/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/240828.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 28, 2024, Vol. 28, No. 240 Headlines 1416 EASTERN AVE: Trustee Hires Stinson LLP as Legal Counsel ALASKA AIR: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable ALTITUDE GROUP: Hires RLC PA Lawyers & Consultants as Attorney AMERICAN ROCK: $485MM Bank Debt Trades at 20% Discount AMERICANAS SA: Pays BTG Pactual for Majority of Its Debt AOB CONSTRUCTION: Hires Scott Springer CPA PLLC as Accountant AOB CONSTRUCTION: Taps Frank B. Lyon, Denise True as Attorneys ARCH RESOURCES: CONSOL Transaction No Impact on Moody's 'B1' Rating ARCH RESOURCES: S&P Places 'B+' ICR on CreditWatch Positive ASTER HARDWOODS: Hires Grove Holmstrand & Delk as Special Counsel ASTER HARDWOODS: Hires Perry & Associates CPAs as Accountant ATLANTIC RADIO: Gets Court Nod to Sell Inventory AVENTIV TECHNOLOGIES: $1.03BB Bank Debt Trades at 24% Discount AVIENT CORP: Egan-Jones Retains B- Senior Unsecured Ratings AVIS BUDGET: Egan-Jones Retains BB Senior Unsecured Ratings B&B 4365: Hires John Thomas Epperson CPA as Accountant BARROW SHAVER: Seeks to Tap Kroll as Claims and Noticing Agent BERKSHIRE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee BETTER POOL: Unsecureds Will Get 59.35% of Claims over 60 Months BISHOP OF SAN DIEGO: Committee Taps Berkeley as Financial Advisor BISHOP OF SAN DIEGO: Committee Taps KTBS Law LLP as Legal Counsel BLINK HOLDINGS: U.S. Trustee Appoints Creditors' Committee BURRELL FARMS: Seeks to Tap Paul Robinson as Bankruptcy Counsel BURT ELECTRIC & COMMUNICATIONS: Seeks Chapter 11 Bankruptcy C M HEAVY MACHINERY: Files for Chapter 11 Bankruptcy C M HEAVY: Seeks to Hire VerStandig Law Firm as Counsel CACI INTERNATIONAL: Moody's Affirms 'Ba1' CFR, Outlook Stable CARIBE ENTERTAINMENTS: Seeks to Hire Rodriguez Espola as Accountant CARNIVAL PLC: $823MM Bank Debt Trades at 18% Discount CASTLE US HOLDING: $1.20BB Bank Debt Trades at 43% Discount CASTLE US HOLDING: $295MM Bank Debt Trades at 43% Discount CBC SUBCO: Gets OK to Hire Richard Cassey as Restaurant Consultant CELEBRATION COTTAGE: Hires Griffin & Associates as Accountant CHANGAR REALTY: Hires Penachio Malara LLP as Counsel CHARITY PRIME: Hires Sense Mortgage as Real Estate Broker COEUR MINING: Egan-Jones Retains B+ Senior Unsecured Ratings CONSOL ENERGY: S&P Places 'B+' Issuer Credit Rating on Watch Pos. CONSOLIDATED COMMUNICATIONS: Egan-Jones Retains CCC+ Unsec. Ratings COR HOLDINGS: Seeks to Hire Robert S. Lewis PC as Attorney COSMOS GROUP: Narrows $2.8 Million Net Loss in Fiscal Q2 CREATIVE REALITIES: Reports Net loss of $615,000 in Fiscal Q2 CUBIC CORP: $1.48BB Bank Debt Trades at 24% Discount CYPRUS MINES: Enters J&J Settlement; Files Amended Plan D&D ELECTRICAL: Seeks Approval to Hire CFGI as Financial Advisors D&D ELECTRICAL: Taps Kirby Aisner & Curley as Bankruptcy Counsel DANIEL SMART: Seeks to Hire Waypoint Resources as Financial Advisor DEL MONTE: S&P Raises ICR to 'CCC' On Debt Restructuring DELTA AIR: Egan-Jones Cuts Senior Unsecured Ratings to BB- DETCO INC: Case Summary & Four Unsecured Creditors DIOCESE OF BUFFALO: Sets Oct. 23 Bid Deadline for East Aurora Asset DIOCESE OF BUFFALO: Sets Sept. 19 Bid Deadline for NY Property DISPATCH TERRA: $185MM Bank Debt Trades at 17% Discount DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel DURECT CORP: Reports Net Loss of $3.7MM in Fiscal Q2 EASTSIDE DISTILLING: Posts $1.5 Million Net Loss in Fiscal Q2 EDGEWELL PERSONAL: Egan-Jones Retains B Senior Unsecured Ratings EEI GLOBAL: Sells Assets to Eventlink for $450,000 EIGER BIOPHARMA: Equity Comm. Taps Dundon as Financial Advisor ENDO INT'L: Insurers AIG, Chubb Hit with Suit Over Opioid Claims ENDO INT'L: Judge Tosses Price-Fixing Claims vs. Par Pharma ENDO INT'L: Trustee Sues McKinsey Over Opioid Sales Advice ENDRA LIFE: Posts $2.2MM Net Loss in Fiscal Q2 ENSERVCO CORP: Posts $2.3 Million Net Loss in Fiscal Q2 EOS US FINCO: $534.7MM Bank Debt Trades at 16% Discount ETON STREET: Gets Approval to Hire Pagac & Company as Accountant EVOFEM BIOSCIENCES: Reports Net Loss of $1.4MM in Fiscal Q2 EXACTECH INC: $235MM Bank Debt Trades at 64% Discount EXELA TECHNOLOGIES: Posts $26.9 Million Net Loss in Fiscal Q2 EYECARE PARTNERS: $250MM Bank Debt Trades at 55% Discount EYENOVIA INC: Reports $11.1MM Net Loss in Fiscal Q2 FELTRIM BALMORAL: Seeks to Hire SOLDNOW as Auctioneer FIRST CHOICE: Posts $1.9 Million Net Loss in Fiscal Q2 FOCUS UNIVERSAL: Posts $1.4MM Net Loss in Fiscal Q2 FORD MOTOR: Product Cancellation No Impact on Moody's Ba1 Ratings FORM TECHNOLOGIES: $175MM Bank Debt Trades at 21% Discount FOUNDATION FITNESS: Hires Markus Williams Young as Counsel FRANCHISE GROUP: $1BB Bank Debt Trades at 41% Discount FRANCHISE GROUP: $300MM Bank Debt Trades at 42% Discount FTX TRADING: Permanent Injunction Order Entered in CFTC Case FULCRUM LOAN: Seeks to Hire Keck Legal as Bankruptcy Counsel G-MAC CONSTRUCTION: Seeks to Hire Mark J. Lazzo as Legal Counsel GALAXIE BRANDS: Obtains CCAA Initial Stay Order; KPMG as Monitor GAUCHO GROUP: All Six Proposals Approved at Annual Meeting GCPS HOLDINGS: Taps Okin Adams Bartlett Curry as Bankruptcy Counsel GEISLERS LANE: Voluntary Chapter 11 Case Summary GMP BORROWER: S&P Withdraws 'B-' Issuer Credit Rating GOLDEN RULE: Seeks to Hire Villa & White as Bankruptcy Counsel GRAY TELEVISION: S&P Downgrades ICR to 'B' on Elevated Leverage GREEN PLAINS: Egan-Jones Retains B- Senior Unsecured Ratings GREENWICH INVESTMENT: Gets OK to Hire B. Lane Hasler as Counsel GRESHAM WORLDWIDE: Seeks to Hire Engelman Berger as Legal Counsel H2 BEVERAGES: Seeks to Hire Peak Appraisal Group as Appraiser HAWAIIAN ELECTRIC: S&P Places 'B-' ICR on CreditWatch Negative HEALTHLYNKED CORP: Posts $1.5 Million Net Loss in Fiscal Q2 HEALTHY EXTRACTS: Posts $113,500 Net Income in Fiscal Q2 HELDRICH CENTER: Moody's Withdraws Caa3 Ratong on 2005A Bonds HILLCREST FUND: Hires Anyama Law Firm as Counsel ICU MEDICAL: Moody's Lowers CFR & Senior Secured Loans to 'B1' INTRUSION INC: Reports Net Loss of $2.07 Million in Fiscal Q2 J C CONTRACTORS: Gets OK to Sell Rental Houses to PCK Concepts KBS REAL ESTATE: Posts $28.6 Million Net Loss in Fiscal Q2 KOMBU KITCHEN: Taps Julander Brown & Bollard as Litigation Counsel KRAIG BOCRAFT: Reports $1.6MM Net Loss in Fiscal Q2 L.M. GRAHAM: Seeks to Hire Mullin Hoard & Brown as Legal Counsel LA DELTA FARMS: Seeks to Tap Derbes Law Firm as Bankruptcy Counsel LATASHA KEBE: Court Tosses Whitehead's Defamation Case LCOR ALEXANDRIA: Moody's Cuts Rating on $60.2MM 2001E Bonds to Ca LEXARIA BIOSCIENCE: Signs $20M Sales Agreement With JonesTrading LFTD PARTNERS: Posts $523,212 Net Loss in Fiscal Q2 LODGING ENTERPRISES: Committee Taps Spencer Fane as Local Counsel LUMEN TECHNOLOGIES: $1.63BB Bank Debt Trades at 17% Discount LUMEN TECHNOLOGIES: $1.63BB Bank Debt Trades at 20% Discount MADISON 33 OWNER: Case Summary & 10 Unsecured Creditors MAGENTA BUYER: S&P Lowers ICR to 'SD' on Distressed Debt Exchange MARIZYME INC: Reports Net Loss of $4.1 Million in Fiscal Q2 META MATERIALS: Delisted From Nasdaq Following Chapter 7 Filing MJW MARKETING: Unsecured Creditors to Split $40K in Plan MY SIZE: Fiscal Q2 Revenue Jumps 53%, Gross Profit Rises by 61% NAJAR TRUCKING: Seeks to Hire Larson & Zirzow as Legal Counsel NANCY HABER: Secured Party Sets Oct. 7 Auction NANOVIBRONIX INC: Reports Net Loss of $688,000 in Fiscal Q2 NCR ATLEOS: Moody's Raises CFR to 'B1' & Alters Outlook to Stable NEPHRITE FUND: Hires Barrale Renshaw as Accountant NEUBERGER BERMAN 24: Fitch Assigns 'BB-sf' Rating on Cl. E-R2 Notes NEUROONE MEDICAL: Reports Net Loss of $2.8MM in Fiscal Q3 NEXII BUILDING: Horizon Tech Marks $5.9MM Loan at 76% Off NEXII BUILDING: Horizon Tech Marks $8.8MM Loan at 76% Off NEXII BUILDING: Horizon Tech Marks $842,000 Loan at 76% Off NEXTDECADE CORP: Reports Net Loss of $32.6 Million in Fiscal Q2 NORTH EASTERN INDUSTRIES: Taps Nickless Phillips as Legal Counsel NOVA LIFESTYLE: Posts $563,489 Net Loss in Fiscal Q2 NOVALENT MIDDLECO: Taps Waldrep Wall Babcock & Bailey as Counsel OFFICE DEPOT: Egan-Jones Retains BB- Senior Unsecured Ratings OMNIQ CORP: Partners With Ingenico to Enhance Fintech Solutions OMNIQ CORP: Reports Net Loss of $3.05MM in Fiscal Q2 ONDAS HOLDINGS: Posts $8.3 Million Net Loss in Fiscal Q2 OREGON TOOL: Moody's Cuts CFR to Caa3 & Senior Bank Loans to Caa2 OUTLOOK THERAPEUTICS: Adds 4.8MM Shares Under Incentive Plan PARLEMENT TECHNOLOGIES: Court OKs Bid Rules for Sale of Assets POLAR US: $1.48BB Bank Debt Trades at 16% Discount PORTAL DE CAGUAS: Alter Domus Dismissed from SL Funding Suit POSEIDON CHARTERS: Hires Shraiberg Page as Bankruptcy Co-Counsel PRECISION CASTPARTS: Egan-Jones Retains B Senior Unsecured Ratings PROVISION BREAD: Taps Wadsworth Garber Warner Conrardy as Counsel PUMP SYSTEMS: Hires Tarbox Law P.C. as Legal Counsel RATHER OUTDOORS: $365MM Bank Debt Trades at 25% Discount REDHILL BIOPHARMA: Launches Talicia in United Arab Emirates RETO ECO-SOLUTIONS: Issues 1MM Class B Shares Post-Redesignation RISE MANAGEMENT: Hires Derbes Law Firm LLC as Counsel RNB MERCHANDISE: Amends Unsecureds & Executory Contracts Claims Pay S&S HOLDINGS: Moody's Affirms B2 CFR & Alters Outlook to Negative SCOTTS MIRACLE-GRO: Egan-Jones Retains B+ Senior Unsecured Ratings SEASONAL LANDSCAPE: Gets OK to Hire Core Financial as Accountant SELECT MEDICAL: S&P Upgrades ICR to 'BB-' on Debt Repayment SEMTECH CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB+ SHANGRI-LA DEVELOPMENT: Hires Norton Rose as Litigation Counsel SILGAN HOLDINGS: Egan-Jones Retains BB Senior Unsecured Ratings SIRVA WORLDWIDE: $435MM Bank Debt Trades at 28% Discount SIYATA MOBILE: Expands Presence in Mining Industry SMC ENTERTAINMENT: Incurs $14.62 Million Net Loss in Second Quarter SOLAR BIOTECH: Committee Hires Brinkman Law Group PC as Counsel SOLAR BIOTECH: Committee Hires Rosner Law as Delaware Counsel SONIC AUTOMOTIVE: Egan-Jones Retains BB Senior Unsecured Ratings SSE DEVELOPMENT: Hires Realty One Group as Real Estate Broker ST. CHRISTOPHER'S: Bid Rules for Sale of Dobbs Ferry Property OK'd SUPERIOR INDUSTRIES:S&P Alters Outlook to Stable, Affirms 'B-' ICR SWITCHBACK COFFEE: Gets OK to Tap Wadsworth Garber as Legal Counsel T14-15 LLC: Case Summary & One Unsecured Creditor TELEPHONE AND DATA: Egan-Jones Retains B+ Senior Unsecured Ratings TJJ TRANSPORT: Seeks to Tap Alla Kachan P.C. as Bankruptcy Counsel TMK HAWK: S&P Lowers ICR to 'CCC' On Near-Term Refinancing Risks TRINSEO PLC: Moody's Lowers CFR to B3, Outlook Remains Negative TRONOX INC: Court Rejects Bids to File Tardy Tort Claims TUMWATER MEADOWS: Seeks to Hire Marc Stern as Bankruptcy Counsel UNITED PF: $116MM Bank Debt Trades at 25% Discount US TELEPACIFIC: $331.5MM Bank Debt Trades at 62% Discount VECTOR GROUP: JT Group Deal No Impact on Moody's 'B1' CFR VISION CARE: Taps Opus Consulting Partners as Financial Consultant WALSAM 316: Gets Court OK to Sell 4-6 Bleecker Property by Auction WARFIELD HISTORIC: Hires Sudow Kohlhagen LLP as Special Counsel WEST CENTRO LLC: Hits Chapter 11 Bankruptcy in Louisiana WEST CENTRO: Hires Derbes Law Firm LLC as Counsel WIDEOPENWEST FINANCE: S&P Downgrades ICR to 'B-', On Watch Neg. WOLVERINE WORLD: S&P Affirms 'B' Issuer Credit Rating, Outlook Neg WP NEWCO: $1.01BB Bank Debt Trades at 41% Discount YOUNG MEN'S CHRISTIAN: Case Summary & 20 Top Unsecured Creditors YS GARMENTS: Moody's Cuts CFR to Caa2 & Alters Outlook to Negative ********* 1416 EASTERN AVE: Trustee Hires Stinson LLP as Legal Counsel ------------------------------------------------------------ Marc E. Albert, the Chapter 11 Trustee for 1416 Eastern Ave NE LLC and its affiliates, seeks approval from the U.S. Bankruptcy Court for the District of Columbia to employ Stinson LLP as counsel. The firm's services include: a) preparing any necessary applications, motions, objections, memoranda, briefs, notices, answers, orders, reports or other legal papers; b) appearing on the Trustee’s behalf in any proceeding; c) handling any contested matters or Adversary Proceedings as they arise; and d) performing other legal services for the Trustee which may be necessary or desirable in connection with the above-captioned matter. The firm will be paid at these rates: Marc E. Albert $880 per hour Bradley D. Jones $520 per hour Tracey M. Ohm $515per hour Joshua W. Cox $485 per hour Ruiqiao Wen $415 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Marc E. Albert, Esq. Bradley D. Jones, Esq. Joshua W. Cox, Esq. Tracey M. Ohm, Esq. Ruiqiao Wen, Esq. Stinson LLP 1775 Pennsylvania Ave., NW Suite 800 Washington, DC 20006 Tel: (202) 785-9100 Fax: (202) 572-9943 Email: marc.albert@stinson.com brad.jones@stinson.com joshua.cox@stinson.com tracey.ohm@stinson.com ruiqiao.wen@stinson.com About 1416 Eastern Ave NE LLC 1416 Eastern Ave NE, LLC filed Chapter 11 bankruptcy petition (Bankr. D.C. Case No. 24-00180) on May 29, 2024, with as much as $1 million in both assets and liabilities. Judge Elizabeth L. Gunn oversees the case. The Debtor is represented by Maurice Verstandig, Esq., at The Belmont Firm. ALASKA AIR: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed Alaska Air Group's (Alaska) Long-Term Issuer Default Rating at 'BB+'; the Rating Outlook is Stable. Fitch has upgraded Alaska's 2020-1 class A certificates to 'A' from 'A-' and affirmed the class B certificates at 'BBB+'. The Stable rating outlook reflects Fitch's view that additional debt from the pending acquisition of Hawaiian Airlines and integration risks will temporarily pressure Alaska's credit profile. Following DOJ's approval of the transaction, Fitch believes there is a high likelihood the acquisition will close soon. Absent the acquisition, Fitch anticipates Alaska's EBITDAR leverage would trend into the low 2x range over the next two years, supporting a higher rating. Fitch does not anticipate taking a rating action should the Hawaiian acquisition close in the near term. Alaska's rating is supported by the company's solid operating margin production and healthy financial flexibility. Alaska maintains conservative financial policies and Fitch expects debt reduction to remain a priority following the purchase and integration of Hawaiian. Key Rating Drivers Strong Pre-Acquisition Balance Sheet: Fitch views Alaska's standalone leverage metrics and limited debt balance as strong for its rating. Alaska has reduced its leverage to pre-pandemic levels, with EBITDAR leverage at 2.4x at year-end. Without the acquisition of Hawaiian Airlines, Fitch anticipates leverage to trend into the low 2x range, supporting a higher rating. Assuming Hawaiian closes as planned, Fitch expects newly issued plus acquired debt from Hawaiian to push leverage into to the 5x area post-close, declining to the mid-3x range over time. When paired with integration related risks, that will delay Alaska's progress toward an investment-grade rating. Fitch anticipates Alaska will initially close the Hawaiian acquisition with cash on hand and subsequently issue $2-$3 billion in new debt to restore cash and refinance some of Hawaiian's outstanding obligations. Fitch expects the company to prioritize debt repayment following the acquisition. Merger-Related Risks: Fitch views the Hawaiian acquisition as manageable within Alaska's current rating. Integrating the companies will introduce operational complexity to Alaska's business model, which historically has been based around maintaining simplicity and a single fleet type. Hawaiian operates Airbus A330s, A321 NEOs, Boeing 787-9s and 717s, while Alaska uses only Boeing 737s. Hawaiian's long-haul international network is new for Alaska. Despite these complexities, Fitch believes management's integration track record mitigates operational and execution risks. Alaska is acquiring Hawaiian at a difficult time, as profitability has not rebounded from pandemic lows. Although Alaska has been profitable, Fitch expects Hawaiian to produce negative EBITDA margins with continued pressure on results in 2025. While this presents a risk, current pressures on Hawaiian contributed to a purchase price that makes the deal relatively attractive for Alaska. Fitch also expects Hawaiian's margins to improve over time as several of its headwinds are temporary. Strategic Rationale: Fitch believes the Alaska/Hawaiian combination carries some strategic value, particularly given the relatively modest purchase price. The combination will bolster Alaska's existing position in the Hawaiian Islands and make it a more attractive option to travelers on the West Coast while Alaska's existing domestic network will provide utility to travelers from Hawaii, both of which will likely drive additional loyalty program penetration. Healthy Standalone Margin Production: Fitch expects Alaska's 2024 standalone operating margins to contract slightly 2023 levels but remain competitive with U.S. industry leaders. Margins are challenged by ongoing cost pressures including aircraft delivery delays and elevated West Coast jet fuel refining margins. Alaska expects capacity growth this year of less than 3%, down from expectations of 3%-5%, partly driven by delays from Boeing, creating a headwind to unit costs. Alaska also faces above-average fuel costs driven by West Coast refining margins. Fitch anticipates unit revenue to be roughly flat in 2024, supported by returning business traffic in Alaska's Pacific Northwest markets and continued strong performance in premium leisure, offset by industry overcapacity issues. Capacity growth will focus on existing, high-demand markets rather than new city pairs that can lower unit revenue. Financial Flexibility: Alaska's financial flexibility supports its rating. The company holds over 60 unencumbered aircraft as of mid2024, mainly recent vintage 737 MAX 8s and MAX 9s. Alaska has not yet leveraged its loyalty program to raise new capital, unlike many peers. Upcoming debt maturities are manageable, remaining below $400 million annually in 2025 and 2026 before the 2020-1 EETC matures in 2027 driving maturities to $666 million. Fitch expects Alaska's FCF to be modestly positive for the next several years on a standalone basis. Should the Hawaiian acquisition close as planned, the combined companies may generate negative single-digit FCF margins in 2025, rising to roughly neutral the following year. Class A Certificate Ratings: The upgrade to 'A' from 'A-' for the Class A certificates is driven by sufficient overcollateralization and LTVs comparable to similarly rated certificates. The transaction's 'A' level stress scenario loan-to-value ratio (LTV) improved from 99.5% to 89.5% in Fitch's prior review, driven by lower than expected depreciation rates for all aircraft in the collateral pool, combined with the tranche's high rate of amortization outpacing depreciation. The August 2025 maturity of the class B certificates also improves the LTVs for the class A certificates, as Fitch analyses LTVs two years ahead for airlines rated 'BB'. LTV is expected to improve further as amortization of the certificates continues to outpace aircraft depreciation Factors limiting the rating to 'A' rather than 'A+' include medium headroom within its stress test and qualitative factors like the relative age of the 737-800 aircraft in the pool. In addition, shifting the ERJ 175 and 737-900ER to tier 2 collateral from tier 1 means nearly all aircraft in the pool are now tier 2. Stress Scenario: The ratings for the A certificates are primarily based on collateral coverage in a stress scenario using a top-down approach. This assumes a rejection of the entire pool in a severe global aviation downturn, incorporating a full draw on the liquidity facility and an assumed repossession/remarketing cost of 5% of the total portfolio value. Fitch then applies haircuts to the collateral value. In its 'A' level stress analysis Fitch applies a 25% value stress to the 737-800s in the portfolio, the midpoint of Fitch's 'A' stress range. Throughout the downturn, the 737-800's base values have stayed within Fitch's 6% depreciation assumptions due to their wide user base, favorable economics and cargo conversion flexibility supporting its tier 1 status. The 737-800s in this transaction were delivered between 2007 and 2009. Per Fitch's criteria, the aircraft shift from tier 1 to tier 2 at 15 years old, when the stress rates increase to 35% over a period of time. Fitch uses a 35% stress for the 737-900ERs and ERJ 175. The higher stress rate reflects the aircraft types shifting from tier 1 to tier 2 collateral, driven by the limited user base for the 900ER relative to other narrowbodies, and the E-175's limited user base concentrated among North American carriers. Class B Certificate Ratings: The ratings for the class B certificates are based on Fitch's bottom-up approach detailed in Fitch's EETC criteria, which calls for the rating to be notched up from Alaska's corporate rating of 'BB+'. Fitch has affirmed the class Bs at 'BBB+', three notches above ALK's IDR. The notching includes +2 for high affirmation likelihood and +1 for the liquidity facility. The additional notching for high affirmation is driven by stabilized aircraft values, the large aircraft quantity relative to ALK's operational fleet, and management's emphasis on collateral from this pool being important to its long-term recovery plan. The class B certificates do hold strong recovery prospects; however, Fitch has not applied a one-notch uplift for superior recovery prospects, as the class B ratings are capped at 'BBB+' per Fitch's criteria. Derivation Summary Alaska's 'BB+' rating is one notch below Delta Air Lines (BBB-/Stable) and two notches above United Airlines (BB-/Stable). Pro forma for the Hawaiian acquisition, Fitch expects Alaska's leverage and coverage metrics to be weaker than Delta's. Alaska will also face merger integration risks, which are incorporated in the rating differential. Fitch expects that leverage metrics for United and Alaska may be similar over time, though United faces FCF pressure from its fleet renewal efforts. However, Fitch expects United's credit profile to improve over time, potentially converging toward Alaska's. Alaska has a history of outperforming peers in profitability, consistently generating margins at or near the top of its peer group in the U.S. These factors partly offset Alaska's smaller size, scale and regional concentration relative to larger airlines. ALK 2020-1 EETC The class A certificate ratings at 'A' compares well against other EETC transactions with similar ratings. The collateral pool is similar to United's 2014-2 transaction which is rated 'A'. United's 2014-2 transaction features similar LTVs, collateral exposure in relation to the 737-900ER and ERJ 175 aircraft, and similar average pool age. However, the third aircraft type is the 787-9 which provides some widebody diversification benefit that is lacking in ALK's 2020-1 pool. The notching uplift on the class B certificates is in line with class B's issued by United Airlines. Fitch notes that ALK's aircraft collateral pool of 61 aircraft is one of the largest in terms of absolute size and percentage of an operating fleet in its EETC rating portfolio. Due to United's IDR at 'BB-', the class B certificates are not affected by the 'BBB+' rating cap for non-investment grade issuers on subordinated tranches using the bottom-up approach. In contrast, ALK's subordinated tranche is directly limited by this cap and will limit any upward mobility while ALK's IDR is in the high-yield territory. Key Assumptions - Alaska's acquisition of Hawaiian Holdings is completed in 2H 2024; - Alaska experiences traffic growth in the low single digits in 2024, supported by stable demand; - Yields flattish in 2024 and modestly positive thereafter; - Brent crude prices average $85/barrel through the forecast; - Capex is in line with company guidance. