to develop a Chapter 11 plan. At this time, the Debtor is in the middle of dealing with the sale, and cannot formulate a plan without knowing what the plan is to distribute. Moreover, if exclusivity terminates and competing Chapter 11 plans are filed, resources and energy will necessarily be diverted from negotiating a consensual Chapter 11 plan to prosecuting and defending competing Chapter 11 plans. The Debtor asserts that the requested extensions of the Exclusive Periods will provide them and all other parties in interest an opportunity to develop fully the grounds upon which serious negotiations toward a Chapter 11 plan can be based. Affording the Debtor a full opportunity to undertake an extensive review and analysis of its assets and claims and to complete the sale will only help the Debtor to formulate a plan and seek consensus with all parties in interest. Tampa Life Plan Village, Inc., is represented by: Steven R. Wirth, Esq. 401 East Jackson Street, Suite 1700 Tampa, FL 33602 Phone: (813) 209.5093 Email. steven.wirth@akerman.com Andrea S. Hartley, Esq. Three Brickell City Centre 95 Southeast Seventh Street, Suite 1100 Miami, FL 33131 Phone: (305) 982.5682 Email: andrea.hartley@akerman.com About Tampa Life Plan Village Tampa Life Plan Village, Inc. d/b/a Unisen Senior Living in Tampa, Florida, is a not-for-profit lifecare retirement. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01885) on April 5, 2024. In the petition signed by Ronald Shuck, director, the Debtor disclosed up to $50 million in assets and up to $500 million in liabilities. Judge Roberta A. Colton oversees the case. Steven R. Wirth, Esq., at Akerman LLP, is the Debtor's legal counsel. TEXCEM LLC: Frances Smith Named Subchapter V Trustee ---------------------------------------------------- The U.S. Trustee for Region 6 appointed Frances Smith, Esq., at Ross, Smith & Binford, PC, as Subchapter V trustee for Texcem, LLC. Ms. Smith will be paid an hourly fee of $475 for her services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Ms. Smith declared that she is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Frances A. Smith, Esq. Ross, Smith & Binford, PC 700 N. Pearl Street, Ste. 1610 Dallas, TX 75201 Phone: 214-593-4976 Fax: 214-377-9409 Email: frances.smith@rsbfirm.com About Texcem LLC Texcem, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-42699) on July 31, 2024, with $500,001 to $1 million in both assets and liabilities. Jeffrey T. Hall, Esq., represents the Debtor as legal counsel. TOOLIPIS CREATIVE: Case Summary & Eight Unsecured Creditors ----------------------------------------------------------- Debtor: Toolipis Creative, Inc d/b/a Upper Partners 1521 E. Orangethorpe Avenue Suite A Fullerton, CA 92831 Business Description: Toolipis Creative dba Upper Partners assists its clients in applying for the ERC in accordance with the accurate IRS guideline. It specializes in helping various sizes of businesses receive their maximum tax refunds through the Employee Retention Credit program (ERC) and the Self Employed Tax Credit Program (SETC). Chapter 11 Petition Date: August 8, 2024 Court: United States Bankruptcy Court Central District of California Case No.: 24-11996 Judge: Hon. Theodor Albert Debtor's Counsel: Anerio Ventura Altman, Esq. LAKE FOREST BANKRUPTCY P.O. Box 515381 Los Angeles CA 90051 Tel: (949) 218-2002 Email: avaesq@lakeforestbkoffice.com Total Assets: $529,572 Total Liabilities: $1,977,145 The petition was signed by Joung Hun Lee as CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/YZZDPWY/Toolipis_Creative_Inc__cacbke-24-11996__0001.0.pdf?mcid=tGE4TAMA TRANSACT HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable ------------------------------------------------------------------- Moody's Ratings affirmed Transact Holdings, Inc.'s, an Arizona-based provider of integrated software and payment solutions serving predominately the higher education market, B3 corporate family rating, B3-PD probability of default rating, and B2 instrument ratings on the existing first lien senior secured bank credit facilities (revolver and term loan). The outlook is maintained stable. The affirmation of Transact's B3 CFR and stable outlook reflects the company's steady performance and Moody's expectation it will sustain high-single to low-double digit organic revenue and EBITDA growth over the next 12-18 months and maintain good liquidity. Moody's believe that the company's credit metrics will continue to strengthen, benefiting from durable demand for payment solutions around school and corporate campuses, as well as from effective expense management. In the absence of leveraging transactions, Moody's project that the company's currently high debt-to-EBITDA (based on Moody's calculations) of around 7.0 times (including capitalized software costs as an expense) as of the twelve months ended March 31, 2024 will trend towards 6.0 times over the next 12-18 months. However, Moody's anticipate the company will continue to pursue opportunistic financial policies, including potential debt-funded acquisitions or distributions, that could sustain higher levels of leverage. RATINGS RATIONALE Transact's B3 CFR is constrained by the company's: (1) highly leveraged capital structure, with debt-to-EBITDA (based on Moody's adjustments and expensing all capitalized software development cost) of around 7.0 times for the twelve months ended March 31, 2024; (2) modest revenue base and narrowly focused business model; (3) position in the highly competitive and rapidly evolving technology landscape with a few established competitors; and (4) risk of more aggressive financial strategies under financial sponsor ownership. These risks are somewhat mitigated by: (1) the company's good competitive position as a provider of mission-critical software and payment services, including a closed-loop network of software and devices, serving largely the US higher education market; (2) highly predictable and recurring software and transaction-fee based revenues; (3) Moody's expectation for organic revenue growth in the high-single to low-double digit percentages over the next 12-18 months; and (4) good liquidity, including maintaining free cash flow-to-debt (based on Moody's adjustments) above 5%. Moody's expect Transact will maintain good liquidity over the next 12-15 months. Sources of liquidity consist of balance sheet cash of approximately $21.7 million as of March 31, 2024 and Moody's expectation for solid annual free cash flow generation of around $20-25 million. The company has access to a $45 million revolving credit facility due December 2025, which remained undrawn at March 31, 2024. There is modest seasonality in the business tied to the start of new academic year in the fall, when the company collects on receivables from its educational customers. Moody's believe that all available resources provide good coverage relative to annual mandatory term loan amortization of approximately $3.7 million, paid quarterly. Liquidity will deteriorate if the company does not refinance the revolving facility before it becomes current. The credit agreement has a static, springing maximum first-lien net leverage covenant, for the benefit of revolver borrowers only, of 7.75x. The covenant