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Adjusted debt/EBITDAR sustained around or below 2.25x; - FCF margins sustained in the mid-single digits; - Execution of Alaska's fleet modernization plan while maintaining or growing unencumbered assets and financial flexibility. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Acquisition related headwinds that drive a sustained reduction in profitability and financial flexibility including; - Gross adjusted leverage rising and remaining above 3.5x; - FFO fixed-charge coverage toward 3x; - Sustained EBIT margins in the single digits. For ALK 2020-1 EETC: Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Senior tranche ratings are primarily based on levels of overcollateralization. The class A certificates could be upgraded over time as the transaction amortizes, assuming that asset values do not decline faster than projected in Fitch's models. This is not expected in the near term as most of the collateral pool has shifted from Tier 1 to Tier 2 collateral, and will continue to do so as the 737-800s age past 15 years; - Upgrades to the subordinated tranche are unlikely as notching uplift from Fitch's bottom-up approach compresses as the issuer's ratings increase. Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - The class A certificates could be downgraded due to faster than expected asset value depreciation; - Class B certificate ratings are tied to the underlying IDR. If Alaska's corporate rating were downgraded, the class B certificates could be downgraded in kind. Liquidity and Debt Structure Solid Liquidity: Fitch views Alaska's liquidity balance as more than adequate to cover obligations, while providing downside protection against an adverse turn in the operating environment. Alaska finished 2Q24 with nearly $2.5 billion of unrestricted cash and marketable securities along with full availability under its $550 million in revolving credit facilities. This compares with the about $1.2 billion-$1.6 billion in cash the company operated with prior to the pandemic. Debt maturities over the next several years are manageable. Principal payments total $164 million for the remainder of 2024, and less than $400 million annually in 2025 and 2026. ALK 2020-1 EETC Class A and B certificates feature an 18-month liquidity facility provided by Credit Agricole (A+/F1/Stable). Issuer Profile Alaska Air Group, Inc. (Alaska) is the sixth largest air carrier in the U.S. as measured by capacity. Air Group operates through two primary subsidiaries, Alaska Airlines, Inc. and Horizon Air Industries, which is Alaska's wholly owned regional subsidiary. REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF RATING Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. 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 ----------- ------ ----- Alaska Air Group Inc. LT IDR BB+ Affirmed BB+ Alaska Air Group Pass Through Certificate Series 2020-1 senior secured LT A Upgrade A- senior secured LT BBB+ Affirmed BBB+ ALTITUDE GROUP: Hires RLC PA Lawyers & Consultants as Attorney -------------------------------------------------------------- The Altitude Group, LLC dba Core Home Security seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ RLC, PA Lawyers & Consultants as attorney. The firm will provide these services: (a) give advice to the Debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operations; (b) advise the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare motions, pleadings, orders, applications, adversary proceedings, and other legal documents necessary in the administration of the case; (d) protect the interest of the Debtor in all matters pending before the court; and (e) represent the debtor in negotiation with its creditors in the preparation of a plan. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Tate M. Russack, Esq., a partner at RLC, PA Lawyers & Consultants, 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: Tate M. Russack, Esq. RLC, PA Lawyers & Consultants 7999 North Federal Highway Suite 102 Boca Raton, FL 33487 Tel: (561) 571-9610 Email: tate@russack.net About The Altitude Group, LLC dba Core Home Security The Altitude Group LLC, doing business as Core Home Security, sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla.Case No. 24-17893) on August 1, 2024. In the petition filed by Ryan Neill, as manager, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Honorable Bankruptcy Judge Erik P. Kimball oversees the case. The Debtor is represented by: Tate M Russack, Esq. 1095 Broke Sound ParkwaySuite 203 Boca Raton, FL 33487 AMERICAN ROCK: $485MM Bank Debt Trades at 20% Discount ------------------------------------------------------ Participations in a syndicated loan under which American Rock Salt Co LLC is a borrower were trading in the secondary market around 80.3 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $485 million Term loan facility is scheduled to mature on June 12, 2028. The amount is fully drawn and outstanding. American Rock Salt Company LLC produces highway de-icing rock salt. The company operates a single mine in upstate New York and sells primarily to state and local government agencies in the northeastern United States. The firm is a wholly owned subsidiary of American Rock Salt Holdings, LLC, which is closely held by private investors including some members of management. The company does not publicly disclose its financial statements. Headquartered in Retsof, N.Y., American Rock Salt generated approximately $170 million in revenue for the twelve months ended December 31, 2023. AMERICANAS SA: Pays BTG Pactual for Majority of Its Debt -------------------------------------------------------- Raphael Almeida Dos Santos of Bloomberg Law reports that Banco BTG Pactual has been paid for most of Americanas's debt. BTG CFO Renato Cohn said in a conference call with analysts that BTG has already received most of Americanas's debt. BTG CEO Roberto Sallouti said he expects for BTG to see its share of retail business growing in the coming quarters. If the market evolves, BTG will once again have a 15% share in Latin American countries, Sallouti said. About Americanas SA Americanas was one of the largest diversified retail chains in Brazil, with a wide platform of physical stores, robust e-commerce, fintech, and has just entered into the niche food retail. It is listed on B3, being indirectly controlled by billionaire Jorge Paulo Lemann, Carlos Alberto Sicupira and Marcel Telles. The retailer nosedived in January 2023 after becoming mired in an accounting scandal. The firm filed for bankruptcy at a court in Rio de Janeiro on Jan. 19, 2023. Americanas sought protection under Chapter 15 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-10092) on Jan. 25, 2023. White & Case LLP, led by John K. Cunningham, is the U.S. counsel. AOB CONSTRUCTION: Hires Scott Springer CPA PLLC as Accountant ------------------------------------------------------------- AOB Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Scott Springer CPA, PLLC as accountant. The firm will assist the Debtor in completing its books for 2022 and 2023 tax years. The firm will be paid at these rates: Scott Springer $200 per hour Assistant, bookkeeping services $75 per hour The firm received from the Debtor a retainer of $1,400. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott Springer, a partner at Scott Springer CPA, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Scott Springer Scott Springer CPA, PLLC 401 A West Palm Valley Blvd. #182 Round Rock, TX 78664 Tel: (737) 471-4272 Email: howdy@scottspringercpa.com About AOB Construction, LLC AOB Construction, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 24-10802) on July 9, 2024. The Debtor hires Frank B. Lyon, Esq., and Denise True, Esq., as counsels. AOB CONSTRUCTION: Taps Frank B. Lyon, Denise True as Attorneys -------------------------------------------------------------- AOB Construction, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Frank B. Lyon, Esq., and Denise True, Esq., legal professionals based in Texas, as attorneys. The professionals' services include: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-Possession in the continued operation of its business and management of its property; b. advise the Debtor of its responsibilities under the Bankruptcy Code and assist with such; c. amend the voluntary petition and other paperwork necessary to complete this proceeding; d. assist the Debtor in preparing and filing the required Schedules, Statement of Affairs, Monthly Financial Reports, the Initial Debtor Report and other documents required by the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, the Local Rules of this Court and the administrative procedures of the Office of the United States Trustee; e. represent the Debtor in connection with adversary procedings and other contested and uncontested matters, both in this Court and in other courts of competent jurisdiction, concerning any and all matters related to these bankruptcy proceedings and the financial affairs of the Debtor, including, but not limited to, litigation affecting property of the Estate, suits to avoid or determine lien rights or other property interests of creditors and other parties in interest, objections to disputed claims, motions to assume or reject leases and other executory contracts, motions for relief from the automatic stay and motions concerning the discovery of documents and other information relating to any of the foregoing; f. represent the Debtor in the negotiation and documentation of any sales or refinancing of property of the estate, and in obtaining the necessary approvals of such sales or refinancing by this Court; and g. assist the Debtor in the formulation of a plan of reorganization and disclosure statement, and in taking the necessary steps in this Court to obtain approval of such disclosure statement and confirmation of such plan of reorganization. They will be paid at these rates: Frank B. Lyon $525 per hour Denise True $395 per hour Legal Assistants $115 to 195 per hour The retainer is $1,500. The attorneys will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the professionals are "disinterested persons" as the term is defined in Section 101(14) of the Bankruptcy Code. The attorneys can be reached at: Frank B. Lyon, Esq. 3800 North Lamar Boulevard, Suite 200 Austin, TX 78763 Tel: (512) 345-8964 Fax: (512) 697-0047 Email: frank@franklyon.com - and - Denise True, Esq. 108 Wild Basin Rd. Ste 250 Austin, TX 78746 Tel: (512) 768-0604 Email: denise@denisetruelaw.com About AOB Construction, LLC AOB Construction, LLC, filed a Chapter 11 bankruptcy petition (Bankr. W.D. Tex. Case No. 24-10802) on July 9, 2024. The Debtor hires Frank B. Lyon, Esq., and Denise True, Esq., as counsels. ARCH RESOURCES: CONSOL Transaction No Impact on Moody's 'B1' Rating ------------------------------------------------------------------- Moody's Ratings said that on August 21, 2024, Arch Resources, Inc. ("Arch"; B1 stable) and CONSOL Energy Inc. ("CONSOL"; B1 stable) announced that they will be combining in an all-stock merger. The combined company will be called Core Natural Resources and will be owned 55% by CONSOL shareholders and 45% by Arch shareholders. The transaction is subject to shareholder and regulatory approvals, and is expected to close by the end of 1Q 2025. At this time, ratings for both Arch and CONSOL remain unchanged. Moody's expect the transaction to be credit positive as it increases scale and diversification. The transaction combines CONSOL's predominantly thermal coal portfolio, which the company has been increasingly positioning towards international and industrial end-use markets, with Arch's predominantly met coal portfolio. The combined company will also benefit from having an ownership interest in two export terminals on the US east coast, providing optionality to direct volumes from various mines. The companies are targeting $110 to $140 million of cost and operational synergies. Over the past few years, both Arch and CONSOL have utilized strong free cash flow to reduce outstanding debt and improve liquidity, before turning to shareholder distributions. This enabled them to be better prepared for volatility in coal prices. For the LTM period ending June 30, 2024, both companies had a Moody's adjusted leverage of 0.3x. Arch and CONSOL have indicated that the combined company will have a strong balance sheet and liquidity, with ample free cash flow generation, although it is likely to be prioritized for shareholder returns. Environmental, social, and governance considerations are important factors which will influence the credit quality for the combined company. While access to capital could improve for the combined company due to bigger scale and diversification, challenges related to legacy liabilities will remain. ARCH RESOURCES: S&P Places 'B+' ICR on CreditWatch Positive ----------------------------------------------------------- S&P Global Ratings placed its 'B+ issuer credit rating on Arch Resources Inc. (Arch) on CreditWatch with positive implications. At this time, S&P would not place its 'BB' issue-level rating on the secured debt on CreditWatch based on the likelihood that the debt will be extinguished by transaction close. The recovery remains '1' this time. S&P expects to resolve the CreditWatch placement upon close of the merger deal and with information on the new capital structure for the combined entity, following regulatory and shareholder approvals. The proposed merger with Consol Energy will create a large North American coal producer and exporter with increased scale, diversity, and realization of cost-savings and operational synergies. Arch announced that it had entered into a definitive agreement with Consol Energy to create a new company, Core Natural Resources, in an all-stock financed deal. The combined entity will have a stronger competitive position, boosted by increased scale and diversity with 11 low-cost producing assets, interest in two East coast port terminals that will facilitate global export-focused business. Core Natural Resources will become a large North American producer of different met coal varieties, thermal and crossover coals with pro forma volumes of about 101 million tons with great logistical advantages to compete effectively in the 1.466 billion metric ton global seaborne coal market. S&P expects the merger will also produce significant cost-savings and operational synergies as it optimizes its operations, eliminates duplicate functions, and enjoys greater economies of scale. The realization of the synergies could drive production and administrative costs lower, increase margins and profitability, which could serve as additional cushion in a volatile industry. S&P said, "The all-stock deal underscores both companies' recent history of conservative financial policies which we expect to continue. Under the terms of the agreement, Arch shareholders will each receive 1.326 of Consol common stock resulting in a final ownership structure whereby Consol shareholders will own 55% of the combined entity and Arch shareholders the remaining 45%. Both companies also suspended share repurchases concurrent with the merger announcement and agreed to pay fixed quarterly dividends of $0.25 until the merger closes. Prior to the merger announcement, both companies were heavily skewed toward aggressive shareholder returns after prioritizing debt reduction with excess cash flows. As a result, both companies come into the proposed merger with low levels of adjusted debt, a net cash position of about $266 million as June 30, 2024, creating the foundation for a strong balance sheet with financial flexibility to undertake strategic initiatives following consummation of the merger. While we await details of the final capital structure for the combined entity, we expect Core will continue to drive modest financial policies aimed at maintaining adequate liquidity at all times, balancing investment in profitable organic initiatives with robust returns to shareholders. "We expect to resolve the CreditWatch placement upon conclusion of the merger deal following regulatory and shareholder approvals and with information on the final capital structure. We expect Arch will likely cease to be a legal entity, given that its shares will be exchanged for Consol shares upon merger close." ASTER HARDWOODS: Hires Grove Holmstrand & Delk as Special Counsel ----------------------------------------------------------------- Aster Hardwoods, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of West Virginia to employ Grove, Holmstrand, & Delk, PLLC as special counsel. The firm will provide these services: a. handle various legal business matters that arise in the ordinary course of business outside of the bankruptcy context; b. handle the ongoing breach of contract litigation in the Southern District of Ohio versus Trumbull Corporation; and c. perform such other legal services as shall be necessary and appropriate in connection with the Debtor-in-Possession's business operations The firm will be paid at these rates: David Delk $250 per hour Paralegal $110 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. David Delk, Esq., a partner at Grove, Holmstrand, & Delk, PLLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David Delk, Esq. Grove, Holmstrand, & Delk, PLLC 44 1/2 Fifteenth Street Wheeling, WV 26003 Tel: (304) 905-1961 About Aster Hardwoods, LLC Aster Hardwoods, LLC is a land clearing company founded in 2012. The Company can also do road building, demolition, and asbestos abatement. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. W.V. Case No. 24-00118) on March 13, 2024. In the petition signed by Michael Winland, president/owner, the Debtor disclosed $6,832,418 in total assets and $4,039,300 in total liabilities. Judge David L. Bissett oversees the case. Kelly Gene Kotur, Esq., at Davis & Kotur Law Office Co. LPA, represents the Debtor as legal counsel. ASTER HARDWOODS: Hires Perry & Associates CPAs as Accountant ------------------------------------------------------------ Aster Hardwoods, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Virginia to employ Perry & Associates, CPAs as accountant. The firm will provide accounting services to the Debtor in the Chapter 11 case. The firm will be paid at these rates: Gordon Brothers, CPA $180 per hour Brock Cline, Accountant $125 per hour Eric Vasey, Senior Accountant $140 per hour Kim Muffeny, Administrative Assistant $70 per hour The firm will be paid a retainer in the amount of $5,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Gordon R. Brothers, a partner at Perry & Associates, CPAs, 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: Gordon R. Brothers Perry & Associates, CPAs 1310 Market St. Suite 300 Wheeling, WV 26003 Tel: (304) 232-1358 Fax: (304) 232-1361 About Aster Hardwoods, LLC Aster Hardwoods, LLC is a land clearing company founded in 2012. The Company can also do road building, demolition, and asbestos abatement. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. W.V. Case No. 24-00118) on March 13, 2024. In the petition signed by Michael Winland, president/owner, the Debtor disclosed $6,832,418 in total assets and $4,039,300 in total liabilities. Judge David L. Bissett oversees the case. Kelly Gene Kotur, Esq., at Davis & Kotur Law Office Co. LPA, represents the Debtor as legal counsel. ATLANTIC RADIO: Gets Court Nod to Sell Inventory ------------------------------------------------ Atlantic Radio Telephone, Inc. got the green light from the U.S. Bankruptcy Court for the Southern District of Florida to sell its inventory. The company intends to sell the inventory for the "highest and best" price offered in one or more transactions. No specific buyer has been identified. Included in the sale are marine electronics such as GPS and navigation equipment, and older satellite phone models and accessories. Atlantic Radio Telephone estimates the value of the inventory to be between $25,000 and $30,000. Network Innovations FL, Inc., the buyer of most of the company's assets, did not acquire the inventory in its deal with the company. The deal closed on June 30. About Atlantic Radio Telephone Atlantic Radio Telephone, Inc., now known as ART Oldco, Inc., provides communication and aviation solutions to individuals and organizations who find themselves "off the grid." With locations in Miami and Fort Lauderdale, Fla., Atlantic Radio Telephone provides sales, support, installation, integration and repair services to customers located around the world in industries including maritime, military, first responders, utilities, aviation, education and research, travel and tourism and more. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 23-15483) on July 13, 2023, with $1 million to $10 million in both assets and liabilities. Conrad J. Webber, Jr., president, signed the petition. Judge Laurel M. Isicoff oversees the case. Michael D. Seese, Esq., at Seese, P.A., represents the Debtor as legal counsel. AVENTIV TECHNOLOGIES: $1.03BB Bank Debt Trades at 24% Discount -------------------------------------------------------------- Participations in a syndicated loan under which Aventiv Technologies LLC is a borrower were trading in the secondary market around 76.3 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.03 billion Term loan facility is scheduled to mature on November 1, 2024. The amount is fully drawn and outstanding. Carrollton, Texas-based Aventiv Technologies LLC is a diversified technology company that provides innovative solutions to customers in the corrections and government services sectors. Aventiv is the parent company to Securus Technologies and AllPaid. AVIENT CORP: Egan-Jones Retains B- Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on August 14, 2024, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Avient Corporation. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Avon Lake, Ohio, Avient Corporation is an international polymer services company with operations in North America, Europe, Asia, Australia, and South America. AVIS BUDGET: Egan-Jones Retains BB Senior Unsecured Ratings ----------------------------------------------------------- Egan-Jones Ratings Company, on August 15, 2024, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Avis Budget Group, Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Parsippany-Troy Hills, New Jersey, Avis Budget Group, Inc. operates as a vehicle rental and mobility solution service provider. B&B 4365: Hires John Thomas Epperson CPA as Accountant ------------------------------------------------------ B&B 4365 Ohio St., LLC received approval from the U.S. Bankruptcy Court for the Southern District of California to hire John Thomas Epperson, CPA as accountant. The Debtor is seeking to employ an accountant to prepare its 2023 tax returns. The Debtor is informed that the filing deadline for such tax returns is Sep. 15, 2024. The firm will charge a a fixed fee of $6,500 for its services. As disclosed in the court filings, John Thomas Epperson, CPA does not hold or represent any interest adverse to the Debtor or the estate. The accountant can be reached through: John Thomas Epperson, CPA About B&B 4365 Ohio St. B&B 4365 Ohio St., LLC filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Calif. Case No. 23-03488) on Nov. 6, 2023, with $1 million to $10 million in both assets and liabilities. Judge Margaret M. Mann oversees the case. Barnes & Thornburg, LLP serves as the Debtor's legal counsel. BARROW SHAVER: Seeks to Tap Kroll as Claims and Noticing Agent -------------------------------------------------------------- Barrow Shaver Resources Company, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Kroll Restructuring Administration, LLC as claims, noticing, and solicitation agent. Kroll Restructuring Administration will oversee the distribution of notices and will assist in the maintenance, processing, and docketing of proofs of claim filed in the Chapter 11 case of the Debtor. 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 17 F1 New York, NY 10055 Telephone: (212) 593-1000 About Barrow Shaver Resources Company Barrow Shaver Resources Company, LLC is a privately held, independent oil and gas exploration and acquisition company based in Tyler, Texas. Barrow Shaver is engaged in prospect generation, producing properties acquisition, lease acquisition, assembly and marketing of prospects for the exploration and development of oil and natural gas in the prolific producing trends of the East Texas and West Texas Basins. Barrow Shaver Resources Company sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-33353) on Aug. 19, 2024. In the petition signed by James Katchadurian, chief restructuring officer, the Debtor disclosed up to $100 million in both assets and liabilities. Judge Alfredo R. Perez oversees the case. The Debtor tapped Jones Walker LLP as counsel, CR3 Partners, LLC as financial advisor, and Kroll Restructuring Administration, LLC as claims, noticing, and solicitation agent. BERKSHIRE INVESTMENTS: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------------- The U.S. Trustee for Region 11 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Berkshire Investments, LLC. The committee members are: 1. Premier Metal Services, LLC P.O. Box 23727 Chagrin Falls, OH 44023 Representative: Michael Eisner 440-519-1104 meisner@premiermetalservices.com 2. Metalsco, Inc. 11006 Manchester Road St. Louis, MO 63122 Representative: Scott Tauben 314-997-5200 scott@metalsco.com 3. Carolina Metals Group, LLC P.O. Box 559 Dallas, NC 28034 Representative: Mike Sordi 704-827-1985 Mike.sordi@carolinametalsgroup.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Berkshire Investments Berkshire Investments, LLC, a company in Cicero, Ill., filed Chapter 11 petition (Bankr. N.D. Ill. Case No. 24-11552) on August 8, 2024, with $1 million to $10 million in both assets and liabilities. Judge David D. Cleary oversees the case. Steven R. Jakubowski, Esq., at Robbins Dimonte, Ltd. is the Debtor's legal counsel. BETTER POOL: Unsecureds Will Get 59.35% of Claims over 60 Months ---------------------------------------------------------------- The Better Pool Guy and Home Solutions, Inc., submitted a Third Amended Plan of Reorganization dated August 1, 2024. The Debtor is a Florida limited liability company founded in 2014 and domiciled in Florida. The Debtor's Plan will be funded by the current and future income earned by the Debtor. The Debtor proposes a reasonable Plan which is proposed in good faith and not by any means forbidden by law. The Plan proposes to pay creditors of the Debtor from the Debtor's current and future earnings. Class 10 consists of General Unsecured Claims. The Debtor will pay claimants in this class a percentage of their allowed claim without interest in equal monthly or quarterly installments, with payments commencing on the Effective Date of the Plan and continuing for a total of 60 consecutive months or twenty consecutive quarters. The Debtor estimates that there is a total of $86,147.95 of claims in this class which will receive 59.35% unless Fora claim is allowed. This Class is impaired. Class 11 consists of Equity Security Holder of the Debtor. Equity will retain ownership in the Debtor postconfirmation. No distribution will be made to equity until such time as all payments in Class 10 have been made. Current equity will continue to manage the Debtor post confirmation. The Plan will be funded by the continued operations of the Debtor. A full-text copy of the Third Amended Plan dated August 1, 2024 is available at https://urlcurt.com/u?l=UdF1P6 from PacerMonitor.com at no charge. Counsel for the Debtor: Robert A. Stiberman, Esq. Stiberman Law, P.A. 2601 Hollywood Blvd. Hollywood, FL 33020 Tel: (954) 922-2283 Fax: (954) 302-8707 Email: ras@stibermanlaw.com About The Better Pool Guy The Better Pool Guy and Home Solutions, Inc., offers swimming pool services to residential and commercial customers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-01148) on March 8, 2024. In the petition signed by Timothy J. Cope, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Grace E. Robson oversees the case. Robert A. Stiberman, Esq., at STIBERMAN LAW, P.A., is the Debtor's legal counsel. BISHOP OF SAN DIEGO: Committee Taps Berkeley as Financial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors of the Roman Catholic Bishop of San Diego seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ Berkeley Research Group, LLC as its financial advisor. The firm will render these services: a. help the Committee investigate the assets, liabilities, and financial condition of the Debtor; b. assist the Committee in the review of financial related disclosures required by the Court or Bankruptcy Code; c. help the Committee analyze the Debtor's accounting reports and financial statements; d. help the Committee review pre-petition transfers of the Debtor's assets; e. help the Committee evaluate the Debtor's ownership interests of property alleged to be held in trust by the Debtor for the benefit of third parties or property alleged to be owned by non-debtor entities; f. help the Committee review and evaluate any proposed asset sales, other asset dispositions, and any other proposed transactions for which Court approval is sought; g. help the Committee monitor the Debtor's cash management system for compliance with the cash management order entered in this case; h. assist in the review or preparation of information and analyses necessary for the confirmation of a plan, or for the objection to any plan filed which the Committee opposes; i. assist the Committee with the evaluation and analysis of potential claims of the Debtor's bankruptcy estate and any litigation matters; and j. provide any other services requested by the Committee and agreed to by BRG. The firm will be paid at these rates: Managing Directors $755 to $1,150 per hour Associate Directors & Directors $480 to $755 per hour Professional Staff $225 to $480 per hour Support Staff $160 to $225 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Matthew Babcock, a managing director at Berkeley Research Group, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew K. Babcock Berkeley Research Group, LLC 201 S. Main, Suite 450 Salt Lake City, UT 84111 Tel: (801) 321-7117 Email: mbabcock@thinkbrg.com About The Roman Catholic Bishop of San Diego The Roman Catholic Bishop of San Diego sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02202) on June 17, 2024. In the petition signed by Rodrigo Valdivia, vice moderator of the Curia, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Debtor tapped Gordon Rees Scully Mansukhani, LLP as counsel and GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. Donlin, Recano & Company, Inc., as administrative advisor. BISHOP OF SAN DIEGO: Committee Taps KTBS Law LLP as Legal Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of the Roman Catholic Bishop of San Diego seeks approval from the U.S. Bankruptcy Court for the Southern District of California to employ KTBS Law LLP as its counsel. The firm's services include: a. assisting, advising, and representing the Committee in its consultations with the Debtor regarding the administration of this case; b. assisting, advising, and representing the Committee in analyzing the Debtor's assets and liabilities, investigating the extent and validity of liens, restrictions, or other interests in the Debtor's property and participating in and reviewing any proposed asset sales, any asset dispositions, financing arrangements; c. reviewing and analyzing all applications, motions, orders, statements of operations, and schedules filed with the Court by the Debtor or third parties, advising the Committee as to their propriety, and, after consultation with the Committee, taking appropriate action; d. preparing necessary applications, motions, answers, orders, reports, and other legal papers on behalf of the Committee; representing the Committee at hearings held before the Court, and communicating with the Committee regarding the issues raised, as well as the decisions of the Court; e. performing all other legal services for the Committee which may be necessary and proper in this case and any related proceeding(s) (without duplication of services performed by other professionals representing the Committee); f. representing the Committee in connection with any bankruptcy-related mediation, litigation, contested matters, disputes, or other matters that may arise in connection with this case or any related proceeding(s); g. assisting, advising, and representing the Committee in investigating the acts, conduct, assets, liabilities and financial condition of the Debtor, the Debtor's operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to this case; h. assisting, advising, and representing the Committee in its participation in the negotiation, formulation, and drafting of a plan of liquidation or reorganization and in mediation related thereto, or with respect to any objection to a plan; i. assisting, advising, and representing the Committee on the issues concerning the appointment of a trustee or examiner under section 1104 of the Bankruptcy Code or conversion or dismissal under section 1112 of the Bankruptcy Code; j. assisting, advising, and representing the Committee in understanding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules and in performing other services as are in the interests of those represented by the Committee; k. assisting, advising, and representing the Committee in the evaluation of claims and on any litigation matters, including avoidance actions; and l. providing such other services to the Committee as may be necessary in this case or any related proceeding(s). KTBS's customary hourly rates for attorneys range from $795 to $2,075 per hour, based on the experience and seniority of the attorney. Sasha Gurvitz, Esq., a member of KTBS Law LLP, assured the court thath her firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code and as used in section 328 of the Bankruptcy Code. The firm can be reached through: Thomas E. Patterson, Esq. Daniel J. Bussel, Esq. Sasha M. Gurvitz, Esq. KTBS LAW LLP 1801 Century Park East, 26th Floor Los Angeles, CA 90067 Telephone: (310) 407-4000 Facsimile: (310) 407-9090 Email: tpatterson@ktbslaw.com dbussel@ktbslaw.com sgurvitz@ktbslaw.com About The Roman Catholic Bishop of San Diego The Roman Catholic Bishop of San Diego sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.P.R. Case No. 24-02202) on June 17, 2024. In the petition signed by Rodrigo Valdivia, vice moderator of the Curia, the Debtor disclosed up to $500 million in both assets and liabilities. Judge Christopher B. Latham oversees the case. The Debtor tapped Gordon Rees Scully Mansukhani, LLP as counsel and GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as financial advisor. Donlin, Recano & Company, Inc., as administrative advisor. BLINK HOLDINGS: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------------- The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Blink Holdings, Inc. and its affiliates. The committee members are: 1. Johnson Health Tech North America, Inc. Attn: Christie Draves 1600 Landmark Drive Cottage Grove, WI 53527 Phone: 608-839-3674 Fax: 608-839-3675 Email: christie.draves@johnsonfit.com 2. Motionsoft, Inc. Attn: Blake Goodsell 600 University Park Place, Suite 500 Birmingham, AL 35223 Phone: 205-529-5702 Email: blake.goodsell@daxko.com 3. FW IL-Riverside/Rivers Edge, LLC Attn: Ernst Bell One Independent Drive, Suite 114 Jacksonville, FL 32202 Phone: (904) 598-7685 Email: ernstbell@regencycenters.com 4. 96 N. 10th Street Holdings LLC Attn: Phil Popowitz 100 Challenger Road, Suite 105 Ridgefield Park, NJ 07660 Phone: 551-277-1997 ext. 103 Email: phil@sparkremgmt.com 5. GS FIT ILL-1 LLC Attn: Thomas C. Shumaker, Jr. P. O. Box 9511 Jackson, WY 83001, Phone: 917-929-7600 Email: Thomas.shumaker@gs-fitness.net Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Blink Holdings Blink Holdings, Inc. is a provider of fitness services in the high value, low price fitness category. Blink Holdings and more than 100 of its affiliates sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 24-11686) on Aug. 12, 2024. At the time of the filing, Blink Holdings disclosed $100 million to $500 million in both assets and debt. Judge J. Kate Stickles presides over the cases. Young Conaway Stargatt & Taylor, LLP serves as the Debtors' counsel. Moelis & Company is the Debtors' investment banker and EPIQ Corporate Restructuring LLC is the Debtors' notice and claims agent. BURRELL FARMS: Seeks to Tap Paul Robinson as Bankruptcy Counsel --------------------------------------------------------------- Burrell Farms and Gardens, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Tennessee to employ the Law Office of Paul Robinson to handle its Chapter 11 case. Paul Robinson, an attorney at Law Office of Paul Robinson, 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 Robinson, Esq. Law Office of Paul Robinson 287 Madison Ave. Memphis, TN 38103 Telephone: (901) 649-4053 Email: problaw937@hotmail.com About Burrell Farms and Gardens Burrell Farms and Gardens, LLC owns a property located at 6263 Highway 54 West, Brownsville, Tenn., which is valued at $10 million. The company is based in Memphis, Tenn. Burrell Farms and Gardens filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 23-21037) on March 1, 2023, with $13.11 million in assets and $3 million in liabilities. Judge M. Ruthie Hagan oversees the case. The Debtor is represented by the Law Offices of Toni Campbell Parker. James E. Bailey, III has been appointed as Subchapter V trustee. He tapped James E. Bailey III, Esq., at Butler Snow, LLP as counsel. BURT ELECTRIC & COMMUNICATIONS: Seeks Chapter 11 Bankruptcy ----------------------------------------------------------- Burt Electric & Communications Inc. filed Chapter 11 protection in the Eastern District of California. According to court filing, the Debtor reports $1,390,265 in debt owed to 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About Burt Electric & Communications Burt Electric & Communications Inc. is a construction company based in Taft, CA that specializes in electrical and communications. Burt Electric & Communications Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-12295) on August 9, 2024. In the petition filed by Paul Burt, as chief executive officer, the Debtor reports total assets of $435,505 and total liabilities: $1,390,265. The Honorable Bankruptcy Judge Jennifer E. Niemann handles the case. The Debtor is represented by: 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 C M HEAVY MACHINERY: Files for Chapter 11 Bankruptcy ---------------------------------------------------- C M Heavy Machinery LLC filed Chapter 11 protection in the Eastern District of Oklahoma. According to court filing, the Debtor reports $5,491,300 in debt owed to 50 and 99 creditors. The petition states that funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for November 2, 2022 at 10:00 a.m. in Room Telephonically on telephone conference line: 877-396-3133. participant access code: 3698950. About C M Heavy Machinery C M Heavy Machinery LLC sells and rents a full range of heavy machinery and equipment, including Hardwood Mats, Skids, Ag Tractors, Dozers, Pole Trailers, Crawler Carrier (Morooka), Rubber Tire Back Hoes, Pipelayers, Padding Machines, Padding Buckets, Welding Tractors, Pipe Carriers, Air Compressors and Excavators. C M Heavy Machinery LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Okla. Case No. 24-80617) on August 8, 2024. In the petition filed by Clint Meadors, as president, the Debtor reports total assets of $19,152,335 and total liabilities of $5,491,300. The Honorable Bankruptcy Judge Paul R. Thomas handles the case. The Debtor is represented by: Maurice VerStandig, Esq. THE VERSTANDIG LAW FIRM, LLC 9812 Falls Road, #114-160 Potomac, Maryland 20854 Tel: (301) 444-4600 Email: mac@mbvesq.com C M HEAVY: Seeks to Hire VerStandig Law Firm as Counsel ------------------------------------------------------- C M Heavy Machinery, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Oklahoma to employ The VerStandig Law Firm, LLC as its general reorganization counsel. The firm will provide these services: a. prepare and file all necessary pleadings, motions, and other court papers, on behalf of the Debtor; b. negotiate with creditors, equity holders, and other interested parties; c. represent the Alleged Debtor in any adversary proceedings, contested matters, and other proceedings before this Honorable Court; d. prepare a plan of reorganization on behalf of the Debtor; and e. tend to such other and further matters as are necessary and appropriate in the prism of this case. The firm will be paid at these rates: Attorney $400 per hour Associate $200 per hour Paralegal $100 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Maurice B. VerStandig, Esq. at The Verstandig Law Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Maurice B. VerStandig, Esq. The Verstandig Law Firm 1050 Connecticut Ave., NW Suite 500 Washington, D.C. 20036 Tel: (301) 444-4600 Email: mac@mbvesq.com About C M Heavy Machinery, LLC C M Heavy sells and rents a full range of heavy machinery and equipment, including Hardwood Mats, Skids, Ag Tractors, Dozers, Pole Trailers, Crawler Carrier (Morooka), Rubber Tire Back Hoes, Pipelayers, Padding Machines, Padding Buckets, Welding Tractors, Pipe Carriers, Air Compressors and Excavators. C M Heavy Machinery, LLC in Okemah, OK, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Okla. Case No. 24-80617) on Aug. 7, 2024, listing $19,152,335 in assets and $5,491,300 in liabilities. Clint Meadors as president, signed the petition. Judge Paul R Thomas oversees the case. THE VERSTANDIG LAW FIRM, LLC serve as the Debtor's legal counsel. CACI INTERNATIONAL: Moody's Affirms 'Ba1' CFR, Outlook Stable ------------------------------------------------------------- Moody's Ratings affirmed its ratings for CACI International, Inc. ("CACI" or the "company"), including the company's corporate family rating at Ba1 and probability of default rating at Ba1-PD, as well as the ratings for the company's senior secured first lien bank credit facilities at Ba1. Moody's also upgraded the company's speculative grade liquidity rating (SGL) to SGL-1 from SGL-2, reflecting very good liquidity. The rating outlook is stable. The ratings affirmation reflects Moody's expectation that the company will maintain well-balanced financial policies with debt/EBITDA well below 3.5x. Further, the affirmation also incorporates Moody's expectation that the company will maintain an EBITDA margin in excess of 10% and strong cash flow. Further, the upgrade of the SGL rating also reflects Moody's expectation that CACI will maintain strong cash flow, as well as good revolver availability. RATINGS RATIONALE The Ba1 CFR reflects CACI's large scale and good track record in integrating acquisitions within the defense services sector. The company maintains moderate leverage and strong interest coverage, while the variable cost nature of the business helps sustain strong free cash flow even as demand fluctuates. CACI is well positioned to benefit from the current spending priorities within the US Department of Defense. At the same time, the ratings are constrained by the entirely secured nature of the company's debt capital structure. The ratings also reflect the company's acquisitive nature and Moody's expectation that CACI will likely increase financial leverage to effectuate M&A transactions. The company is highly exposed to the US Department of Defense (DoD), with limited diversification from foreign governments, federal civilian agencies and commercial end markets. The stable outlook reflects Moody's expectation of continued improvement in earnings with adjusted debt/EBITDA below 3.0x and very good liquidity. The SGL-1 speculative grade liquidity rating is supported by free cash flow of over $350 million per annum, well in excess of scheduled term loan amortization and with only mild seasonality. Availability under the company's $1.975 billion revolving credit facility was $1.56 billion at June 30, 2024, a good amount given the company's size. The credit facility features two financial maintenance tests under which headroom is expected to remain ample. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if the company transitions to an unsecured debt capital structure. CACI's ratings could also be upgraded if debt/EBITDA is sustained below 3x while free cash flow remains robust. Ratings could be downgraded if contract execution problems exert pressure on the company's revenue or EBITDA margin. A meaningfully more aggressive financial policy such that debt/EBITDA increases to and is sustained above 4.0x, could also pressure ratings. Weakening liquidity can also result in a ratings downgrade. The principal methodology used in these ratings was Aerospace and Defense published in October 2021. CACI International, Inc. ("CACI"), based in Reston, Virginia, provides information technology ("IT") services and solutions for the US Department of Defense ("DoD"), federal civilian agencies and the Government of the UK. Revenue for the fiscal year ended June 30, 2024 was $7.7 billion. CARIBE ENTERTAINMENTS: Seeks to Hire Rodriguez Espola as Accountant ------------------------------------------------------------------- Caribe Entertainments Group Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ the Rodriguez Espola (RELLC), LLC as its accountant. The firm's services include: (a) review accounting records for preparation of month and year end accounting and financial reports; (b) prepare monthly reconciliation of all bank accountants; (c) accumulate payroll transactions to produce quarterly and annual payroll tax returns; and (d) prepare liquidation analysis, financial projections, claim reconciliation and related financial documents as support for a plan of reorganization. Jerry Rodriguez Espola, a certified public accountant at Rodriguez Espola, will be paid at his monthly rate of $450. Mr. Espola 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: Jerry Rodriguez Espola, CPA Rodriguez Espola, LLC P.O. Box 16036 San Juan, PR 00908 About Caribe Entertainments Group Caribe Entertainments Group, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 24-03026) on July 22, 2024. In the petition signed by Tito Enriquez Bustamante, president, the Debtor disclosed under $1 million in both assets and liabilities. The Debtor tapped Jose M. Prieto Carballo, Esq., as bankruptcy counsel and Rodriguez Espola (RELLC), LLC as its accountant. CARNIVAL PLC: $823MM Bank Debt Trades at 18% Discount ----------------------------------------------------- Participations in a syndicated loan under which Carnival PLC is a borrower were trading in the secondary market around 82.1 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $823 million Term loan facility is scheduled to mature on December 5, 2031. About $583 million of the loan is withdrawn and outstanding. arnival PLC owns and operates cruise ships. The Company offers cruise vacations in North America, Continental Europe, the United Kingdom, South America, and Australia. CASTLE US HOLDING: $1.20BB Bank Debt Trades at 43% Discount ----------------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 57.1 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.20 billion Term loan facility is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CASTLE US HOLDING: $295MM Bank Debt Trades at 43% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Castle US Holding Corp is a borrower were trading in the secondary market around 57.3 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $295 million Term loan facility is scheduled to mature on January 29, 2027. The amount is fully drawn and outstanding. Castle US Holding Corporation provides database tools and software to public relations and communications professionals. CBC SUBCO: Gets OK to Hire Richard Cassey as Restaurant Consultant ------------------------------------------------------------------ CBC SubCo, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the District of Arizona to employ Richard Cassey, a creative director practicing at Phoenix, Arizona, as restaurant consultant. The Debtors need a restaurant consultant to generate recommendations for revenue and profitability growth. The consultant will charge a fee of less than $10,000 for conducting his evaluation and preparing his report for the Debtors. Mr. Cassey 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 professional can be reached at: Richard Cassey Phoenix, AZ 85032 About CBC SubCo CBC SubCo, Inc. and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Lead Case No. 24-00632) on January 26, 2024. At the time of the filing, CBC SubCo reported up to $50,000 in assets and up to $10 million in liabilities. Joseph Cotterman serves as Subchapter V trustee. Judge Daniel P. Collins oversees the case. Christopher C. Simpson, Esq., at Osborn Maledon, P.A. represents the Debtor as legal counsel. CELEBRATION COTTAGE: Hires Griffin & Associates as Accountant ------------------------------------------------------------- The Celebration Cottage AB, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Griffin & Associates, PC as accountant. The firm will prepare the Debtor's tax returns, provide general tax/accounting services, consult and advise, and review past accounting and tax returns. The firm will be paid at a flat fee of $4,800 for four tax returns, plus postage, certified mail and e-file fees for tax preparation. Richard Griffin, a certified public accountant at Griffin & Associates, 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: Richard M. Griffin Griffin & Associates, PC 6165 Crooked Creek Road, Suite B Norcross, GA 30092 Telephone: (770) 734-0498 Email: rgriffin@richardgriffinpc.com About Celebration Cottage AB Celebration Cottage AB LLC owns four properties located in Morehead City, NC, and Atlantic Beach, NC having an aggregate value of $7.02 million. Celebration Cottage AB LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 24-01991) on June 14, 2024. In the petition signed by Anita Horton, member manager, the Debtor reports total assets of $7,023,000 and total liabilities of $1,527,257. Judge Joseph N. Callaway oversees the case. The Debtor tapped The Law Offices of Oliver & Cheek, PLLC as bankruptcy counsel and Griffin & Associates, PC as accountant. CHANGAR REALTY: Hires Penachio Malara LLP as Counsel ---------------------------------------------------- Changar Realty Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Penachio Malara, LLP as counsel. The firm will provide these services: (i) assist in the administration of its Chapter 11 proceeding, the preparation of operating reports and complying with applicable law and rules; (ii) review claims and resolve claims which should be disallowed; and (iii) assist in reorganizing and confirming a Chapter 11 plan or implementing an alternative exit strategy. The firm will be paid at these rates: Anne Penachio $495 per hour Francis Malara $495 per hour Paralegal $200 per hour The firm received a retainer of $7,500, exclusive of the filing fee. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Anne Penachio, Esq., a partner at Penachio Malara, LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Anne Penachio, Esq. Penachio Malara, LLP 245 Main Street-Suite 450 White Plains, NY 10601 Tel: (914) 946-2889 About Changar Realty Corp. Changar Realty Corp. owns a commercial rental property located at 1704 University Avenue Bronx NY valued at $4 million. Changar Realty Corp. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-11350) on August 2, 2024. In the petition filed by Elba Fournier, as vice president, the Debtor reports total assets of $4,100,000 and total liabilities of $2,402,833. The Honorable Bankruptcy Judge John P. Mastando III handles the case. The Debtor is represented by: Anne Penachio, Esq. PENACHIO MALARA LLP 245 Main Street Suite 450 White Plains, NY 10601 Tel: (914) 946-2889 Email: anne@pmlawllp.com CHARITY PRIME: Hires Sense Mortgage as Real Estate Broker --------------------------------------------------------- Charity Prime Realty, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Sense Mortgage, Inc. as real estate broker. The firm will market and sell the Debtor's real property located at 1642 6th Avenue, Los Angeles, CA 90019. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Shenoll Bajrami Sense Mortgage, Inc. 22120 Clarendon St., Suite 150 Woodland Hills, CA 91367 Tel: (323) 903-2298 About Charity Prime Realty, Inc. Charity Prime Realty, Inc. owns four rental properties all located in California having a total comparable sale value of $6.8 million. Charity Prime Realty, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-13284) on April 29, 2024, listing $6,800,000 in assets and $4,422,000 in liabilities. The petition was signed by Jenero Jefferson as manager. Judge Sandra R. Klein presides over the case. Onyinye N. Anyama, Esq. at ANYAMA LAW FIRM, APC represents the Debtor as counsel. COEUR MINING: Egan-Jones Retains B+ Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on August 16, 2024, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Coeur Mining Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Chicago, Illinois, Coeur Mining, Inc. operates as a mining company. CONSOL ENERGY: S&P Places 'B+' Issuer Credit Rating on Watch Pos. ----------------------------------------------------------------- S&P Global Ratings placed CONSOL Energy Inc.'s (Consol) 'B+' issuer credit rating on CreditWatch with positive implications. S&P said, "At the same time, we placed our 'BB' issue-level ratings on both the company's senior secured and unsecured debt on CreditWatch with positive implications. "We expect to resolve the CreditWatch placement upon close of the merger deal and with information on the new capital structure for the combined entity, following regulatory and shareholder approvals." On Aug. 21, 2024, CONSOL Energy Inc. (Consol) and Arch Resources Inc. (Arch) entered into a definitive agreement to form a new company, Core Natural Resources (Core), through an all-stock merger. When completed, the combined entity will be a large North American producer of different coal varieties with an improved scale, diversity and cost-position. The proposed merger will create a large North American coal producer and exporter with increased scale, diversity, and realization of cost-savings and operational synergies. Core Natural Resources, the name of the combined entity, will be a major producer of metallurgical coal, mainly used in blast furnace steel production and thermal coal for industrial customers and electricity power suppliers. This compares favorably with Consol as a stand-alone company, which generated a majority of its revenue from thermal coal. Core will be focused on export markets in Asia-Pacific where there is strong demand for its high quality thermal and crossover coal. The new entity will have a significantly increased scale and reduce operational concentration, with 11 low-cost producing mines and ownership interests in two east coast terminals. S&P believes this larger coal player will create greater logistical advantages, than achieved previously as two stand-alone producers, that will facilitate better access to international seaborne markets, where they compete against other larger, low-cost producers with greater proximity to key markets. Core could realize cost-savings and operational synergies from streamlining of operations and elimination of duplicative roles and greater economies of scale, which will likely lead to higher margins and profits. Both companies expect the deal to close by the end of the first quarter of 2025, following regulatory and shareholder approvals. S&P said, "Although the capital structure is not finalized, we expect the pro forma company to continue its conservative approach to leverage and financial policy. The deal will be funded with all stock whereby Arch shareholders will be compensated with Consol stock, resulting in pro forma ownership structure of 55% Consol Energy shareholders and 45% Arch shareholders. Prior to the announcement, both Arch and Consol prioritized debt repayment with excess cash flows over the past three years, resulting in low gross debt levels in each company (total funded debt of about $314 million as of June 30, 2024). As a result, the combined company would have a pro forma net cash position of about $260 million as of June 30, 2024. While the company is yet to finalize the capital structure, we do not expect a deviation from the history of conservative financial policies. At the same time, we believe the combined company will have a strong balance sheet with the financial flexibility to further pursue organic growth projects and/or other mergers and acquisitions in the future. "We expect to resolve the CreditWatch once the merger is concluded following shareholders and regulatory approvals. The CreditWatch positive placement indicates the possibility of 1-2 notch upgrade given our expectation of the improvement in the combined entity's credit profile." CONSOLIDATED COMMUNICATIONS: Egan-Jones Retains CCC+ Unsec. Ratings ------------------------------------------------------------------- Egan-Jones Ratings Company, on August 14, 2024, maintained its 'CCC+' foreign currency and local currency senior unsecured ratings on debt issued by Consolidated Communications Holdings, Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Mattoon, Illinois, Consolidated Communications Holdings, Inc. offers telecommunications services. COR HOLDINGS: Seeks to Hire Robert S. Lewis PC as Attorney ---------------------------------------------------------- Cor Holdings LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire the Law Offices of Robert S. Lewis, PC as its attorney. The firm will render these services: a) advising the Debtor with respect to its rights, powers, and obligations as a debtor and debtor-in-possession in the continued management of its assets and affairs; b) advising and consulting the Debtor on the conduct of the Chapter 11 Case, including all the legal and administrative requirements of being in Chapter 11; c) taking all necessary actions to protect and preserve the Debtor's estate; d) preparing on the Debtor's behalf any necessary motions, applications, answers, orders, reports, and other papers necessary to the administration of its Chapter 11 Case; e) negotiating and preparing on the Debtor's behalf plan(s) of reorganization, disclosure statement(s) and all related agreements and/or documents and taking any necessary action on the Debtor's behalf to obtain confirmation of such plan(s); f) advising the Debtor in connection with the sale of any assets; g) attending meetings and negotiating with representatives of creditors and other parties in interest; h) appearing before this Court, any appellate courts, and the U.S. Trustee, and protecting the interests of the Debtor's estate before such courts and the U.S. Trustee; and i) performing all other necessary legal services and providing all other necessary or appropriate legal advice to the Debtor in connection with the Chapter 11 Case. Lewis will be paid at these rates: Members $400 per hour Paralegals $150 per hour Lewis will also be reimbursed for reasonable out-of-pocket expenses incurred. The firm received a retainer in the amount of $10,000. Robert S. Lewis, partner of the Law Offices of Robert S. Lewis, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estates. The firm can be reached at: Robert S. Lewis, Esq. LAW OFFICES OF ROBERT S. LEWIS, PC 53 Burd Street Nyack, NY 10960 Tel: (845) 358-7100 Fax: (845) 353-6943 Email: joconnor@npolegal.com About Cor Holdings LLC Cor Holdings LLC is engaged in activities related to real estate. The Debtor has affiliate interests in multi dwellings rental property located in Fonda, NY having an appraised value of $2 million and a real estate property located in Granville, NY having an appraised value of $800,000. Cor Holdings LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-35719) on July 23, 2024. In the petition filed by David Raven, as president, the Debtor reports total assets of $2,806,500 and total liabilities of $4,134,115. The Debtor is represented by Robert Lewis, Esq. at ROBERT S LEWIS PC. COSMOS GROUP: Narrows $2.8 Million Net Loss in Fiscal Q2 -------------------------------------------------------- Cosmos Group Holdings Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of US$2,810,574 on US$19,185 of revenue for the three months ended June 30, 2024, compared to a net loss of US$12,152,714 on -US$1,296 of revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net loss of US$3,861,612 on US$19,185 of revenue and a net loss of US$14,769,036 on US$597,351 of revenue, respectively. At June 30 2024, the Company had an accumulated deficit of US$209,298,711. The continuation of the Company as a going concern in the next 12 months is dependent upon the continued financial support from its stockholders. Management believes the Company is currently pursuing additional financing for its operations. However, there is no assurance that the Company will be successful in securing sufficient funds to sustain the operations. As of June 30, 2024, the Company had US$34,045,581 in total assets, US$83,886,187 in total liabilities, and US$49,840,606 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/4t7wp49p About Cosmos Group COSG is a Nevada holding company with operations conducted through its subsidiaries based in Singapore and Hong Kong. The Company, through its subsidiaries, is engaged in two business segments: (i) the physical arts and collectibles business, and (ii) the financing/money lending business. The Company's auditor Olayinka Oyebola & Co. has expressed that there is substantial doubt about the Company's ability to continue as a going concern. In its December 7, 2023 Report of Independent Registered Public Accounting Firm, the Company's Auditor addressed the Shareholders and Board of Directors of Good Gaming, Inc., stating, "The Company suffered an accumulated deficit of $130,555,579 and a net loss of $104,126,076. These matters raise substantial doubt about the Company's ability to continue as a going concern." CREATIVE REALITIES: Reports Net loss of $615,000 in Fiscal Q2 ------------------------------------------------------------- Creative Realities, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $615,000 on $13.1 million of total sales for the three months ended June 30, 2024, compared to a net loss of $1.4 million on $9.2 million of total sales for the three months ended June 30, 2023. The Company reported a net loss of $724,000 on $25.4 million of total sales and a net loss of $2.4 million on $19.1 million of total sales for the six months ended June 30, 2024 and 2023, respectively. At June 30, 2024, the Company has an accumulated deficit of $54.05 million and negative working capital of $9.2 million. For the six months ended June 30, 2024, the Company generated operating income of $516,000 and positive net cash flows from operations of $4.2 million. The Company's contingent consideration obligation is dependent upon the market value of the Company's share price at a future date, February 17, 2025, and contractually must be settled in cash. The estimate for financial statement accounting purposes is $10.2 million as of June 30, 2024. While the Company is currently generating cash from operations and has refinanced its debt, the Credit Agreement limits, via specific reserve, utilization of the Company's line of credit to no more than $4 million for payments to satisfy the contingent consideration. Should the contingent consideration require a cash payment at maturity in excess of the Company's availability under the Credit Agreement, inclusive of such reserve, the Company may not have sufficient liquidity to settle this obligation without receipt of a waiver under the Credit Agreement or a reduction in the amount of the contingent consideration. In response to these conditions, the Company continues to evaluate its available options for amending its debt facilities or accessing the capital markets via equity financing. However, these plans have not been finalized, are subject to market conditions, in some respects are not within the Company's control, and therefore cannot be deemed probable. As a result, the Company has concluded that management's plans do not alleviate substantial doubt about the Company's ability to continue as a going concern. As of June 30, 2024, the Company had $69.6 million in total assets, $41.3 million in total liabilities, and $28.2 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/wmpv6auj About Creative Realities Creative Realities, Inc. -- http://www.cri.com/-- provides innovative digital signage and media solutions to enhance communications in a wide-ranging variety of out-of-home environments, key market segments, and use cases, including: Retail; Entertainment and Sports Venues; Restaurants, including quick-serve restaurants; Convenience Stores; Financial Services; Automotive; and Medical and Healthcare Facilities. Louisville, Kentucky-based Deloitte & Touche LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 21, 2024, citing that the Company is experiencing difficulty in generating sufficient cash flow to service its debt and contingent consideration obligations, which raises substantial doubt about its ability to continue as a going concern. CUBIC CORP: $1.48BB Bank Debt Trades at 24% Discount ---------------------------------------------------- Participations in a syndicated loan under which Cubic Corp is a borrower were trading in the secondary market around 76.2 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.48 