is applicable when there are drawings of at least 35% of the revolver's total commitment amount (50% during the seasonally slow second quarter). Since there were no revolver drawings at March 31, 2024, the covenant was not applicable. Moody's do not expect the covenant to be triggered over the near term and believes there is ample cushion within the covenant based on the projected earnings levels for the next 12-15 months. The affirmation of the B2 rating on the first lien senior secured credit facilities (revolver and term loan) incorporates both the probability of default as reflected in the B3-PD PDR and a loss given default assessment of the individual debt instruments. The senior secured first lien term loan and revolver are rated one notch above the B3 CFR as they benefit from first-loss absorption provided by the $80 million senior secured second-lien term loan (not rated) beneath them in the debt capital structure. The stable outlook reflects Moody's expectation for organic revenue and EBITDA growth in the high-single to low-double digit percentages driven by increasing adoption of digitized methods for payment and campus transaction solutions, and cloud enablement for the existing customers. Good revenue growth in turn will drive higher EBITDA and margin improvement, leading to Moody's expectation for debt-to-EBITDA (based on Moody's adjustments and expensing all capitalized software development cost) declining towards 6.0 times over the next 12-18 months, in the absence of leveraging transactions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if: (1) revenue scale and product diversity grow substantially, through sustained revenue growth in at least upper-single-digit percentages; (2) debt-to-EBITDA (based on Moody's calculations, including expensing all capitalized software development cost) is sustained below 6.0 times; and (3) the company maintains good liquidity. The ratings could be downgraded if: (1) operating performance is weaker than expected, including loss of market share or a disruptive competitive technology emerges; (2) debt-to-EBITDA (based on Moody's calculations, including expensing all capitalized software development cost) is sustained above 8.0 times; or (3) liquidity deteriorates substantially, including sustained negative free cash flow. Phoenix, Arizona based Transact is a provider of software, services and devices for facilitating tuition payments and smaller commercial transactions at approximately 1,600 higher education institutions in the US. The company was spun out of Blackboard, Inc. in April 2019 through an LBO backed by Reverence Capital Partners, a private equity firm that focuses on middle-market financial services businesses. Moody's project the company's annual revenue in excess of $300 million in fiscal 2024. The principal methodology used in these ratings was Software published in June 2022. TWENTY FOUR HOUR: Unsecureds Will Get 0% in Subchapter V Plan ------------------------------------------------------------- Twenty Four Hour Dependable Medical Supplies, LLC, filed with the U.S. Bankruptcy Court for the District of Maryland a Chapter 11 Plan of Reorganization under Subchapter V dated July 22, 2024. The Debtor provides home medical equipment and supplies to meet customers' unique needs in Maryland and nationwide. The Debtor is 100% owned by Cherylette Henderson. The events leading up to the Debtor's bankruptcy filing did not happen overnight. The Debtor had multiple problems before the pandemic, including a reckless purchasing coordinator, staffing changes during the pandemic, and Ms. Henderson's return to the company post-pandemic. The outside forces creating the need for the bankruptcy filing included past suppliers, poor management by departed staff, and an avalanche of debt with little security to pay it back. The value of the property to be distributed under the Plan during the term of the Plan is not less than the Debtor's projected disposable income for that same period. Unsecured creditors holding allowed claims will receive distributions, which the Debtor has valued at approximately $0.00 cents on the dollar. The Plan also provides for the payment of secured, administrative, and priority claims in accordance with the Bankruptcy Code. Class 6 consists of Unsecured Claims. The allowed unsecured claims total $2,619,438.47. This Class will receive a distribution of 0% of their allowed claims. This Class shall be paid from disposable income. This Class is impaired. During the term of this Plan, the Debtor shall submit the disposable income (or value of such disposable income) necessary for the performance of this plan to the creditors and shall pay the Creditors the sums set forth herein. The term of this Plan begins on the date of confirmation of this Plan and ends on the 36th month subsequent to the Effective Date. Monthly income derived from the sales of company products will fund the administrative, secured, and priority creditors. A full-text copy of the Subchapter V Plan dated July 22, 2024 is available at https://urlcurt.com/u?l=Bxu8zd from PacerMonitor.com at no charge. Attorney for the Debtor: Daniel A. Staeven, Esq. Frost & Associates, LLC 839 Bestgate Rd. Ste. 400 Annapolis, MD 21401 Tel: (410) 497-5947 E-mail: daniel.staeven@frosttaxlaw.com About Twenty Four Hour Dependable Medical Supplies Twenty Four Hour Dependable Medical Supplies offers home medical equipment and supplies. Twenty Four Hour Dependable Medical Supplies, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 24-13383) on April 23, 2024, listing up to $50,000 in assets and $1 million to $10 million in liabilities. The petition was signed by Cherylette Henderson as managing member. Daniel Staeven, Esq. at FROST LAW represents the Debtor as counsel. UNITED STATES TWIRLING: Gets OK to Hire Platzer as Legal Counsel ---------------------------------------------------------------- United States Twirling Association, Inc. received approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Platzer, Swergold, Goldberg, Katz & Jaslow, LLP as counsel. The firm's services include: (a) assist and analyze all applications, orders and motions filed with the court by third parties in this case and advise the Debtor; (b) attend all hearings conducted pursuant to Sec. 341(a) of the Bankruptcy Code and represent the Debtor at all examinations; (c) communicate with creditors; (d) assist the Debtor in preparing applications and orders in support of positions, as well as prepare witnesses and review documents in this regard; (e) confer with any accountants and consultants retained by the Debtor and/or any other party-in-interest; (f) assist the Debtor in its negotiations with creditors or third parties concerning the terms of any proposed plan(s) of reorganization; (g) prepare and draft plan(s) of reorganization; and (h) assist the Debtor in performing such other services as required and may be in its interest. The hourly rates of the firm's professionals are as follows: Partners $575 - $780 Associates $285 - $650 Paralegals $280 In addition, the firm will seek reimbursement for expenses incurred. Prior to the petition date, the firm received a retainer in the amount of $33,298 from the Debtor. Clifford Katz, Esq., an attorney at Platzer, Swergold, Goldberg, Katz & Jaslow, 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: Clifford A. Katz, Esq. Platzer, Swergold, Goldberg, Katz & Jaslow, LLP 475 Park Avenue South, 18th Floor New York, NY 10016 Telephone: (212) 593-3000 Email: ckatz@platzerlaw.com About United States Twirling Association Inc. United States Twirling Association Inc. is a sport baton twirling organization. United States Twirling Association Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-72417) on June 20, 2024. In the petition signed by Karen Cammer, president, the Debtor disclosed estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. Judge Robert E. Grossman oversees the case. Platzer, Swergold, Goldberg, Katz & Jaslow, LLP serves as the Debtor's counsel. US NUCLEAR: Posts $161,978 Net Loss in Q1 2024 ---------------------------------------------- US Nuclear Corp. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $161,978 on $353,769 in gross profit for the three months ended March 31, 2024, compared to a net loss of $664,534 on $435,589 in gross profit for the same period in 2023. The Company recorded an accumulated deficit of $18,023,931, which raises substantial doubt about its ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon its ability to generate profitable operations in the future and/or obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has plans to seek additional capital through some private placement offerings of debt and equity securities. These plans, if successful, will mitigate the factors which raise substantial doubt about the Company's ability to continue as a going concern. As of March 31, 2024, the Company has $2,908,485 in total assets, $4,979,570 in total liabilities, and $2,071,085 in total shareholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/26dh7vwp About US Nuclear US Nuclear Corp. is engaged in developing, manufacturing, and selling radiation detection and measuring equipment. The Company markets and sells its products to consumers throughout the world. As of December 31, 2023, the Company had $2,856,876 in total assets, $4,839,495 in total liabilities, and $1,982,619 in total stockholders' deficit. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated May 7, 2024, citing that the Company has an accumulated deficit and net losses. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. VALIANT FITNESS: Behrooz Vida Named Subchapter V Trustee -------------------------------------------------------- The U.S. Trustee for Region 6 appointed Behrooz Vida, Esq., at the Vida Law Firm, PLLC as Subchapter V trustee for Valiant Fitness, LLC. Mr. Vida will be paid an hourly fee of $450 for his services as Subchapter V trustee and will be reimbursed for work-related expenses incurred. Mr. Vida declared that he is a disinterested person according to Section 101(14) of the Bankruptcy Code. The Subchapter V trustee can be reached at: Behrooz P. Vida, Esq. The Vida Law Firm, PLLC 3000 Central Drive Bedford, TX 76021 Telephone: (817) 358-9977 Facsimile: (817) 358-9988 Email: behrooz@vidalawfirm.com About Valiant Fitness Valiant Fitness, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 24-42700) on August 1, 2024, with up to $50,000 in assets and up to $1 million in liabilities. Judge Edward L. Morris presides over the case. Robert Lane, Esq., at The Lane Law Firm, PLLC represents the Debtor as bankruptcy counsel. VICTORIA EDWARD: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Victoria Edward Spa & Wellness Center, LLC c/o Robert Edward Brassfield, II 1186 Tree Swallow Drive Winter Springs, FL 32708 Business Description: The Debtor is an upscale day spa located in Winter Springs Fl, specializing in massage, facials, nail and hair services. Chapter 11 Petition Date: August 9, 2024 Court: United States Bankruptcy Court Middle District of Florida Case No.: 24-02373 Judge: Hon. Jason A Burgess Debtor's Counsel: Bryan K. Mickler, Esq. LAW OFFICES OF MICKLER & MICKLER, LLP 5452 Arlington Expy. Jacksonville FL 32211 Email: bkmickler@planlaw.com Total Assets: $217,172 Total Liabilities: $1,319,710 The petition was signed by Sharifa Brassfield as manager. 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/HIGLMGI/Victoria_Edward_Spa__Wellness__flmbke-24-02373__0001.0.pdf?mcid=tGE4TAMA W.F. JACKSON: Gets Court Nod to Sell Property by Public Auction --------------------------------------------------------------- W.F. Jackson Construction Co., Inc. got the green light from the U.S. Bankruptcy Court for the Middle District of Georgia to sell its personal property by public auction. The property up for sale consists of heavy equipment, parts inventory, shop and office equipment, and other miscellaneous items. W.F. Jackson is selling the property "free and clear" of liens, claims and interest. Ritchie Bros. Auctioneers (America), Inc. and Iron Planet, Inc. will assist the company with the sale. The auctioneers will offer the property for sale at an "absolute auction" without reserve. The auction will require cash from the buyer at the time of closing or shortly thereafter, and prior to pick-up of the equipment. W.F. Jackson will use the proceeds from the sale to, among other things, pay its lenders, with such payment constituting the release amount for such lenders' liens or interests in the property. The lenders include First Citizens Bank, Commercial Credit Group, Inc., Equify Financial, LLC, Caterpillar Financial Services, Inc., John Deere Financial, Inc. and General Motors Financial Corporation. About W.F. Jackson Construction Company W.F. Jackson Construction Company, Inc. is a general contractor in Sandersville, Ga. The Debtor filed Chapter 11 petition (Bankr. M.D. Ga. Case No. 24-50593) on April 25, 2024, with $1 million to $10 million in both assets and liabilities. Judge Robert M. Matson oversees the case. Matthew S. Cathey, Esq., at Stone & Baxter, LLP is the Debtor's legal counsel. The U.S. Trustee for Region 21 appointed an official committee to represent unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by the law firm of Boyer Terry, LLC. WESTERN RISE: Seeks to Tap Catalyst Law Group as Special Counsel ---------------------------------------------------------------- Western Rise, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Catalyst Law Group as special counsel. The Debtor needs a special counsel to handle its general corporate issues as they arise. The firm will be paid at these hourly rates: Matthew Hyde $670 Matthew Seligman $425 Cassandra Grant $350 Mr. Hyde 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: Matthew Hyde Catalyst Law Group 4845 Pearl East Cir., Ste. 118 PMB 68599 Boulder, CO 80301 Telephone: (405) 239-1217 Email: info@catalyst.law About Western Rise Western Rise, Inc. is a manufacturer of travel clothing and accessories in Telluride, Colo. Western Rise filed its voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 24-13394) on June 19, 2024, with $3,401,871 in assets and $5,266,556 in liabilities. Kelly Watters, president, signed the petition. Judge Joseph G. Rosania Jr. oversees the case. The Debtor tapped Kutner Brinen Dickey Riley, PC as bankruptcy counsel and Potomac Law Group, PLLC and Catalyst Law Group as special counsel. WILDBRAIN LTD: Fitch Lowers IDR to 'B' & Then Withdraws It ---------------------------------------------------------- Fitch Ratings has downgraded WildBrain Ltd.'s Long-Term Issuer Default Rating (IDR) to 'B' from 'B+'. Fitch has also removed the Rating Watch Negative (RWN) on all of the company's ratings, assigned a Stable Rating Outlook and subsequently withdrawn all the company's ratings and Outlook. The downgrade is driven by leverage that remains significantly above Fitch's sensitivities for longer than anticipated. Despite WildBrain's commitment to reducing debt, Fitch projects that leverage will remain elevated over the next 6-12 months due to a modest decline in EBITDA for FY24. This decline is attributed to a temporary dip in content production, stemming from industry strikes in 2023, with a rebound expected in FY25. Fitch has withdrawn all of WildBrain's ratings for commercial reasons. Fitch will therefore no longer provide rating or analytical coverage on the company. Key Rating Drivers Leverage Outside Sensitivities: Fitch-calculated leverage has remained outside the 'B+' rating level for longer than Fitch expected. This was due to significant macroeconomic and operating headwinds over the past four years, culminating in an advertising recession from 2H22 into 4Q23 and the writer's and actor's strikes in 2023. EBITDA leverage for the LTM March 2024 was further elevated to 7.2x due to large distribution deals that were slated for 3Q24 slipping to 4Q24. Fitch anticipates a modest decline in EBITDA in FY24 with a rebound in FY25, which will result in EBITDA leverage staying elevated over the next 6-12 months. Strong Cash Flow; Low Interest Coverage: WildBrain has reported FCF margin above 8% for three out of the last four years, indicating that the company has been converting approximately 50% of EBITDA to cash. The stable cash flows reduce credit risk; however, high interest expense will result in EBITDA interest coverage at or below 2x for the next several years, which is low for the 'B' category. Mixed Operating Performance: WildBrain reported double-digit revenue declines in its content production and distribution segment for YTD March 2024, primarily due to the impact of the Writers Guild of America (WGA) strike, resolved in September 2023, and the Screen Actors Guild (SAG) strike, resolved in November 2023. This weakness more than offset revenue growth in WildBrain's other segments, resulting in a 29% decline in total revenues and 35% decline in reported EBITDA for 3Q24. Fitch expects total revenues to grow in the high single digits in FY25 as the company benefits from an expected recovery in content production market and continued growth in its digital advertising and global licensing segments. The company reports that its production slate is 60% confirmed for FY25 and 50% for FY26, signaling a return to standard operating conditions. New Capital Structure: On July 23, 2024, WildBrain announced a new capital structure comprising a five-year $375 million term loan and a $40 million revolving credit facility. Proceeds from the new facilities, along with working capital and proceeds from the exercise of outstanding warrants (CAD$7.3 million) will be used to refinance the existing revolving credit facility (CAD14 million outstanding as of March 2024), term loan B (CAD375 million) and convertible secured debentures (CAD140 million). The transaction is leverage neutral but favorably extends the company's debt maturity wall to 2029. Consistent Capital Allocation Policy: WildBrain reiterated its commitment to reducing leverage and simplifying its capital structure. The company has committed to a long-term leverage target of 4.0x through EBITDA growth and the sale of non-core assets in the $100 million-$300 million range. Fitch has conservatively not included any asset sale assumptions in its forecast, so any such sale will be incremental to cash flows/ deleveraging expectations if proceeds are utilized for debt repayments. Funding for Content Production: Many competitors have deeper funding access, as they are part of larger better-capitalized conglomerates. However, WildBrain does not create a material amount of content on spec and aims to cover hard content production costs with government tax credits, only available to Canadian content producers, and licensing contract receivables. To account for cash timing variances, the company uses Interim Production Facilities (IPF) to fund shortfalls until associated tax credits are collected and the IPF is repaid as required. IPFs are nonrecourse subordinated loans made to SPVs specifically created for each show's season and are secured by tax credits associated with that season. Balances fluctuate based on content creation schedules and tax receipt timing. As of March. 31, 2024, the company had CAD64 million of IPFs, which Fitch includes in its leverage calculations. Although Fitch recognizes the necessity of IPFs as a funding source, it does not consider them permanent capital and excludes them from its recovery analysis given the nature of the underlying assets securing them. Derivation Summary WildBrain's 'B' IDR reflects its substantially smaller scale and higher leverage relative to larger and more diversified media peers like The Walt Disney Company (A-/Stable), Warner Bros. Discovery, Inc. (BBB-/Stable), and Paramount Global (BBB-/Negative). It has lower leverage and higher EBITDA margins compared to Lions Gate (B-/Stable). Many of its competitors have deeper access to production funding as part of larger, better-capitalized diversified conglomerates. However, WildBrain benefits from its broad collection of iconic global brands, diverse revenue sources and customer base, strong industry position within its business segments and vertically integrated platform. Fitch believes the company is well positioned overall to continue exploiting the ongoing positive growth characteristics of the children's programming subsector. As a Canadian company, WildBrain has access to Canadian incentive programs and tax credits to fund content production costs. The company uses IPFs to bridge the timing variations between content creation outflows and associated receipts, and IPF balances fluctuate based on changes in the content creation schedules and tax receipt timing. The risk to WildBrain's balance sheet is mitigated by all IPFs being nonrecourse to WildBrain and that each IPF is secured by federal and provincial tax credits, licensing contracts and restricted cash balances with which each is repaid. No Country Ceiling or parent/subsidiary aspects affect the rating. Key Assumptions - The base case reflects the approximate midpoint of WildBrain's FY24 revenue and adjusted EBITDA guidance, which Fitch believes is achievable. Growth reflects pull-back in the content creation offset by growth in YouTube networks and global licensing; - Fitch assumes strong recovery in FY25 in content production following a trough in FY24; - Positive FCF margin supported by EBITDA margin growth and limited capital investment requirements; - No new M&A over the rating horizon; - SOFR to decline to the high-3% range over the ratings horizon; - Fitch-calculated leverage declines below 6.0x by June 2025 supported by FCF-driven debt