billion Term loan facility is scheduled to mature on May 25, 2028. The amount is fully drawn and outstanding. Cubic Corporation is an American public transportation and defense corporation. It operates two business segments: Cubic Transportation Systems and Cubic Mission and Performance Solutions. CYPRUS MINES: Enters J&J Settlement; Files Amended Plan ------------------------------------------------------- Cyprus Mines Corporation submitted a Revised First Amended Plan and Revised First Amended Disclosure Statement dated August 2, 2024. The main purpose of this Chapter 11 Case and the Plan is to enable the Debtor to manage and resolve in a fair and comprehensive manner existing and future tort claims against it alleging personal injury resulting from exposure to talc products which were manufactured and distributed by others using talc mined and sold by the Debtor or its former subsidiaries. As a precondition to obtaining any payment or distribution from the Talc Personal Injury Trust, a holder of a Talc Personal Injury Claim resolved by the Talc Personal Injury Trust in favor of payment will need to complete, execute and deliver an Acceptance and Release of the Trust Distribution Procedures. The Trust Distribution Procedures divide Class 4 Talc Personal Injury Claims into two categories: (i) Ovarian Cancer Claims and (ii) Mesothelioma Claims and Lung Cancer Claims. Fund A is a separate sub-account within the Trust that will be funded with (i) 60% of the total Trust Fund, (ii) 45% of the Cyprus Contributions (iii) 52.5% of the Cyprus Talc Insurance Policy Proceeds, and (iv) 52.5% of the J&J Settlement Proceeds. Fund B is a separate sub-account within the Trust that will be funded with (i) 40% of the total Trust Fund, (ii) 55% of the Cyprus Contributions (iii) 47.5% of the Cyprus Talc Insurance Policy Proceeds, and (iv) 47.5% of the J&J Settlement Proceeds. Fund A will compensate Ovarian Cancer Claims and Other Disease Claims (as applicable) and Fund B will compensate Mesothelioma Claims, Lung Cancer Claims, and Other Disease Claims (as applicable). The J&J Settlement The Debtor, CAMC, the Imerys Debtors, Imerys S.A., the Tort Claimants' Committee, the Imerys Tort Claimants' Committee, the FCR, and the Imerys FCR entered into a settlement with the J&J Settling Parties9 (the "J&J Settlement"), which effects a compromise and settlement of (i) the existence and scope of any obligation of the J&J Corporate Parties to indemnify the Debtor, the Imerys Debtors, and related parties under the J&J Agreements, (ii) the existence and scope of any obligation of the Debtor, the Imerys Debtors, and related parties to indemnify the J&J Corporate Parties under the J&J Agreements, (iii) claims the parties to the J&J Settlement may have against each other relating to the J&J Agreements or otherwise related to the supply of talc by the Debtor, and/or the Imerys Debtors to any J&J Corporate Party, and (iv) other claims the parties subject to the J&J Settlement may have against each other arising out of or relating to the Talc Personal Injury Claims. The J&J Settlement also resolves J&J's objections to the Plan, the Imerys Chapter 11 Plan, and the Trust Distribution Procedures. The J&J Settlement provides for proceeds of $505 million plus the Home Proceeds10 in accordance with the terms of the J&J Settlement Agreement. [The J&J Settlement was approved by the Bankruptcy Court pursuant to the J&J Settlement Order. Under the Plan, Class 3 Unsecured Claims will recover 100% of their claims. Each Allowed Unsecured Claim shall receive such treatment as may be necessary to render such Claim Unimpaired. Notwithstanding Section 3.2.3(b) of the Plan, effective on the Effective Date, as part of the Cyprus Settlement and in consideration for the Cyprus Protected Parties being Protected Parties and receiving all of the protections inuring to the benefit of the Protected Parties under the Plan, each holder of a CAMC Intercompany Note Claim shall, by virtue of the entry of the Confirmation Order, be deemed to have fully, finally, and forever released, relinquished, and discharged the Debtor and the Reorganized Debtor, from each and every CAMC Intercompany Note Claim, whether known or unknown, now or in the future, in law, equity, or otherwise, which has been, could have been, or may in the future be brought by or on behalf of any holder of a CAMC Intercompany Note Claim. As a result of the foregoing release, the holders of the CAMC Intercompany Note Claims will receive no Distributions under the Plan on account of such CAMC Intercompany Note Claims. Effective upon the Effective Date, the CAMC Intercompany Note and all related documents shall be deemed automatically cancelled, extinguished, and of no further force or effect, with the Debtor and the Reorganized Debtor having no continuing obligations or duties or responsibilities thereunder. Class 3 is unimpaired in Plan. Sources of Consideration for Plan Distributions: * Cash consideration necessary for payments or Distributions on account of the Allowed Administrative Claims shall be obtained from the Cash on hand of the Debtor on the Effective Date, including Cash available to be borrowed by the Debtor under the DIP Credit Agreement. Cash consideration necessary for payments or Distributions on account of Allowed Non-Talc Claims, including, without limitation, Allowed Administrative Claims not paid in full pursuant to the foregoing sentence, shall be obtained from the Cash on hand of the Debtor or from post-Effective Date funding from CAMC pursuant to (and subject to the terms of) the CAMC Funding Agreement. * All Cash consideration necessary for payments or distributions on account of Talc Personal Injury Claims shall be obtained from the Talc Personal Injury Trust Assets and proceeds therefrom. * The Talc Personal Injury Trust shall have no obligation to fund costs and expenses other than those set forth in the Plan, the Imerys Chapter 11 Plan, and/or the Talc Personal Injury Trust Documents, as applicable. A full-text copy of the Revised First Amended Disclosure Statement dated August 2, 2024 is available at https://urlcurt.com/u?l=Prp5I9 from Prime Clerk LLC, claims agent. Counsel for the Debtor: Kurt F. Gwynne, Esq. REED SMITH LLP 1201 Market Street - Suite 1500 Wilmington, DE 19801 Tel: (302) 778-7500 Fax: (302) 778-7575 E-mail: kgwynne@reedsmith.com -and- Paul M. Singer, Esq. Luke A. Sizemore, Esq. REED SMITH LLP 225 Fifth Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: (412) 288-3131 Fax: (412) 288-3006 E-mail: psinger@reedsmith.com lsizemore@reedsmith.com About Cyprus Mines Corporation Cyprus Mines Corporation is a Delaware corporation and a wholly owned subsidiary of Cyprus Amax Minerals Co., which is an indirect subsidiary of Freeport-McMoRan Inc. It currently has relatively limited business operations, which include the ownership of various parcels of real property, certain royalty interests that generate de minimis revenue (e.g., less than $1,500 in each of the past two calendar years), and the ownership of an operating subsidiary that conducts marketing activities. Cyprus Mines is a predecessor in the interest of Imerys Talc America, Inc. In June 1992, Cyprus Mines sold its talc-related assets to RTZ America Inc. (later known as Rio Tinto America, Inc.) through a two-step process. First, Cyprus Mines transferred its talc-related assets and liabilities (subject to minor exceptions) to Cyprus Talc Corporation, a newly formed subsidiary of Cyprus Mines, according to an Agreement of Transfer and Assumption, dated June 5, 1992. Second, Cyprus Mines sold the stock of Cyprus Talc Corporation to RTZ according to a Stock Purchase Agreement, also dated June 5, ,1992 (as amended, the "1992 SPA"). The purchase price was approximately $79.5 million. Cyprus Talc Corporation was later renamed Imerys Talc America, Inc. Under the 1992 ATA, the entity now named Imerys expressly and broadly assumed the talc liabilities of Cyprus Mines and its former subsidiaries that were in the talc business. Cyprus Mines filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 21-10398) on Feb. 11, 2021, listing between $10 million and $50 million in assets, and between $1 million and $10 million in liabilities. The Honorable Laurie Selber Silverstein is the case judge. The Debtor tapped Reed Smith LLP as bankruptcy counsel, Kasowitz Benson Torres LLP as special conflicts counsel, and Prime Clerk LLC as claims agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of tort claimants on March 4, 2021. The tort committee is represented by Caplin & Drysdale, Chartered, and Campbell & Levine, LLC. Province, LLC, and Axlor Consulting, LLC serve as the tort committee's financial advisor and consultant, respectively. Roger Frankel serves as the legal representative for future personal injury claimants. The FCR tapped Togut, Segal & Segal, LLP, Burr & Forman, LLP and Frankel Wyron, LLP as bankruptcy counsels; Anderson Kill, PC as special insurance counsel; Archer & Greiner, P.C. as New Jersey counsel; and Province, LLC as financial advisor. The FCR also tapped the services of economic expert, Berkeley Research Group, LLC. On May 11, 2021, the court appointed M. Jacob Renick as the fee examiner in this Chapter 11 case. The examiner tapped Godfrey & Kahn, SC as legal counsel. D&D ELECTRICAL: Seeks Approval to Hire CFGI as Financial Advisors ----------------------------------------------------------------- D&D Electrical Construction Company Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ CFGI as financial advisors. The firms' services include: (a) prepare and validate rolling 13-week cash flow projections; (b) prepare weekly monitoring reporting of the Debtor's compliance with the court approved budget, if necessary; (c) assist the Debtor in the preparation of short and long-term projections; (d) assist the Debtor in the preparation of the Plan and Disclosure Statement and associated exhibits; (e) prepare financial statements and other reports as may be required by the court or under the United States Trustee Guidelines; (f) prepare for and provide court testimony, if required; and (g) render such other general services consulting or other such assistance as the Debtor or its counsel may deem necessary. The firm's professionals will be paid at these hourly rates: Partner $775 Director/Managing Director $600 Senior Manager $475 Manager $400 Consultant $350 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $75,000 from the Debtor. Joseph Baum, a managing partner at CFGI, 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: Joseph Baum CFGI 1 Lincoln Street, Suite 1301 Boston, MA 02111 Telephone: (646) 360-2850 Email: jbaum@cfgi.com About D&D Electrical Construction D&D Electrical Construction Company Inc., a full service electrical contracting firm, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-22694) on Aug. 6, 2024. In the petition signed by Stephen Buckley, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Sean H. Lane presides over the case. The Debtor tapped Julie Curley, Esq., at Kirby Aisner & Curley LLP as legal counsel and CFGI as financial advisors. D&D ELECTRICAL: Taps Kirby Aisner & Curley as Bankruptcy Counsel ---------------------------------------------------------------- D&D Electrical Construction Company Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Kirby Aisner & Curley, LLP as legal counsel. The firm will provide these services: (a) advise the Debtor with respect to its powers and duties in the continued management of its property and affairs; (b) negotiate with the Debtor's creditors and work out a plan of reorganization and take the necessary legal steps in order to effectuate such a plan; (c) prepare the necessary legal papers required for the Debtor's protection from its creditors under Chapter 11 of the Bankruptcy Code. (d) appear before the bankruptcy court to protect the interest of the Debtor and to represent it in all matters pending before the court. (e) attend meetings and negotiate with representatives of creditors and other parties in interest. (f) advise the Debtor in connection with any potential refinancing of secured debt; (g) represent the Debtor in connection with obtaining post-petition financing, if necessary; (h) take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; and (i) perform all other legal services for the Debtor which may be necessary for the preservation of its estate and to promote its best interests, its creditors and estate. The hourly rates of the firm's counsel and staff are as follows: Partners $475 - $575 Associates $295 - $325 Law Clerks/Paralegals $150 - $200 In addition, the firm will seek reimbursement for expenses incurred. The firm received a pre-petition payment in the amount of $150,000 from the Debtor. Julie Cvek Curley, Esq., an attorney at Kirby Aisner & Curley, 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: Julie Cvek Curley, Esq. Kirby Aisner & Curley, LLP 700 Post Road, Suite 237 Scarsdale, NY 10583 Telephone: (914) 401-9500 Email: jcurley@kacllp.com About D&D Electrical Construction D&D Electrical Construction Company Inc., a full service electrical contracting firm, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 24-22694) on Aug. 6, 2024. In the petition signed by Stephen Buckley, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Sean H. Lane presides over the case. The Debtor tapped Julie Curley, Esq., at Kirby Aisner & Curley LLP as legal counsel and CFGI as financial advisors. DANIEL SMART: Seeks to Hire Waypoint Resources as Financial Advisor ------------------------------------------------------------------- Daniel Smart Manufacturing, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Waypoint Resources, LLC as financial advisor. The Debtor needs a financial advisor to prepare financial projections and monthly reports and to advise it on the financial parts of drafting a Chapter 11 plan. The firm will be compensated, on an hourly basis, for professional services rendered plus out-of-pocket expenses. The firm also received a retainer in the amount of $7,118.75 from the Debtor. The firm represents no interest adverse to the Debtor or to the estate on the matters upon which it is to be engaged for the Debtor. The firm can be reached at: Waypoint Resource, LLC P.O. Box 65069 Baltimore, MD 21209 Telephone: (410) 526-7900 Facsimile: (410) 526-5835 Email: information@waypointresources.com About Daniel Smart Manufacturing Daniel Smart Manufacturing, Inc. is a manufacturer and distributor of motorcycle gear, accessories and fashion leather apparel in Baltimore City, Md. It conducts business under the name Daniel Smart Leather. Daniel Smart Manufacturing filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 24-15658) on July 5, 2024, with $1 million to $10 million in both assets and liabilities. Hassan Tariq, president and owner, signed the petition. Judge Michelle M. Harner presides over the case. The Debtor tapped Janet M. Nesse, Esq., at McNamee Hosea, PA as legal counsel and Waypoint Resources, LLC as financial advisor. DEL MONTE: S&P Raises ICR to 'CCC' On Debt Restructuring -------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on U.S.-based Del Monte Foods Inc. (DMFC) to 'CCC' from 'SD'(selective default), because S&P can envision a default scenario within the next year. DMFI's capital structure remains unsustainable, and liquidity remains constrained. S&P assigned issue-level and recovery ratings to the following new debt tranches under the super-facility issued by DMFC II: --$236.4 million first-out term loan due 2028: 'B-' issue-level rating and '1' recovery rating, indicating S&P's expectation of very high(90%-100%; rounded estimate 95%) recovery in the event of a payment default. Under the financing, this facility can be increased to $268.8 million. --$467.4 million second-out term loan: 'CCC-' issue-level rating and '5' recovery rating, indicating S&P's expectation of modest (10%-30%; rounded estimate 10%) recovery. --$139.4 million of third-out term loan: 'CC' issue-level rating and '6' recovery rating, indicating S&P's expectation of negligible (0-10%; rounded estimate 0%) recovery. S&P also raised its issue-level rating on DMFI's residual $105.8 million term loan to 'CC' from 'D'. S&P revised the recovery rating to '6' from '4' because of its limited collateral position after this transaction. The negative outlook reflects the possibility of a lower rating if a default appears inevitable over the subsequent six months. Del Monte Foods Inc. completed a debt restructuring on Aug. 14, 2024, that includes a new super-priority first-lien credit agreement and new asset-backed lending (ABL) agreement. Borrowers of the company's original $725 million ($712 million outstanding at time of transaction) term loan B due 2029 under Del Monte Foods Inc. (DMFI) had until Aug. 12 to participate in the first-out new money transaction. The borrower under the new facility is Del Monte Foods Corp. II Inc. (DMFC II), a new indirect wholly owned subsidiary of the group. DMFI remains the borrower of the existing term loan. Transaction summary. The company raised $240 million new first-out money backstopped by an ad hoc group of term loan lenders. About $30 million of first-out remains in an escrow facility (which will be used to pay down the ABL) that will be converted into the first-out debt if the company's parent, Del Monte Pacific Ltd. (DMPL), does not provide a contribution by Aug. 31, 2024. If DMPL provides the capital, the funds will be returned to the financing providers. S&P assumed this will be funded and will not remain outstanding. The borrower under the new facility is DMFC II, a new indirect wholly owned subsidiary of the group. Substantially all collateral will be transferred from DMFI to DMFC II by Dec. 31, 2024. For purposes of S&P's recovery analysis, it assumed this is completed. The ad hoc group members ($406 million) exchanged their existing DMFI term loans at par, participated in the second-out term loan and non-ad hoc members who participated in the new money also participated in the second-out, resulting in a tranche of $467.4 million. The remainder exchanged their debt at par for the third-out and about $106 million of the original term loan B lenders remain. Along with the debt exchange, the company entered into a new ABL agreement with DMFC II as the borrower. The initial commitment on the ABL is $750 million and steps down to $625 million in February 2025 through its September 2027 maturity. The transaction provided liquidity to fund the current pack season which typically runs from June through October. Weaker-than-expected demand in fiscal 2024 resulted in inventory overhang from the calendar 2023 pack season. Even though the company is reducing its current pack by over 40%, it needed additional liquidity because of its inability to convert its prior-year inventory to cash flow. At fiscal year ended April 28, 2024, the company had an ABL balance of about $470 million. The company used new money proceeds to pay down ABL balances and provide additional borrowing capacity to fund the current pack. As of the close of the transaction, we estimate the company has about $100 million of excess availability on its ABL. Weak industry demand could make a turnaround more challenging. Fiscal 2025 will be critical for the company to restore profitability through right-sizing its inventory, optimizing its cost structure and manufacturing footprint, and launching innovations. S&P said, "We believe it will take at least 12 to 18 months to turnaround the business. The demand environment for the packaged food industry remains soft with volumes declining. Consumers continue to pull back on spending and trade down as they rebuff high retail prices. DMFI participates in primarily the canned vegetable category, which has a high degree of private-label competition at more than 45% dollar share as compared with the broader packaged food industry at just over 21%. Before the pandemic, the category was declining in the low-single digit range. We believe DMFI would need to gain additional distribution in its core business and accelerate growth in other categories, such as its bubble tea product, Joyba, to restore growth." S&P said, "The 'CCC' rating reflects our assessment of the company's weak EBITDA and limited interest coverage. After generating S&P Global Ratings lease-adjusted EBITDA in fiscal 2023 of more than $200 million, the company's EBITDA declined to just over $30 million for the fiscal year ended April 28, 2024. The company wrote down a significant amount of inventory and incurred higher one-time costs. We do not forecast the company to improve EBITDA to a manageable level until fiscal 2027, whereby S&P Global Ratings-adjusted debt-to-EBITDA leverage ratio could drop to the high-single-digit area. The company has not generated positive free operating cash flow since 2021. The ability to align inventory with demand for the next year is critical to restoring cash flow. It is an ongoing risk for the company due to the need to build inventory during the pack season. We expect the company to generate positive cash flow in 2025 because of its lower pack from 2024. In addition, we expect the company's interest costs to remain higher than its EBITDA through at least fiscal 2025. We expect the company to maintain sufficient liquidity on its ABL to fund operations and debt service. "The negative outlook reflects that we could lower the ratings on DMFI within the next year if the company's operating performance does not improve." DELTA AIR: Egan-Jones Cuts Senior Unsecured Ratings to BB- ---------------------------------------------------------- Egan-Jones Ratings Company, on August 13, 2024, downgraded the foreign currency and local currency senior unsecured ratings on debt issued by Delta Air Lines, Inc. to BB- from B+. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Atlanta, Georgia, Delta Air Lines, Inc. provides scheduled air transportation for passengers, freight, and mail over a network of routes. DETCO INC: Case Summary & Four Unsecured Creditors -------------------------------------------------- Debtor: Detco, Inc. 1811 Highway 49 North Paragould, AR 72450 Business Description: The Debtor owns a 207,781 sq ft building located on 4.77 acres located in Greene County at 1810 U.S. 49, Paragould, AR 72450. This commercial property, on which the Debtor's convenience store & service station are located, has an appraised value of $2.1 million. Chapter 11 Petition Date: August 26, 2024 Court: United States Bankruptcy Court Eastern District of Arkansas Case No.: 24-12775 Judge: Hon. Phyllis M Jones Debtor's Counsel: Frank H. Falkner, Esq. DILKS LAW FIRM P.O. Box 34157 Little Rock, AR 72203 Tel: (501) 244-9770 Fax: (888) 689-7626 Email: frank@dilkslawfirm.com Total Assets: $2,766,656 Total Liabilities: $1,615,389 The petition was signed by David Detlefsen as chairman. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BZHRYJQ/Detco_Inc__arebke-24-12775__0001.0.pdf?mcid=tGE4TAMA DIOCESE OF BUFFALO: Sets Oct. 23 Bid Deadline for East Aurora Asset ------------------------------------------------------------------- The Diocese of Buffalo, N.Y. will be soliciting bids until Oct. 23 in connection with the sale of its real property in East Aurora, N.Y. The property up for sale is the former Christ the King Seminary Campus that closed in 2020. It consists of 18 buildings that sit on 117 acres of land near the Village of East Aurora. The diocese is selling the property to World Mission Society or to another buyer who will emerge as the winning bidder at a court-supervised auction to be held on Oct. 28, at 12:00 noon (prevailing Eastern Time). World Mission Society, a New Jersey-based nonprofit corporation, made a cash offer of $3.8 million for the property. Its offer will serve as the stalking horse bid at the auction. To participate in the auction, bids must be received no later than 12:00 noon (prevailing Eastern time) on Oct. 23. Bids must be accompanied by a deposit equal to 10% of the sale price and must provide for a sale price that exceeds the cash consideration set forth in the diocese's sale agreement with World Mission Society Church of God by at least $100,000. Each qualified bidder present at the auction will be permitted to increase its bid in turns. The minimum bid increment is $100,000. The U.S. Bankruptcy Court for the Western District of New York will hold a hearing on Oct. 29 to approve the sale to the winning bidder. Hanna Commercial Real Estate, a realtor in Buffalo, N.Y., is assisting the diocese with the sale. About The Diocese of Buffalo N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics in eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools, and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Honorable Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent, maintaining the page: https://case.stretto.com/dioceseofbuffalo/docket The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 12, 2020. The committee is represented by Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC. DIOCESE OF BUFFALO: Sets Sept. 19 Bid Deadline for NY Property -------------------------------------------------------------- The Diocese of Buffalo, N.Y. will be soliciting bids until Sept. 19 in connection with the sale of its 3,432-square-foot warehouse in North Tonawanda, N.Y. The diocese is selling the property to Skillen, Inc. or to another buyer who will emerge as the winning bidder at a court-supervised auction to be held on Sept. 23, at 12:00 noon (prevailing Eastern Time). The diocese had earlier inked an agreement with Skillen, under which the latter offered $43,000 for the property. Skillen's cash offer will serve as the stalking horse bid at the Sept. 23 auction. To participate in the auction, interested buyers must submit their bids on or before Sept. 19, at 12:00 noon (prevailing Eastern Time). Bids must be accompanied by a deposit equal to 10% of the sale price and must provide for a sale price that exceeds Skillen's offer by at least $2,000. Each bidder present at the auction will be permitted to increase its offer in turns. The minimum bid increment is $2,000. The U.S. Bankruptcy Court for the Western District of New York will hold a hearing on Sept. 24 to approve the sale to the winning bidder. The Diocese of Buffalo has hired Hanna Commercial Real Estate, a realtor in Buffalo, N.Y., to assist with the sale. About The Diocese of Buffalo N.Y. The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics in eight counties in Western New York. The territory of the diocese is co-extensive with the counties of Erie, Niagara, Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in New York State, comprising 161 parishes. There are 144 diocesan priests and 84 religious priests who reside in the Diocese. The diocese through its central administrative offices (a) provides operational support to the Catholic parishes, schools, and certain other Catholic entities that operate within the territory of the Diocese "OCE"; (b) conducts school operations through which it provides parish schools with financial and educational support; (c) provides comprehensive risk management services to the OCEs; (d) administers a lay pension trust and a priest pension trust for the benefit of certain employees and priests of the OCEs; and (e) provides administrative support for St. Joseph Investment Fund, Inc. Dealing with sexual abuse claims, the Diocese of Buffalo sought Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb. 28, 2020. The diocese was estimated to have $10 million to $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Honorable Carl L. Bucki is the case judge. Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is the diocese's counsel; Connors LLP and Lippes Mathias Wexler Friedman LLP are its special litigation counsel; and Phoenix Management Services, LLC is its financial advisor. Stretto is the claims agent, maintaining the page: https://case.stretto.com/dioceseofbuffalo/docket The Office of the U.S. Trustee appointed a committee of unsecured creditors on March 12, 2020. The committee is represented by Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese & Weishaar, PC. DISPATCH TERRA: $185MM Bank Debt Trades at 17% Discount ------------------------------------------------------- Participations in a syndicated loan under which Dispatch Terra Acquisition LLC is a borrower were trading in the secondary market around 82.9 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $185 million Term loan facility is scheduled to mature on March 27, 2028. The amount is fully drawn and outstanding. The Company's country of domicile is the United States. DRIP MORE: Hires Mirsky Corporate Advisors as Special Counsel ------------------------------------------------------------- Drip More, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Mirsky Corporate Advisors as special counsel. The firm will provide these services: (a) assist the Debtor and general bankruptcy counsel with the following legal matters that may arise during the pendency of the case; (b) represent the Debtor in any litigation related to the Harper Advance LLC merchant cash agreements; and (c) represent the Debtor as "outside general counsel" and provide on-going legal assistance as the needs arise from time-to-time. The hourly rates of the firm's counsel are as follows: Attorney $650 Associate Attorney $225 - $650 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $30,000 from the Debtor. Steven Mirsky, Esq., a managing partner at Mirsky Corporate Advisors, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Steven J. Mirsky, Esq. Mirsky Corporate Advisors 901 Dove St., Ste. 120 Newport Beach, CA 92660 Telephone: (848) 200-6837 Email: smirksy@mirskycorporateadvisors.com About Drip More Drip More LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 24-11703) on July 5, 2024. In the petition filed by Brian Bereber, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Scott C. Clarkson oversees the case. The Debtor tapped Roksana D. Moradi-Brovia, Esq., at RHM Law LLP as bankruptcy counsel and Steven J. Mirsky, Esq., at Mirsky Corporate Advisors as special counsel. DURECT CORP: Reports Net Loss of $3.7MM in Fiscal Q2 ---------------------------------------------------- DURECT Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting total revenues were $2.2 million and net loss was $3.7 million for the three months ended June 30, 2024 compared to total revenues of $2.1 million and net loss of $11.2 million for the three months ended June 30, 2023. The Company reported a net loss of $11.3 million on $4 million of revenue and a net loss of $23.2 million on $4.1 million of revenue for the six months ended June 30, 2024 and 2023, respectively. As of June 30, 2024, the Company had an accumulated deficit of $600.3 million as well as negative cash flows from operating activities. Presently, the Company does not have sufficient cash resources to meet its plans for the next twelve months following the issuance of these financial statements. The Company will continue to require substantial funds to continue research and development, including clinical trials of its product candidates. Management's plans in order to meet its operating cash flow requirements include seeking additional collaborative agreements for certain of its programs as well as financing activities such as public offerings and private placements of its common stock, preferred stock offerings, issuances of debt and convertible debt instruments. There are no assurances that such additional funding will be obtained and that the Company will succeed in its future operations. If the Company cannot successfully raise additional capital and implement its strategic development plan, its liquidity, financial condition and business prospects will be materially and adversely affected, and the Company may have to cease operations. The Company classified the remaining balance of its term loan as a current liability on the Company's balance sheets as of June 30, 2024, and December 31, 2023 due to the timing of repayment obligations and due to recurring losses, liquidity concerns and a subjective acceleration clause in the Company's Loan Agreement. As of June 30, 2024, the Company had $29.9 million in total assets, $24.8 million in total liabilities, and $5.04 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/tfnej9hn About DURECT Corporation Headquartered in Cupertino, Calif., DURECT is a late-stage biopharmaceutical company pioneering the development of epigenetic therapies that target dysregulated DNA methylation to transform the treatment of serious and life-threatening conditions, including acute organ injury and cancer. Larsucosterol, DURECT's lead drug candidate, binds to and inhibits the activity of DNA methyltransferases (DNMTs), epigenetic enzymes that are elevated and associated with hypermethylation found in alcohol-associated hepatitis (AH) patients. Larsucosterol is in clinical development for the potential treatment of AH, for which the FDA has granted a Fast Track and a Breakthrough Therapy designation; metabolic dysfunction-associated steatohepatitis (MASH) is also being explored. In addition, POSIMIR (bupivacaine solution) for infiltration use, a non-opioid analgesic utilizing the innovative SABER platform technology, is FDA-approved and is exclusively licensed to Innocoll Pharmaceuticals for sale and distribution in the United States. San Francisco, Calif.-based Ernst & Young LLP, the Company's auditor since 1998, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has an accumulated deficit as well as negative cash flows from operating activities and has stated that substantial doubt exists about the Company's ability to continue as a going concern. EASTSIDE DISTILLING: Posts $1.5 Million Net Loss in Fiscal Q2 ------------------------------------------------------------- Eastside Distilling, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.5 million for the three months ended June 30, 2024, compared to a net loss of $1.6 million for the three months ended June 30, 2023. For the six months ended June 30, 2024 and 2023, the Company reported a net loss of $2.8 million and $3.2 million, respectively. The Company had an accumulated deficit of $85.6 million as of June 30, 2024. As of June 30, 2024, the Company had $16,589,000 in total assets, $18,523,000 in total liabilities, and $1,934,000 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/4db2pbck About Eastside Distilling Headquartered in Portland, Oregon, Eastside Distilling, Inc. has been producing craft spirits in Portland, Oregon since 2008. The Company is distinguished by its highly decorated product lineup that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee Rum, and Portland Potato Vodkas. All Eastside spirits are crafted from natural ingredients for the highest quality and taste. Eastside's Craft Canning + Printing subsidiary is one of the Northwest's leading independent mobile canning, co-packing, and digital can printing businesses. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company suffered a net loss from operations and used cash in operations, which raises substantial doubt about its ability to continue as a going concern. Eastside Distilling incurred a net loss of $7.5 million during the year ended December 31, 2023. EDGEWELL PERSONAL: Egan-Jones Retains B Senior Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on August 16, 2024, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Edgewell Personal Care Company. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Shelton, Connecticut, Edgewell Personal Care Company operates as a personal care company. EEI GLOBAL: Sells Assets to Eventlink for $450,000 -------------------------------------------------- EEI Mobile, LLC, an affiliate of EEI Global, Inc., disclosed in a filing with the U.S. Bankruptcy Court for the Eastern District of Michigan that it sold certain assets to Eventlink, LLC for $450,000. The assets include those that are specific to Jack Morton Worldwide, one of EEI Mobile's largest customers that specializes in experiential marketing. Some of the assets were used regularly by the company for Jack Morton-specific projects. The assets were sold "free and clear" of claims pursuant to the order issued by the bankruptcy court earlier this month. The consummation of the sale is conditioned on the full payment by JMW of any outstanding receivables to EEI Mobile. Elliot Crowder, Esq., attorney for EEI Mobile, said the offer from Eventlinks is the "highest and best offer" the company has received for the assets and is buttressed by the "pulled ahead" receipt of the JMW receivable, without discount. EEI Mobile estimates that such receivables total no less than $1.5 million, according to Mr. Crowder. "This sale will result in a substantial pay down of the debt to Comerica Bank," the attorney said in court papers. About EEI Global EEI Global, Inc. is an experiential marketing agency in Rochester Hills, Mich. It self-performs across disciplines -- strategy, design, engineering, carpentry, digital media, paint, signage, on-site hosting. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-46093) on June 20, 2024, with $1 million to $10 million in assets and $10 million to $50 million in liabilities. Mark Shapiro of Steinberg, Shapiro & Clark serves as Subchapter V trustee. Judge Maria L. Oxholm presides over the case. Lynn M. Brimer, Esq., at Strobl PLLC represents the Debtor as legal counsel. EIGER BIOPHARMA: Equity Comm. Taps Dundon as Financial Advisor -------------------------------------------------------------- The official committee of equity security holders of Eiger BioPharmaceuticals, Inc., and its affiliates seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Dundon Advisers LLC as financial advisor. The firm will render these services: a. assist the Equity Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors; b. assist the Equity Committee in connection with the Debtors' proposed sale of their assets; c. assist the Equity Committee in connection with any proposed chapter 11 plan or other disposition of these cases; d. assist the Equity Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims; e. review and analyze all motions, statements of operations and schedules filed with the Court by the Debtors or third parties, advising the Equity Committee as to their propriety, and, after consultation with the Equity Committee, taking appropriate action; f. advise the Equity Committee on any capital structure, debt capacity, and feasibility issues in connection with any transaction; g. assist and advise the Equity Committee in evaluating and analyzing any contemplated exit financing for the Debtors, as well as other potential financing alternatives; h. render such other financial advisory services as may from time to time be agreed upon by the Equity Committee and Dundon Advisers LLC; and i. provide the Equity Committee testimony if necessary and communicate with the Equity Committee decisions and issued raised by the Court. The present hourly rates for the professionals of Dundon Advisers LLC range from $350 to $960 per hour. DA has agreed to the following payment structure when seeking payment of its fees: i. To the extent that holders of Allowed Existing Equity Interests receive a $10 or less per share recovery, DA shall receive 80 percent of its Allowed fees; ii. To the extent that holders of Allowed Existing Equity Interests receive a per share recovery from $10.01-$12.50, DA shall receive 90 percent of its Allowed fees; iii. To the extent that holders of Allowed Existing Equity Interests receive a per share recovery between $12.51-$15.00, DA shall receive 100 percent of its Allowed fees; iv. To the extent that holders of Allowed Existing Equity Interests receive a per share recovery between $15.01-$18 by no later than March 31, 2025, DA shall receive 125 percent of its Allowed fees; v. To the extent that holders of Allowed Existing Equity Interests receive a per share recovery greater than $18 by no later than March 31, 2025, DA shall receive 150 percent of its Allowed fees. Joshua Nahas, a principal at Dundon Advisers, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Joshua R. Nahas Dundon Advisers LLC Ten Bank Street, Suite 1100 White Plains, NY 10606 Telephone: (917) 650-2968 Email: jn@dundon.com About Eiger BioPharmaceuticals Palo Alto, California-based Eiger BioPharmaceuticals, Inc., is a commercial-stage biopharmaceutical company focused on the development of innovative therapies for rare metabolic diseases. The company's shares traded on Nasdaq under the symbol "EIGR". Eiger Biopharmaceuticals Inc. and its subsidiaries sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Lead Case No. 24-80040) on April 1, 2024. In its petition, Eiger listed $38.8 million in assets and $53.1 million in liabilities as of the bankruptcy filing. Judge Stacey G. Jernigan oversees the cases. The Debtors are represented by Sidley Austin LLP as legal counsel, Alvarez & Marsal as financial advisor and SSG Capital Advisors, LLC as restructuring investment banker. Kurtzman Carson Consultants LLC is the claims agent. ENDO INT'L: Insurers AIG, Chubb Hit with Suit Over Opioid Claims ---------------------------------------------------------------- Olivia Alafriz of Law360 reports that dozens of insurers were named in a lawsuit brought by a trust handling claims related to opioids and other Endo International products as part of the drugmaker's court-approved plan to exit Chapter 11 bankruptcy, according to Law360. The named insurers either have disputed or are expected to dispute their duties to cover the underlying claims, the trustee said in a complaint filed Thursday in the US District Court for the Eastern District of Pennsylvania, recounts Law360. Nearly 40 carriers were named in the suit, including units of major insurers such as Chubb Ltd., American International Group Inc., AXA SA, Loews Corp., and many more, Law360 reports. About Endo International PLC Endo International plc (OTC: ENDPQ) is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549) on Aug. 16, 2022. On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and Operand Pharmaceuticals Holdco III Limited each filed a voluntary Chapter 11 petition also in the U.S. Bankruptcy Court for the Southern District of New York. On May 31, 2023, Operand Pharmaceuticals II Limited and Operand Pharmaceutical III Limited each filed a voluntary Chapter 11 petition also in the Southern District of New York. The Company's cases are jointly administered before the Honorable James L. Garrity, Jr. Endo initiated the financial restructuring process after reaching an agreement with a group of its senior debtholders on a transaction that would substantially reduce outstanding debt, address remaining opioid and other litigation-related claims, and best position Endo for the future. This would allow the Company to advance its ongoing business transformation from a strengthened financial position to create compelling value for its stakeholders over the long term. Endo's India-based entities are not part of the Chapter 11 proceedings. The Company has filed recognition proceedings in Canada and expects to file similar proceedings in the United Kingdom and Australia. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC, is the claims agent and administrative advisor. A Website dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP, as legal counsels, and Ducera Partners, LLC, as investment banker. ENDO INT'L: Judge Tosses Price-Fixing Claims vs. Par Pharma ----------------------------------------------------------- Yun Park of Law360 reports that a Connecticut federal judge on Thursday, August 15, 2024, tossed Par Pharmaceutical Cos. Inc. from two price-fixing lawsuits after the defendant and its parent, Endo International PLC, recently filed the Chapter 11 reorganization plans that they said shielded them from the cases. About Endo International PLC Endo International plc (OTC: ENDPQ) is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549) on Aug. 16, 2022. On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and Operand Pharmaceuticals Holdco III Limited each filed a voluntary Chapter 11 petition also in the U.S. Bankruptcy Court for the Southern District of New York. On May 31, 2023, Operand Pharmaceuticals II Limited and Operand Pharmaceutical III Limited each filed a voluntary Chapter 11 petition also in the Southern District of New York. The Company's cases are jointly administered before the Honorable James L. Garrity, Jr. Endo initiated the financial restructuring process after reaching an agreement with a group of its senior debtholders on a transaction that would substantially reduce outstanding debt, address remaining opioid and other litigation-related claims, and best position Endo for the future. This would allow the Company to advance its ongoing business transformation from a strengthened financial position to create compelling value for its stakeholders over the long term. Endo's India-based entities are not part of the Chapter 11 proceedings. The Company has filed recognition proceedings in Canada and expects to file similar proceedings in the United Kingdom and Australia. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC, is the claims agent and administrative advisor. A Website dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP, as legal counsels, and Ducera Partners, LLC, as investment banker. ENDO INT'L: Trustee Sues McKinsey Over Opioid Sales Advice ---------------------------------------------------------- James Nani of Bloomberg Law reports that Endo International's bankruptcy trustee filed a lawsuit against consulting company McKinsey over 'reckless' opioid sales advice. Consulting giant McKinsey & Co. should pay for the harm it caused pharmaceutical maker Endo International Plc through its "reckless" advice on marketing and selling opioids, a bankruptcy plan trustee said in a lawsuit. The suit, filed Thursday, August 15, 2024, in the US Bankruptcy Court for the Southern District of New York, is brought on behalf of a trust created to pay unsecured creditors of Endo and its affiliates. Endo in March won court approval of a Chapter 11 plan that resolved its major opioid liabilities and handed the company to its lenders. About Endo International PLC Endo International plc (OTC: ENDPQ) is a generics and branded pharmaceutical company. It develops, manufactures, and sells branded and generic products to customers in a wide range of medical fields, including endocrinology, orthopedics, urology, oncology, neurology, and other specialty areas. On the Web: http://www.endo.com/ Endo International and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549) on Aug. 16, 2022. On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and Operand Pharmaceuticals Holdco III Limited each filed a voluntary Chapter 11 petition also in the U.S. Bankruptcy Court for the Southern District of New York. On May 31, 2023, Operand Pharmaceuticals II Limited and Operand Pharmaceutical III Limited each filed a voluntary Chapter 11 petition also in the Southern District of New York. The Company's cases are jointly administered before the Honorable James L. Garrity, Jr. Endo initiated the financial restructuring process after reaching an agreement with a group of its senior debtholders on a transaction that would substantially reduce outstanding debt, address remaining opioid and other litigation-related claims, and best position Endo for the future. This would allow the Company to advance its ongoing business transformation from a strengthened financial position to create compelling value for its stakeholders over the long term. Endo's India-based entities are not part of the Chapter 11 proceedings. The Company has filed recognition proceedings in Canada and expects to file similar proceedings in the United Kingdom and Australia. The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as legal counsel; PJT Partners, LP as investment banker; and Alvarez & Marsal North America, LLC as financial advisor. Kroll Restructuring Administration, LLC, is the claims agent and administrative advisor. A Website dedicated to the restructuring is at http://www.endotomorrow.com/ Roger Frankel, the legal representative for future claimants in the Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway Stargatt & Taylor, LLP, as legal counsels, and Ducera Partners, LLC, as investment banker. ENDRA LIFE: Posts $2.2MM Net Loss in Fiscal Q2 ---------------------------------------------- ENDRA Life Sciences Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2,229,153 for the three months ended June 30, 2024, compared to a net loss of $2,557,132 for the three months ended June 30, 2023. For the six months ended June 30, 2024 and 2023, the Company reported a net loss of $5,004,853 and $5,499,878, respectively. The Company has limited commercial experience and had a cumulative net loss from inception to June 30, 2024, of $96,935,005. The Company had working capital of $5,363,307 as of June 30, 2024. The Company has not established an ongoing source of revenue sufficient to cover its operating costs and to allow it to continue as a going concern and will require additional financing to fund its future planned operations, including research and development and commercialization of its products. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it establishes a revenue stream and becomes profitable. Management's plans to continue as a going concern include raising additional capital through sales of equity securities and borrowing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. If the Company is not able to obtain the necessary additional financing on a timely basis, the Company will be required to delay, reduce the scope of, or eliminate one or more of the Company's research and development activities or commercialization efforts or perhaps even cease the operation of its business. The ability of the Company to continue as a going concern is dependent upon its ability to successfully secure other sources of financing and attain profitable operations. As of June 30, 2024, the Company had $10,442,529 in total assets, $1,448,588 in total liabilities, and $8,993,941 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/3xzy2tjd About ENDRA Life Headquartered in Ann Arbor, Mich., ENDRA Life Sciences Inc. -- http://www.endrainc.com-- is the pioneer of Thermo Acoustic Enhanced UltraSound (TAEUS), a groundbreaking technology that characterizes tissue similar to an MRI, but at 1/40th the cost and at the point of patient care. TAEUS is designed to work in concert with the more than 700,000 ultrasound systems in use globally today. TAEUS is initially focused on the non-invasive assessment of fatty tissue in the liver. Steatotic liver disease (SLD, formerly known as NAFLD-NASH) is a chronic liver disease spectrum that affects over two billion people globally, and for which there are no practical diagnostic tools. Beyond the liver, ENDRA is exploring several other clinical applications of TAEUS, including non-invasive visualization of tissue temperature during energy-based surgical procedures. New York, N.Y.-based RBSM LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, has an accumulated deficit, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. ENSERVCO CORP: Posts $2.3 Million Net Loss in Fiscal Q2 ------------------------------------------------------- Enservco Corp. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.3 million on $3.8 million of total revenue for the three months ended June 30, 2024, compared to a net loss of $2.6 million on $3.7 million of total revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported net losses of $1.6 million and $3.6 million, respectively. As of June 30, 2024, the Company had cash and cash equivalents of $332,000 and a working capital deficit of $105,000. As of June 30, 2024, the Company had $11.6 million in total assets, $10.1 in total liabilities, and $1.5 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/4xwcy4e2 About Enservco Enservco -- www.enservco.com -- provides a range of oilfield services through its various operating subsidiaries, including hot oiling, acidizing, frac water heating, and related services. The Company has a broad geographic footprint covering major domestic oil and gas basins across the United States. Houston, Texas-based Pannell Kerr Forster of Texas, P.C., the Company's auditor since 2022, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has a significant working capital deficiency, has recurring losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. For the years ended December 31, 2023 and 2022, Enservco incurred net losses of $8.5 million and $5.6 million, respectively. EOS US FINCO: $534.7MM Bank Debt Trades at 16% Discount ------------------------------------------------------- Participations in a syndicated loan under which EOS US Finco LLC is a borrower were trading in the secondary market around 83.8 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $534.7 million Term loan facility is scheduled to mature on October 9, 2029. The amount is fully drawn and outstanding. EOS US Finco LLC is a hardware technology company based in the United States. ETON STREET: Gets Approval to Hire Pagac & Company as Accountant ---------------------------------------------------------------- Eton Street Brewery, LLC, doing business as Griffin Claw Brewing Company, received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to employ Pagac & Company, PC as accountant. The firm will prepare the Debtor's Form 1065 U.S. Return of Partnership Income. The hourly rates of the firm's professionals are as follows: Managing Partner $350 Partner $250 Staff CPA $225 In addition, the firm will seek reimbursement for expenses incurred. Richard Pagac, Jr., chief executive officer at Pagac & Company, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard D. Pagac, Jr., CPA Pagac & Company, PC 1750 S. Telegraph Rd., Ste. 203 Bloomfield Hills, MI 48302 Telephone: (248) 338-0770 Facsimile: (248) 338-2625 About Eton Street Brewery Eton Street Brewery, LLC is a brewery and distillery company in Birmingham, Mich., offering beer, spirits, vodka and soda and hard cider. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 24-47188) on July 26, 2024, with $10 million to $50 million in assets and $1 million to $10 million in liabilities. Bonnie LePage, manager and president, signed the petition. The Debtor tapped Brendan G. Best, Esq., at Varnum, LLP as legal counsel and Pagac & Company, PC as accountant. EVOFEM BIOSCIENCES: Reports Net Loss of $1.4MM in Fiscal Q2 ----------------------------------------------------------- Evofem Biosciences, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.4 million for the three months ended June 30, 2024, compared to a net loss of $8.6 million for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported net losses of $3.5 million and $10.9 million, respectively. As of June 30, 2024, the Company had $8.6 million in total assets, $73.2 in total liabilities, and $69.3 million in total stockholders' deficit. "Evofem continues to prove that with a disciplined and committed team we can maneuver through challenges in the market and successfully execute our strategy to expand and diversify our revenue stream. In addition to delivering strong second quarter results, we closed two transformative business development deals that will improve access to differentiated treatment options that impact women's daily lives," said Saundra Pelletier, CEO of Evofem Biosciences. "Women don't need more choices; they need better ones, and Evofem will continue to deliver on that promise." A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2fn8ybzf About Evofem Evofem Biosciences, Inc. is a San Diego-based commercial-stage biopharmaceutical company with a strong focus on innovation in women's sexual and reproductive health. The Company's first commercial product, Phexxi, was approved by the FDA on May 22, 2020. Phexxi is the first and only FDA-approved, hormone-free prescription contraceptive vaginal gel. Walnut Creek, Calif.-based BPM, LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated March 26, 2024, citing that the Company has suffered recurring losses from operations; negative cash flows from operations since inception; has received a notice of default for its convertible notes, and does not have sufficient capital to repay such obligations (which are now currently due); and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. EXACTECH INC: $235MM Bank Debt Trades at 64% Discount ----------------------------------------------------- Participations in a syndicated loan under which Exactech Inc is a borrower were trading in the secondary market around 36 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $235 million Term loan facility is scheduled to mature on February 14, 2025. About $218.1 million of the loan is withdrawn and outstanding. Exactech, Inc. develops, manufactures, markets, and sells orthopedic implant devices and related surgical instrumentation. EXELA TECHNOLOGIES: Posts $26.9 Million Net Loss in Fiscal Q2 ------------------------------------------------------------- Exela Technologies, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $26.9 million on $245.7 million of revenue for the three months ended June 30, 2024, compared to a net loss of $30.9 million on $272.9 million of revenue for the three months ended June 30, 2023. The Company reported a net loss of $52.5 million on $504.5 million of revenues and a net loss of $76.3 million on $546.6 million of revenues for the six months ended June 30, 2024, and 2023, respectively. The Company had a working capital deficit of $254.4 million and an accumulated deficit of $2,134.7 million as of June 30, 2024. As of June 30, 2024, the Company had $588 million in total assets, $1.5 billion in total liabilities, and $908.7 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/msrnw9vf About Exela Technologies Headquartered in Irving, Texas, Exela Technologies, Inc. -- http://www.exelatech.com/-- is a business process automation (BPA) company, leveraging a global footprint and proprietary technology to provide digital transformation solutions enhancing quality, productivity, and end-user experience. With decades of experience operating mission-critical processes, Exela serves a growing roster of more than 4,000 customers throughout 50 countries, including over 60% of the Fortune 100. Utilizing foundational technologies spanning information management, workflow automation, and integrated communications, Exela's software and services include multi-industry, departmental solution suites addressing finance and accounting, human capital management, and legal management, as well as industry-specific solutions for banking, healthcare, insurance, and the public sector. Through cloud-enabled platforms, built on a configurable stack of automation modules, and approximately 13,600 employees operating in 20 countries, Exela rapidly deploys integrated technology and operations as an end-to-end digital journey partner. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 3, 2024, citing that the Company has experienced recurring losses, has a working capital deficit and stockholders' deficit, and significant future required cash payments for interest under its long-term debt obligations that raise substantial doubt about its ability to continue as a going concern. Exela Technologies reported a net loss of $124.43 million for the year ended Dec. 31, 2023, compared to a net loss of $415.58 million for the year ended Dec. 31, 2022. * * * As reported by TCR on Aug. 24, 2023, S&P Global Ratings raised its issuer credit rating on Exela Technologies Inc. to 'CCC' from 'SD' (selective default). S&P said, "Despite improving revenue trends and cost savings, we forecast limited liquidity cushion in January and July of 2024." EYECARE PARTNERS: $250MM Bank Debt Trades at 55% Discount --------------------------------------------------------- Participations in a syndicated loan under which Eyecare Partners LLC is a borrower were trading in the secondary market around 45.3 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $250 million Term loan facility is scheduled to mature on November 15, 2028. About $245.6 million of the loan is withdrawn and outstanding. EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a medically focused eye care services provider. EyeCare Partners is vertically integrated, providing optometry, ophthalmology and retail products. EYENOVIA INC: Reports $11.1MM Net Loss in Fiscal Q2 --------------------------------------------------- Eyenovia, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $11.1 million on $22,625 of revenue for the three months ended June 30, 2024, compared to a net loss of $6.2 million for the three months ended June 30, 2023. As of June 30, 2024, the Company had unrestricted cash and cash equivalents of approximately $2.3 million and an accumulated deficit of approximately $167.5 million. For the six months ended June 30, 2024 and 2023, the Company incurred net losses of approximately $22.0 million and $12.0 million, respectively, and used cash in operations of approximately $18.1 million and $11.7 million, respectively. The Company does not have recurring revenue and has not yet achieved profitability. The Company expects to continue to incur cash outflows from operations for the near future. The Company expects that its research and development and general and administrative expenses will continue to increase and, as a result, it will eventually need to generate significant product revenues to achieve profitability. Implementation of the Company's plans and its ability to continue as a going concern will depend on many factors, including the Company's ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies, or acquire other companies or technologies to enhance or complement its product and service offerings. As of June 30, 2024, the Company had $19 million in total assets, $21.4 million in total liabilities, and $2.4 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/mr3xd34p About Eyenovia New York, N.Y.-based Eyenovia, Inc. is an ophthalmic technology company commercializing Mydcombi (tropicamide and phenylephrine HCL ophthalmic spray) for inducing mydriasis for routine diagnostic procedures and in conditions where short-term pupil dilation is desired. The Company is preparing for the commercialization of clobetasol propionate ophthalmic suspension 0.05% ("clobetasol propionate") for the treatment of post-operative inflammation and pain following ocular surgery, and developing the Optejet delivery system both for use in combination with its own drug-device therapeutic programs and for out-licensing for use in combination with therapeutics for additional indications. The Company's aim is to improve the delivery of topical ophthalmic medication through the ergonomic design of the Optejet, which facilitates ease-of-use and delivery of a more physiologically appropriate medication volume, with the goal of reducing side effects and improving tolerability and introducing digital health technology to improve therapy compliance and ultimately medical outcomes. New York, N.Y.-based Marcum LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 18, 2024, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. For the years ended December 31, 2023 and 2022, Eyenovia incurred net losses of approximately $27.3 million and $28 million, respectively. FELTRIM BALMORAL: Seeks to Hire SOLDNOW as Auctioneer ----------------------------------------------------- Feltrim Balmoral Estates, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ SOLDNOW d/b/a Tranzon Driggers as auctioneer. The firm will market and sell the Debtors' real properties located at Haines City, Florida. The firm will be paid as follows: a. 5 percent buyer's premium (the "Buyer's Premium"), to be added to the high bid(s) in the auction, subject to the following adjustments: (i) Auctioneer will receive 80 percent of the Buyer's Premium and Buyer's Broker, if any, will receive 20 percent of the Buyer's Premium; or (ii) if no Buyer's Broker, then Auctioneer will receive 100 percent of the Buyer's Premium. Notwithstanding the aforementioned fee structure, Auctioneer has agreed to a commission equal to 1.5 percent of the Purchase Price with respect to any stalking horse buyer who signs an irrevocable contract at least 30 days prior to the court-approved auction date with substantially the same terms and conditions as the auction contract, with 100 percent of the commission to Auctioneer. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jon Barber SOLDNOW d/b/a Tranzon Driggers 101 E. Silver Springs Blvd, Suite 206 Ocala, FL 34470 Tel: (352) 369-1047 Fax: (352) 369-9295 About Feltrim Balmoral Estates, LLC Feltrim Balmoral Estates, LLC, owns a clubhouse located at 124 Kenny Blvd., Haines City, Fla. having a fair value of $3 million. Feltrim Balmoral Estates and its affiliates filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-02122) on April 17, 2024. The case is jointly administered in Case No. 24-02122. In the petitions signed by Garrett Kenny, owner and manager, Feltrim Balmoral Estates disclosed $4,657,697 in assets and $16,239,519 in liabilities; The Enclave At Balmoral, LLC disclosed $5,091,844 in assets and $10,565,256 in liabilities; and Balmoral Estates, LP listed $14,327,306 in assets and $25,909,466 in liabilities. Judge Catherine Peek McEwen oversees the case. Alberto F. Gomez Jr., Esq., at Johnson Pope Bokor Ruppel & Burns LLP, is the Debtor's counsel. FIRST CHOICE: Posts $1.9 Million Net Loss in Fiscal Q2 ------------------------------------------------------ First Choice Healthcare Solutions, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1,862,361 for the three months ended June 30, 2024, compared to a net loss of $2,654,958 for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net loss of $3,067,704 and $4,676,009, respectively, During the three and six months ended June 30, 2024, the Company experienced net operating losses of approximately $1,862,361 and $3,067,704, respectively, and corresponding cash outflows from operations of $554,645 and $633,591, respectively. As of June 30, 2024, the Company had an accumulated deficit of $67,000,708. As of June 30, 2024, the Company had $3,188,500 in total assets, $34,832,671 in total liabilities, and $31,644,171 in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/yx2f3n2h About First Choice Healthcare Melbourne, Fla.-based First Choice Healthcare Solutions, Inc. provides rehabilitative services, such as physical therapy. Henderson, Nev.