reduction. Recovery Analysis The recovery analysis assumes that WildBrain would be considered a going concern in bankruptcy and that the company would be reorganized rather than liquidated. Fitch assumed a 10% administrative claim. Fitch's recovery analysis estimates a going concern enterprise value for a reorganized firm of approximately CAD490 million. Fitch assumes a mid-single-digit decline in revenue, driven by the loss of a major over-the-top contract and a decline in consumer product sales driven by a recession. Fitch also assumes the company is unable to quickly reduce costs, leading EBITDA after minority interests to decline to CAD70 million. Fitch assumes WildBrain will receive a going concern multiple of 7x EBITDA, reflecting several factors. WildBrain owns some of the industry's most iconic children's programming brands representing unique IP with global exposure that is virtually impossible to recreate. Brands include Strawberry Shortcake, Caillou, Yo Gabba! and Inspector Gadget. WildBrain also has a 41% interest in Peanuts, the world's sixth-largest character brand. Fitch notes the company initially purchased an 80% interest in Peanuts at an 11x multiple in 2017, and sold 49% of that interest to Sony at 14x in 2018. Content creators are acquired at lofty multiples, especially if their IP is difficult to recreate. Children's programming creators are especially valuable, given the increases in both content acquisition and ad spending on children's and family programming by digital and linear platforms. In addition, over-the-top and other digital and linear networks have made significant investments in children's programming as part of their branding efforts. Content acquisition examples include several by The Walt Disney Company, including Pixar for USD7.4 billion, at 23x Fitch calculated EBITDA, in 2006; Marvel Entertainment, Inc. for USD4.0 billion, at high teens market multiple estimates, in 2009; Lucasfilm Limited for USD4.1 billion, at low teens estimates, in 2012; and certain Twenty-First Century Fox assets, primarily content creation, for USD85.0 billion, at low teens estimates, in 2018. Comcast Corp. acquired DreamWorks Animation SKG, Inc. for USD4.1 billion, at mid-20s estimates, in 2016. In addition, Moonbug, a global children's content creator and distributor, was acquired in a USD3.0 billion deal by a special purpose acquisition company backed by Blackstone Group, the entity that acquired the Hello Sunshine production banner for USD900 million. The 7x multiple also reflects the fact that children are increasingly directly accessing content on the internet, with YouTube becoming a centralized destination for online children's programming. To that end, "WildBrain," the company's digital network and studio, is one of YouTube's largest children's programming, with more than 600 YouTube and FAST channels in over 30 languages and 240 territories that attracts approximately 26 billion views in FY23. RATING SENSITIVITIES Rating sensitivities do not apply as the ratings have been withdrawn. Liquidity and Debt Structure Liquidity: WildBrain's liquidity will be supported by proceeds from its new senior secured facilities as well as $58 million of cash on the balance sheet as of March 31, 2024. These, along with relatively stable interest payments, coupled with minimal capex intensity should result in positive FCF conversion metrics. Fitch believes the company will generate enough cash over the ratings case to cover internal operating and investment needs and also repay additional debt. Debt: In July 2024, WildBrain raised new secured credit facilities comprising a five year $40 million senior secured revolver and $375 million term loan. The proceeds from the term loan will be used to refinance the balance on the existing revolving credit facility (CAD14 million as of March 2024), term loan B (CAD375 million) and convertible secured debentures (CAD140 million). Issuer Profile WildBrain is an independent creator and distributor of children's programming including Peanuts, Strawberry Shortcake and Caillou. WildBrain owns the world's largest independent children's content library, licenses its IP across video distributors and consumer products and owns one of YouTube's largest children's content networks. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- WildBrain Ltd. LT IDR B Downgrade B+ LT IDR WD Withdrawn B senior secured LT WD Withdrawn BB+ WINDSOR TERRACE: Seeks to Extend Plan Exclusivity to Oct. 28 ------------------------------------------------------------ Windsor Terrace Healthcare, LLC and its affiliates asked the U.S. Bankruptcy Court for the Central District of California to further extend their exclusivity periods to file a plan of reorganization and obtain acceptance thereof to October 28 and December 19, 2024, respectively. The Debtors explain that the large number of facilities involved, which together generate annual revenue of approximately $285 million and which together provide care to thousands of elderly residents on a full-time basis, makes the Debtors' 21 chapter 11 cases, particularly when viewed collectively, far more challenging and complex than a single average chapter 11 bankruptcy case. Accordingly, the Debtors submit that this factor weighs very heavily in favor of an extension of the Debtors' plan exclusivity periods. The Debtors claim that they have been operating profitably post petition, and the Debtors' current cash combined with future cash projections, new value contributions and the guaranties provided under the Plan evidence that the Plan, which provides for a meaningful distribution to the Debtors' creditors, is feasible and viable. The Debtors will continue to demonstrate reasonable prospects for filing a viable plan even if the Plan is not confirmed and the Debtors are required to propose and file modifications to the Plan as currently proposed. The Debtors' bankruptcy cases have been pending for 11-12 months, and the Debtors are well within the 18 and 20 month limitations. To date, the Debtors have been working cooperatively and collaboratively with the Committee, key creditors and other parties and the Debtors have every expectation and intention of continuing to do so through plan confirmation and any modification to the Plan or a new Plan based on the outcome at the Confirmation Hearing. The Debtors respectfully submit that this factor weighs heavily in favor of the extension of the Debtors' exclusive period to file a plan. The Debtors assert that their request for an extension is being made in good faith and is not being made for the purpose of pressuring creditors into acceding to certain plan terms. On the contrary, as evidenced by the docket of these cases as a whole which include a significant number of stipulations with creditors including personal injury claimants, the Debtors have been working collaboratively with the Committee, the Ad Hoc Group, and other key creditors to propose a consensual Plan which doesn't pressure creditors to accept the Plan terms. Windsor Terrace Healthcare, LLC and its affiliates are represented by: Ron Bender, Esq. Monica Y. Kim, Esq. Juliet Y. Oh, Esq. Robert M. Carrasco, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Email: rb@lnbyg.com myk@lnbyg.com jyo@lnbyg.com rmc@lnbyg.com About Windsor Terrace Healthcare Windsor Terrace Healthcare, LLC and its affiliates are primarily engaged in the businesses of owning and operating skilled nursing facilities throughout the State of California. Collectively, the Debtors own and operate 16 skilled nursing facilities, which provide 24 hour, seven days a week and 365 days a year care to patients who reside at those facilities. In addition to the 16 skilled nursing facilities, the Debtors own and operate one assisted living facility (which is Windsor Court Assisted Living, LLC), one home health care center (which is S&F Home Health Opco I, LLC), and one hospice care center (which is S&F Hospice Opco I, LLC). The Debtors do not own any of the real property upon which the facilities are located. Windsor Terrace Healthcare and 18 affiliates filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 23-11200) on Aug. 23, 2023. Two more affiliates, Windsor Sacramento Estates, LLC and Windsor Hayward Estates, LLC, filed Chapter 11 petitions on Sept. 29. At the time of the filing, Windsor Terrace Healthcare disclosed up to $10 million in both assets and liabilities. Judge Victoria S. Kaufman oversees the cases. The Debtors tapped Levene, Neale, Bender, Yoo, and Golubchik, LLP as bankruptcy counsel; Hooper, Lundy & Bookman, P.C. and Hanson Bridgett, LLP as special counsels; and Province, LLC as financial advisor. Stretto, Inc. is the Debtor's claims, noticing and solicitation agent. The U.S. Trustee for Region 16 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. Troutman Pepper Hamilton Sanders, LLP is the Debtors' legal counsel. Jacob Nathan Rubin, the patient care ombudsman, is represented by RHM Law, LLP. ZHANG MEDICAL: Seeks to Extend Plan Exclusivity to Oct. 3 --------------------------------------------------------- Zhang Medical P.C., d/b/a New Hope Fertility Center, asked the U.S. Bankruptcy Court for the Southern District of New York to extend its exclusivity periods to file a plan of reorganization and obtain acceptance thereof to October 3 and December 2, 2024, respectively. The Debtor explains that significant issues still remain which necessitate an extension of the Exclusivity Period that will provide the Debtor with additional time to pursue the negotiation, filing, and confirmation of the Plan and bring this reorganization to a successful conclusion unhindered by the unnecessary time, expense and distraction of any possible competing plans. The Debtor claims that chief among these issues are the questions surrounding the Debtor's future office space, the Landlord's claims against the Debtor's estate, negotiations with Dr. Zhang concerning his status as the Debtor's sole shareholder and claims that may be asserted against him, the IRS audit that is ongoing, issues related to the Debtor's 401(k) and pension plans, and assessing potential liabilities related thereto. The Debtor asserts that critical to its reorganization is the determination of whether the Debtor will negotiate a new agreement to remain at the Leased Premises or relocate to a new facility. At this time, the Debtor has not finalized its intentions in this regard. The Debtor explored various opportunities through its retained broker, Savills, but lost some opportunities to other tenants or the terms were unworkable for the Debtor's projections. Unfortunately, fruitful negotiations cannot take place with the Landlord without clarity on the findings of the CRO's Court ordered investigations into whether the estate may have claims against Dr. Zhang. Both the Bankruptcy Rule 2004 examination of Dr. Zhang and the anticipated filing of the CRO's Report pursuant to the Examiner Order are not scheduled to occur until after the current expiration date of the Exclusivity Period. The Debtor further asserts that the company, through its counsel, is also engaging in negotiations with counsel to Dr. Zhang concerning the terms of the Plan. Additional time is needed for the Debtor to capitalize on its progress made or, if necessary, formulate a Plan with an alternate exit strategy. Accordingly, the Debtor has made good faith progress towards reorganization and reasonable prospects for a successful reorganization through the Plan, as may be amended or supplemented. Zhang Medical, PC, is represented by: Sheryl P. Giugliano, Esq. Michael S. Amato, Esq. RUSKIN MOSCOU FALTISCHEK, P.C. 1425 RXR Plaza East Tower, 15th Floor Uniondale, New York 11556 Telephone: 516-663-6600 Email: sgiugliano@rmfpc.com mamato@rmfpc.com About Zhang Medical New York-based Zhang Medical P.C. specializes in low and no-drug infertility solutions that help women conceive with minimal invasiveness. It conducts business under the name New Hope Fertility Clinic. Zhang Medical filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10678) on April 30, 2023, with $1 million to $10 million in both assets and liabilities. Eric Huebscher has been appointed as Subchapter V trustee. Judge Philip Bentley oversees the case. The Debtor tapped Joseph D. Nohavicka, Esq., at Pardalis & Nohavicka, LLP, as legal counsel. David Crapo is the patient care ombudsman appointed in the Debtor's Chapter 11 case. ZW DATA: Posts $850,000 Net Loss in Q1 2024 ------------------------------------------- ZW Data Action Technologies Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $850,000 on $3,531,000 of revenues for the three months ended March 31, 2024, compared to a net loss of $1,143,000 on $6,316,000 of revenues for the same period in 2023. The Company incurred operating losses and may continue to incur operating losses, and as a result, generate negative cash flows as the Company implements its future business plan. For the three months ended March 31, 2024, the Company incurred a loss from operations of $920,000 and a net operating cash outflow of $350,000. As of March 31, 2024, the Company had cash and cash equivalents of $470,000 and working capital of $3,430,000, compared with approximately $820,000 and $4,110,000 as of December 31, 2023, respectively. The Company plans to optimize its internet resources cost investment strategy to improve the gross profit margin of its core business and to further strengthen the accounts receivables collection management, and negotiate with major suppliers for more favorable payment terms, all of which will help to substantially increase the cashflows from operations. In addition, to further improve its liquidity, the Company plans to reduce its operating costs through optimizing the personnel structure among different offices, and reduce its office leasing spaces, if needed. Beginning in early 2022, the Company introduced its SaaS services to customers. The Company's SaaS services are provided based on technologies of its self-developed Blockchain Integrated Framework platform. The BIF platform enables the Company's clients to utilize the BIF platform as an enterprise management software to record, share and storage operating data on-chain, and/or to generate unique designed Non-fungible Token for their IPs and certificates. While the COVID-19 epidemic and the associated extended quarantine and business shutdown measures throughout fiscal 2022 adversely affected the Company's SaaS services promotion, and revenues from the new SaaS services business and its profitability have not met the Company's expectations, the Company still expects these services to generate positive cash flow and improve liquidity since they rely on technologies of its self-developed software platform, thus reducing the need for substantial cash outflow to third-party service providers. In March 2024, the Company acquired a 51% equity interest in Yi En (Beijing) Technology Co., Ltd. at a total consideration of RMB1 to expand our internet advertising and the distribution of the right to use search engine marketing services in the PRC with the expectation that the acquisition can synergize with our existing businesses and provide economies of scale that will generate operating profits and additional cash inflow in the next 12 months. If the Company fails to achieve these goals, the Company may need additional financing to execute its business plan. If additional financing is required, the Company cannot predict whether this additional financing will be in the form of equity, debt, or another form, and the Company may not be able to obtain the necessary additional capital on a timely basis, on acceptable terms, or at all. In the event that financing sources are not available, or that the Company is unsuccessful in increasing its gross profit margin and reducing operating losses, the Company may be unable to implement its current plans for expansion, repay debt obligations or respond to competitive pressures, any of which would have a material adverse effect on the Company's business, prospects, financial condition and results of operations. These factors raise substantial doubt 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 upon its uncertain ability to increase gross profit margin and reduce operating loss from its core business and/or obtain additional equity and/or debt financing. As of March 31, 2024, the Company had $11,404,000 in total assets, $5,988,000 in total liabilities, and $5,416,000 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/29884zfs About ZW Data Action Technologies Beijing, China-based ZW Data Action Technologies Inc., established in 2003, is an ecological enterprise, which provides digital services to sales and marketing channels through blockchain, big data, and precision marketing. ZW Data Action is committed to empowering SMEs to achieve more efficient and accurate operations and management, resulting in additional value for clients. Hong Kong, China-based ARK Pro CPA & Co, the Company's auditor since 2023, issued a 'going concern' qualification in its report dated June 28, 2024, citing that the Company has accumulated deficit from recurring net losses and significant net operating cash outflow for the year ended December 31, 2023. All these factors raise substantial doubt about its ability to continue as a going concern. [*] July Bankruptcy Filings Surge 24%, Commercial Chapter 11 Up 40% ------------------------------------------------------------------- Commercial Chapter 11 filings increased 40 percent in July 2024 to 510 from the 364 filings in July 2023, according to data provided by Epiq AACER, the leading provider of U.S. bankruptcy filing data. Overall commercial filings also increased 17 percent in July 2024 to 2,335 from 2,004 in July 2023. The 44,427 total U.S. bankruptcy filings in July 2024 increased 24 percent from the July 2023 total of 35,727. Individual bankruptcy filings registered a 25 percent increase, to 42,092 in July 2024 from the July 2023 individual total of 33,723. The number of consumers filing for chapter 7 increased 32 percent to 25,720 in July 2024 from the 19,463 who filed for chapter 7 last July, while chapter 13 filings increased 15 percent to 16,307 in July 2024 from the 14,211 chapter 13 filings in July 2023. "We continue to see a strong and steady rise in bankruptcy filings across the board, reflecting ongoing financial pressures faced by both businesses and individuals," said Michael Hunter, vice president of Epiq AACER. "Based on current trends and economic indicators, I expect bankruptcy filing volumes to continue this steady increase throughout the remainder of 2024 and into 2025." Small business filings, captured as subchapter V elections within chapter 11, were 171 in July 2024, registering a 45 percent drop from June's record total of 308. The filing decrease followed a statutory sunset that was unable to be extended by Congress before June 21. The enhanced subchapter V debt limit established in March 2020 dropped from $7,500,000 to $3,024,725, and the chapter 13 threshold of $2,750,000 for both secured and unsecured debt reverted back to a two-part test limiting eligibility to a maximum of $465,275 for unsecured debt and $1,395,875 for secured debt. "The reversion of the debt limit narrowed the path for distressed small businesses looking to access the cheaper and more efficient process of Subchapter V to restructure their debts," said ABI Executive Director Amy Quackenboss. "ABI is ready to work with members of Congress to provide them with the data necessary to answer questions they might have regarding the benefits that the higher subchapter V debt limit offers to many struggling small businesses in their efforts to restructure, so that more employees can keep their jobs and investors are afforded a better chance to recover their investments." ABI's Subchapter V Task Force on April 19 released its Final Report and recommendations to Congress, and its findings support maintaining the eligibility limit of $7.5 million in aggregate noncontingent, liquidated debt for small businesses looking to reorganize under subchapter V. Additionally, ABI is creating a portal for subchapter V practitioners and experts to provide their testimony on their experiences regarding how the increased debt limit assisted small business restructurings. The portal will be launched soon at https://subvtaskforce.abi.org/. July's total bankruptcy filings represented a 10 percent increase from June's total of 40,276. Total individual filings for July represented a 12 percent increase from the June 2024 individual filing total of 37,518. Conversely, the commercial filing total represented a 15 percent decrease from the June 2024 commercial filing total of 2,758, and commercial chapter 11 filings decreased 48 percent from the 989 filings in June 2024, which saw two cases with a large number of related filings. Consumer chapter 7 filings increased 16 percent from the 22,190 chapter 7s filed in June 2024, while chapter 13 filings increased 7 percent over the 15,230 filings last month. Epiq AACER is a division of Epiq and is the leading provider of data, technology, and services for companies operating in the business of bankruptcy. Its Bankruptcy Analytics subscription service provides on-demand access to the industry's most dynamic bankruptcy data, updated daily. Learn more at https://bankruptcy.epiqglobal.com. About Epiq Epiq, a global technology-enabled services leader to the legal industry and corporations, takes on large-scale, increasingly complex tasks for corporate counsel, law firms, and business professionals with efficiency, clarity, and confidence. Clients rely on Epiq to streamline the administration of business operations, class action and mass tort, court reporting, eDiscovery, regulatory, compliance, restructuring, and bankruptcy matters. Epiq subject-matter experts and technologies create efficiency through expertise and deliver confidence to high-performing clients around the world. Learn more at https://www.epiqglobal.com. About ABI ABI is the largest multi-disciplinary, nonpartisan organization dedicated to research and education on matters related to insolvency. ABI was founded in 1982 to provide Congress and the public with unbiased analysis of bankruptcy issues. The ABI membership includes nearly 10,000 attorneys, accountants, bankers, judges, professors, lenders, turnaround specialists and other bankruptcy professionals, providing a forum for the exchange of ideas and information. For additional information on ABI, visit www.abi.org. For additional conference information, visit http://www.abi.org/calendar-of-events. [^] BOND PRICING: For the Week from August 5 to 9, 2024 ------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- 2U Inc TWOU 2.250 42.000 5/1/2025 99 Cents Only Stores LLC NDN 7.500 5.000 1/15/2026 99 Cents Only Stores LLC NDN 7.500 4.981 1/15/2026 99 Cents Only Stores LLC NDN 7.500 4.981 1/15/2026 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 41.063 2/15/2028 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 41.217 2/15/2028 Allen Media LLC / Allen Media Co-Issuer Inc ALNMED 10.500 41.400 2/15/2028 Amyris Inc AMRS 1.500 1.679 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 28.008 7/15/2029 At Home Group Inc HOME 7.125 28.008 7/15/2029 Audacy Capital Corp CBSR 6.500 4.500 5/1/2027 Audacy Capital Corp CBSR 6.750 4.006 3/31/2029 Audacy Capital Corp CBSR 6.750 4.125 3/31/2029 Azul Investments LLP AZUBBZ 5.875 92.866 10/26/2024 Azul Investments LLP AZUBBZ 5.875 92.812 10/26/2024 BMW US Capital LLC BMW 5.745 98.963 8/12/2024 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Bank of America Corp BAC 7.000 94.691 9/20/2032 Beasley Mezzanine Holdings LLC BBGI 8.625 58.899 2/1/2026 Beasley Mezzanine Holdings LLC BBGI 8.625 58.897 2/1/2026 Biora Therapeutics Inc BIOR 7.250 57.444 12/1/2025 Castle US Holding Corp CISN 9.500 47.457 2/15/2028 Castle US Holding Corp CISN 9.500 47.457 2/15/2028 Citigroup Inc C 5.767 99.319 8/16/2024 CorEnergy Infrastructure Trust Inc CORR 5.875 70.500 8/15/2025 Cornerstone Chemical Co CRNRCH 10.250 50.750 9/1/2027 Curo Group Holdings Corp CURO 7.500 5.147 8/1/2028 Curo Group Holdings Corp CURO 7.500 21.328 8/1/2028 Curo Group Holdings Corp CURO 7.500 5.147 8/1/2028 Cutera Inc CUTR 2.250 19.625 6/1/2028 Cutera Inc CUTR 4.000 18.625 6/1/2029 Cutera Inc CUTR 2.250 33.048 3/15/2026 Danimer Scientific Inc DNMR 3.250 13.754 12/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.875 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.075 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 2.453 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 2.453 8/15/2026 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 1.902 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 5.375 1.914 8/15/2026 Energy Conversion Devices ENER 3.000 0.762 6/15/2013 Enviva Partners LP / Enviva Partners Finance Corp EVA 6.500 43.500 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 15.125 7/15/2026 F&M Financial Corp/TN FMFNCP 5.950 94.682 9/15/2029 F&M Financial Corp/TN FMFNCP 5.950 94.682 9/17/2029 Federal Home Loan Banks FHLB 1.000 99.385 8/15/2024 Federal Home Loan Banks FHLB 5.000 99.421 8/14/2024 Federal Home Loan Mortgage Corp FHLMC 4.100 99.410 8/12/2024 First Republic Bank/CA FRCB 4.375 2.000 8/1/2046 First Republic Bank/CA FRCB 4.625 2.500 2/13/2047 Ford Motor Credit Co LLC F 7.000 98.429 8/20/2026 GNC Holdings Inc GNC 1.500 0.707 8/15/2020 Goldman Sachs Group Inc/The GS 7.000 93.549 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 8.750 6/1/2026 H-Food Holdings LLC / Hearthside Finance Co Inc HEFOSO 8.500 7.732 6/1/2026 Hallmark Financial Services Inc HALL 6.250 17.454 8/15/2029 Homer City Generation LP HOMCTY 8.734 38.750 10/1/2026 Hughes Satellite Systems SATS 6.625 46.325 8/1/2026 Hughes Satellite Systems SATS 6.625 46.517 8/1/2026 Hughes Satellite Systems SATS 6.625 46.517 8/1/2026 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 89.576 9/10/2031 Karyopharm Therapeutics Inc KPTI 3.000 64.741 10/15/2025 Legends Hospitality Holding Co LLC / Legends Hospitality Co-Issuer Inc LEGHOS 5.000 101.077 2/1/2026 Legends Hospitality Holding Co LLC / Legends Hospitality Co-Issuer Inc LEGHOS 5.000 100.870 2/1/2026 Ligado Networks LLC NEWLSQ 15.500 16.080 11/1/2023 Ligado Networks LLC NEWLSQ 17.500 2.000 5/1/2024 Ligado Networks LLC NEWLSQ 15.500 15.750 11/1/2023 Lightning eMotors Inc ZEVY 7.500 1.000 5/15/2024 Luminar Technologies Inc LAZR 1.250 45.500 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 6.700 85.896 7/15/2034 Macy's Retail Holdings LLC M 6.900 93.336 1/15/2032 Mashantucket Western Pequot Tribe MASHTU 7.350 50.750 7/1/2026 Millennium Escrow Corp CFIELD 6.625 52.345 8/1/2026 Millennium Escrow Corp CFIELD 6.625 52.132 8/1/2026 Morgan Stanley MS 1.800 78.316 8/27/2036 NanoString Technologies NSTG 2.625 74.477 3/1/2025 Office Properties Income Trust OPI 4.500 80.465 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 27.744 5/15/2026 Rackspace Technology Global RAX 5.375 28.801 12/1/2028 Rackspace Technology Global RAX 3.500 29.543 2/15/2028 Rackspace Technology Global RAX 5.375 28.985 12/1/2028 Rackspace Technology Global RAX 3.500 29.543 2/15/2028 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Rite Aid Corp RAD 7.700 2.500 2/15/2027 Rite Aid Corp RAD 8.000 44.000 11/15/2026 Rite Aid Corp RAD 7.500 41.500 7/1/2025 Rite Aid Corp RAD 8.000 17.000 11/15/2026 Rite Aid Corp RAD 6.875 3.445 12/15/2028 Rite Aid Corp RAD 7.500 17.203 7/1/2025 Rite Aid Corp RAD 6.875 3.445 12/15/2028 RumbleON Inc RMBL 6.750 70.876 1/1/2025 SVB Financial Group SIVB 3.500 60.000 1/29/2025 Sandy Spring Bancorp Inc SASR 4.250 86.000 11/15/2029 Shift Technologies Inc SFT 4.750 0.408 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 SBSAA 9.750 59.679 3/1/2026 Spanish Broadcasting System SBSAA 9.750 59.884 3/1/2026 Spirit Airlines Inc SAVE 1.000 30.500 5/15/2026 Spirit Airlines Inc SAVE 4.750 65.633 5/15/2025 Summit Midstream Holdings LLC / Summit Midstream Finance Corp SUMMPL 5.750 99.360 4/15/2025 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Tricida Inc TCDA 3.500 9.000 5/15/2027 Veritex Holdings Inc VBTX 4.750 88.681 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 15.474 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.474 5/9/2026 Voyager Aviation Holdings VAHLLC 8.500 15.474 5/9/2026 WW International Inc WW 4.500 27.710 4/15/2029 WW International Inc WW 4.500 26.944 4/15/2029 WeWork Cos US LLC WEWORK 12.000 1.053 8/15/2027 Wesco Aircraft Holdings WAIR 9.000 40.796 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 1.798 11/15/2027 Wesco Aircraft Holdings WAIR 9.000 40.796 11/15/2026 Wesco Aircraft Holdings WAIR 13.125 1.798 11/15/2027 Wheel Pros Inc WHLPRO 6.500 17.280 5/15/2029 Wheel Pros Inc WHLPRO 6.500 17.280 5/15/2029 fuboTV Inc FUBO 3.250 59.335 2/15/2026 iHeartCommunications Inc IHRT 8.375 42.718 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 ***