-based Bush & Associates CPA LLC, the Company's auditor since 2024, issued a "going concern" qualification in its report dated May 12, 2024, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. For the years ended December 31, 2023, and 2022, First Choice reported a net loss of $8.2 million and $9.9 million, respectively. FOCUS UNIVERSAL: Posts $1.4MM Net Loss in Fiscal Q2 --------------------------------------------------- Focus Universal Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1,365,106 on $19,753 of revenue for the three months ended June 30, 2024, compared to a net loss of $1,018,166 on $215,391 of revenue for the three months ended June 30, 2023. The Company reported a net loss of $2,680,703 on $238,911 of revenue and a net loss of $2,132,409 on $451,486 of revenue for the six months ended June 30, 2024, and 2023, respectively. In addition, the Company had an accumulated deficit of $25,262,873 and $22,582,170 as of June 30, 2024 and December 31, 2023, respectively, and negative cash flow from operating activities of $1,721,946 and $1,606,739 for the six months ended June 30, 2024 and 2023, respectively. The Company currently suffered recurring loss from operations, generated negative cash flow from operating activities, has an accumulated deficit and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time. At June 30, 2024, the Company had cash and cash equivalents, and short-term investments, in the amount of $40,644. The ability to continue as a going concern is dependent on the Company attaining and maintaining profitable operations in the future and raising additional capital to meet its obligations and repay its liabilities arising from normal business operations when they come due. Since inception, the Company has funded its operations primarily through equity and debt financings, and it expects to continue to rely on these sources of capital in the future. In addition, subsequent to June 30, 2024, the Company has sold its land and buildings which provided additional working capital to the Company. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on its operations, in the case of debt financing, or cause substantial dilution for its stockholders, in case of equity financing, or grant unfavorable terms in future licensing agreements. As of June 30, 2024, the Company had $4,855,198 in total assets, $3,695,543 in total liabilities, and $1,159,655 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/5n7a7u76 About Focus Universal Focus Universal Inc. (NASDAQ: FCUV) is a provider of patented hardware and software design technologies for Internet of Things (IoT) and 5G. The Company has developed five proprietary platform technologies that it believes solve fundamental problems in the IoT industry by: (1) increasing the overall degree of chip integration capabilities by shifting integration from the component level directly to the device level; (2) creating faster 5G cellular technology using ultra-narrowband technology; (3) leveraging ultra-narrowband power line communication (PLC) technology; (4) developing a natural integrated programming language (NIPL) applied to software development, which generates a user interface through machine auto-generation technology; and (5) developing a universal smart instrumentation platform (USIP). The Company had a net loss of $4,718,142 and $4,926,937 for the years ended December 31, 2023, and 2022, respectively. Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations and has experienced negative cash flows from operating activities that raise substantial doubt about its ability to continue as a going concern. FORD MOTOR: Product Cancellation No Impact on Moody's Ba1 Ratings ----------------------------------------------------------------- Moody's Ratings said costs associated with the decision by Ford Motor Company (Ford, Ba1 stable) to cancel a previously planned battery-electric vehicle are credit negative but do not affect the ratings. Ford announced an update to its electrification strategy, adapting to an evolving transition in the industry to vehicles with alternative propulsion systems. Ford's announcement included a decision to cancel a previously planned battery-electric three-row SUV, resulting in a non-cash $400 million write-down of assets and potential additional expenses and cash expenditures of up to $1.5 billion. The announcement is credit negative because the costs associated with the product cancellation add to Ford's already costly electrification transition. Nonetheless, the revised strategy provides needed clarification of Ford's direction with respect to battery-electric vehicles, focuses near-term product launches on the company's strong commercial vehicle segment and emphasizes the importance of battery sourcing to lower vehicle cost. Moody's appreciate the need for Ford to adapt to evolving consumer demands and a changing competitive landscape, as well as Ford's commitment to deliver profitable battery-electric vehicles. The update of Ford's strategy underlines that the industry's transition to battery-electric vehicles does not follow a linear path. At the same time, the transition proves to be costly for automakers. Ford expects its Model e segment to incur losses of $5 billion to $5.5 billion in 2024, after $4.7 billion of losses last year. The cancellation of the previously planned three-row battery-electric SUV further weighs on the earnings of its electric vehicle segment and tempers Ford's cash flow while additional cash expenditures linger. The announcement provides greater clarity with respect to the direction that Ford is taking in its electric vehicle strategy, after previous announcements of vehicle deferrals, changes in plans for battery plants, and an apparent recent shift towards more affordable battery-electric models. The announced introduction of a new, battery-electric commercial van in 2026 plays to Ford's considerable strength in the commercial vehicle market, both in the US and in Europe. It also targets a customer segment that rationalizes its purchase decision on a total cost of ownership basis and that can more readily benefit from on-site overnight charging availability. The new medium-sized electric pick-up truck that is slated to go in production in 2027 fits into Ford's recent pivot towards the more affordable battery-electric vehicle segment, where it believes a smaller battery favorably affects vehicle profitability. Importantly, the electric vehicle tax credit for US consumers represents a proportionally larger discount to the vehicle price compared to higher-priced vehicle categories. The update of Ford's battery sourcing strategy is critical to establishing a path towards improving financial prospects for its battery-electric vehicles. Ford made several announcements previously with respect to investments in battery cell plants, but no plant is operational to date. Moody's believe that sourcing battery cells from domestic, vertically integrated battery plants can result in materially lower battery costs compared to sourcing batteries from a third-party supplier, especially after considering the benefits from the production tax credit of the Inflation Reduction Act. In addition, sourcing domestically produced battery cells helps to meet the battery component requirement of the consumer tax credit for the purchase of electric vehicles. Ford's first battery cell plant, part of the BlueOval SK joint venture between Ford and SK On, is scheduled to start production mid-2025, delivering important cost reductions for Ford's current E-Transit and F-150 Lightning. FORM TECHNOLOGIES: $175MM Bank Debt Trades at 21% Discount ---------------------------------------------------------- Participations in a syndicated loan under which Form Technologies LLC is a borrower were trading in the secondary market around 78.9 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $175 million Term loan facility is scheduled to mature on October 22, 2025. The amount is fully drawn and outstanding. Form Technologies LLC produces precision components. The Company offers zinc, aluminum, and magnesium die casting services to automotive telecommunications, and consumer electronics industry. Form Technologies LLC serves customers worldwide. FOUNDATION FITNESS: Hires Markus Williams Young as Counsel ---------------------------------------------------------- Foundation Fitness, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Colorado to employ Markus Williams Young & Hunsicker LLC as counsel. The firm will render these services: a. assist in the production of the Debtor's schedules and statement of financial affairs and other pleadings necessary to file its chapter 11 case; b. assist in the preparation of the Debtor's plan of reorganization; c. prepare on behalf of the Debtor all necessary applications, complaints, answers, motions, orders, reports, and/or other legal papers; d. represent the Debtor in adversary proceedings and contested matters related to the Debtor's bankruptcy case; e. investigate the assets, liabilities, and financial affairs of the estate, including the assets, liabilities, and financial affairs of various entities which are owned by, controlled by, or affiliated with the Debtor; f. assist the Debtor in analyzing and pursuing any proposed dispositions of assets of its bankruptcy estate; g. pursue claims and causes of action of the Debtor's bankruptcy estate, including but not limited to claims and causes of action arising under Chapter 5 of the Bankruptcy Code; h. defending the Debtor and its estate in any litigation matters which may be asserted, including the defense of motions seeking relief from the automatic stay; i. provide legal advice with respect to the Debtor's rights, powers, obligations and duties as chapter 11 debtor-in-possession in the continuing operation of the Debtor's business and the administration of the estate; and j. provide other legal services for the Debtor as necessary and appropriate for the administration of the Debtor's estate. The hourly rates of the firm's counsel and staff are as follows: Bradley T. Hunsicker $445 per hour Matthew T. Faga $475 per hour Lacey S. Bryan $410 per hour Ryan L. Blansett $325 per hour Serina Schaefer, Paralegal $175 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm will be paid a retainer of $150,000. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew T. Faga, Esq, Markus Williams Young & Hunsicker LLC 1775 Sherman Street, Suite 1950 Denver, Colorado 80203-4505 Telephone (303) 830-0800 Facsimile (303) 830-0809 Email: mfaga@markuswilliams.com About Foundation Fitness, LLC Founded in 2009, Foundation Fitness, LLC creates custom commercial gyms and fitness centers. It offers 2D and 3D design layout, equipment sales, installation and support. Foundation Fitness and its affiliates filed voluntary Chapter 11 petitions (Bankr. D. Neb. Lead Case No. 24-14556) on June 22, 2024. At the time of the filing, Foundation Fitness reported up to $50 million in both assets and liabilities. Judge Kimberley H. Tyson oversees the cases. Markus Williams Young & Hunsicker LLC and Patino Law Office, LLC serve as Debtors' bankruptcy counsel. On July 1, 2024, the Office of the United States Trustee for Region 13 appointed an official committee of unsecured creditors in these Chapter 11 cases. The committee tapped Murphy Desmond SC and Davis Graham & Stubbs LLP as counsel. FRANCHISE GROUP: $1BB Bank Debt Trades at 41% Discount ------------------------------------------------------ Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 58.6 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1 billion Term loan facility is scheduled to mature on March 10, 2026. About $764.8 million of the loan is withdrawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddyâ€™s Home Furnishings and Sylvan Learning Systems, Inc. FRANCHISE GROUP: $300MM Bank Debt Trades at 42% Discount -------------------------------------------------------- Participations in a syndicated loan under which Franchise Group Inc is a borrower were trading in the secondary market around 57.6 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $300 million Term loan facility is scheduled to mature on March 10, 2026. About $296.3 million of the loan is withdrawn and outstanding. Franchise Group, Inc., through its subsidiaries, operates franchised and franchisable businesses including The Vitamin Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More, American Freight, Buddyâ€™s Home Furnishings and Sylvan Learning Systems, Inc. FTX TRADING: Permanent Injunction Order Entered in CFTC Case ------------------------------------------------------------ In the case captioned as COMMODITY FUTURES TRADING COMMISSION, v. SAMUEL BANKMAN-FRIED, FTX TRADING LTD D/B/A FTX.COM, ALAMEDA RESEARCH LLC, CAROLINE ELLISON, AND ZIXIAO "GARY" WANG, Defendants, Case No. 1:22-cv-10503-PKC (S.D.N.Y.), Judge P. Kevin Castel of the United States District Court for the Southern District of New York entered a Consent Order of Permanent Injunction and Other Equitable Relief against FTX Trading Ltd. d/b/a ftx.com and Alameda Research LLC without further notice. On December 21, 2022, Commodity Futures Trading Commission filed an Amended Complaint for Injunctive and Other Equitable Relief and for Civil Monetary Penalties Under the Commodity Exchange Act and Commission Regulations against Defendants Samuel Bankman-Fried, FTX Trading Ltd. d/b/a FTX.com, Alameda Research LLC, Caroline Ellison and Zixiao "Gary" Wang, for violations of the Commodity Exchange Act promulgated thereunder, 17 C.F.R. pts. 1–190 (2022). The Amended Complaint alleges the FTX Entity Defendants, acting together as a common enterprise, violated Section 6(c)(1) of the Act, 7 U.S.C. Sec. 9(1), and Regulation 180.1(a) (1) and (3), 17 C.F.R. Sec. 180.1(a)(1), (3) (2023), by intentionally or recklessly, in connection with swaps and contracts of sale of commodities in interstate commerce, employing a scheme or artifice to defraud; and engaging in acts, practices, and a course of business that operated as a fraud or deceit on FTX customers, digital asset lenders to Alameda, and other market participants. The acts, omissions, and failures of Bankman-Fried, Ellison, and other officers, employees or agents acting for the FTX Entity Defendants were done within the scope of their office, employment or agency and therefore, pursuant to 7 U.S.C. Sec. 2(a)(1)(B) and 17 C.F.R. Sec. 1.2 (2023), the FTX Entity Defendants are liable for each violation of Section 6(c)(1) of the Act and Regulation 180.1(a)(1), (3) they committed. The Amended Complaint further alleges the FTX Entity Defendants, acting together as a common enterprise, violated Section 6(c)(1) of the Act, 7 U.S.C. Sec. 9(1), and Regulation 180.1(a)(2), 17 C.F.R. Sec. 180.1(a)(2) (2023), by intentionally or recklessly, in connection with swaps and contracts of sale of commodities in interstate commerce, making untrue or misleading statements of material fact, and omitting to state material facts necessary to make the statements made not untrue or misleading. The acts, omissions, and failures of Bankman-Fried, Ellison, and other officers, employees or agents acting for the FTX Entity Defendants were done within the scope of their office, employment or agency and therefore, pursuant to 7 U.S.C. Sec. 2(a)(1)(B) and 17 C.F.R. Sec. 1.2 (2023), the FTX Entity Defendants are liable for each violation of Section 6(c)(1) of the Act and Regulation 180.1(a)(2) they committed. The Court finds there is good cause for the entry of this Consent Order and that there is no just reason for delay. The Court therefore directs the entry of the Findings of Fact, Conclusions of Law, permanent injunction and equitable relief pursuant to Section 6c of the Act, 7 U.S.C. Sec. 13a-1. The Court has jurisdiction over this action pursuant to 28 U.S.C. Sec. 1331 (codifying federal question jurisdiction) and 28 U.S.C. Sec. 1345 (providing that U.S. district courts have original jurisdiction over civil actions commenced by the United States or by any agency expressly authorized to sue by Act of Congress). Unless restrained and enjoined by the Court, Judge Castel says there is a reasonable likelihood the FTX Entity Defendants will continue to engage in the acts and practices alleged in the Amended Complaint and in similar acts and practices in violation of the Act and Regulations. (A) PERMANENT INJUNCTION Judge Castel rules that, based upon and in connection with the foregoing conduct described in the Findings of Fact and Conclusions of Law, pursuant to Section 6c of the Act, 7 U.S.C. Sec. 13a-1, the FTX Entity Defendants, and any of their affiliates, agents, servants, employees, successors, assigns, attorneys and persons in active concert or participation with them, are permanently restrained, enjoined and prohibited from directly or indirectly cheating or defrauding, or attempting to cheat or defraud, willfully deceiving or attempting to deceive, customers or other persons by, among other things, intentionally or recklessly, in connection with any swap, or contract of sale or any commodity in interstate commerce, or contract for future delivery on or subject to the rules of any registered entity, directly or indirectly: i. using or employing, or attempted to use or employ, a scheme or artifice to defraud in violation of Section 6(c)(1) of the Act, 7 U.S.C. Sec. 9(1), and Regulation 180.1(a)(1), 17 C.F.R. Sec. 180.1(a)(1) (2023); ii. making untrue or misleading statements of material fact, or omitting to state material facts necessary to make the statements made not untrue or misleading in violation of Section 6(c)(1) of the Act, 7 U.S.C. Sec. 9(1), and Regulation 180.1(a)(2), 17 C.F.R. Sec. 180.1(a)(2) (2023); and iii. engaging or attempting to engage in acts, practices, or a course of business that operates or would operate as a fraud or deceit on any person, in violation of Section 6(c)(1) of the Act, 7 U.S.C. Sec. 9(1), and Regulation 180.1(a)(3), 17 C.F.R. Sec. 180.1(a)(3) (2023). (B) RESTITUTION AND DISGORGEMENT FTX Trading and Alameda shall pay, jointly and severally, restitution of $8.7 billion to persons who sustained losses proximately caused by the violations of the Act and Regulations described in the Amended Complaint and this Consent Order. FTX Trading and Alameda shall pay, jointly and severally, disgorgement of $4 billion for gains received in connection with the violations described in the Amended Complaint and this Consent Order. A copy of the Court's decision dated August 5, 2024, is available at https://urlcurt.com/u?l=buxefe About FTX Group FTX is the world's second-largest cryptocurrency firm. FTX is a cryptocurrency exchange built by traders, for traders. FTX offers innovative products including industry-first derivatives, options, volatility products and leveraged tokens. Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that FTX paused customer withdrawals after it was hit with roughly $5 billion worth of withdrawal requests. Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell itself to its giant rival Binance, but Binance walked away from the deal amid reports on FTX regarding mishandled customer funds and alleged US agency investigations. At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step aside, and restructuring vet John J. Ray III was quickly named new CEO. FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc. (d/b/a FTX US), Alameda Research Ltd. and certain affiliated companies then commenced Chapter 11 proceedings (Bankr. D. Del. Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022. Additional entities sought Chapter 11 protection on Nov. 14, 2022. FTX Trading and its affiliates each listed $10 billion to $50 million in assets and liabilities, making FTX the biggest bankruptcy filer in the US this year. According to Reuters, SBF shared a document with investors on Nov. 10 showing FTX had $13.86 billion in liabilities and $14.6 billion in assets. However, only $900 million of those assets were liquid, leading to the cash crunch that ended with the company filing for bankruptcy. The Hon. John T. Dorsey is the case judge. The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel; Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal North America, LLC as financial advisor. Kroll is the claims agent, maintaining the page https://cases.ra.kroll.com/FTX/Home Index The Official Committee of Unsecured Creditors tapped Paul Hastings as counsel, FTI Consulting, Inc., as financial advisor, and Jefferies LLC as the investment banker. Young Conaway Stargatt & Taylor LLP is the Committee's Delaware and conflicts counsel. Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory T. Donilon, Edward L. Schnitzer, and David M. Banker, is representing Sam Bankman-Fried in the Chapter 11 cases. White collar crime specialist Mark S. Cohen has reportedly been hired to represent SBF in litigation. Lawyers at Paul Weiss previously represented SBF but later renounced representing the entrepreneur due to a conflict of interest. FULCRUM LOAN: Seeks to Hire Keck Legal as Bankruptcy Counsel ------------------------------------------------------------ Fulcrum Loan Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Law Firm of Keck Legal as counsel. The firm's services include: a. giving the Debtor legal advice with respect to its powers and duties as debtor-in-possession in the management of its property; b. preparing on behalf of the Debtor as debtor-in-possession necessary schedules, applications, motions, answers, orders, reports and other legal matters. c. assisting in examination of the claims of creditors; d. assisting with formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; e. performing all other legal services for Debtor as debtor0in-possesion that may be necessary. The firm will be paid at these rates: Benjamin R. Keck $445 per hour Melissa Dukuara $95 per hour Selah Owusu $95 per hour Miguel Quinonez $95 per hour The firm will be paid a retainer in the amount of $65,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Benjamin R. Keck, Esq., a partner at Law Firm of Keck Legal, 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: Benjamin R. Keck, Esq. Law Firm of Keck Legal Druid Chase 2801 Buford Highway NE, Suite 115 Atlanta, GA 30329 Tel: (470) 826-6020 About Fulcrum Loan Holdings, LLC Fulcrum Loan Holdings is engaged in activities related to real estate. Fulcrum Loan Holdings, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 24-56114) on June 11, 2024, listing $10 million to $50 million in assets and $1 million to $10 million in liabilities. The petition was signed by Ronald S. Leventhal as CEO of Manager of Managing Member of Senior Member of Sole Member. Benjamin Keck, Esq. at KECK LEGAL, LLC represents the Debtor as counsel. G-MAC CONSTRUCTION: Seeks to Hire Mark J. Lazzo as Legal Counsel ---------------------------------------------------------------- G-Mac Construction, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Mark J. Lazzo, PA as its bankruptcy counsel. The firm will assist the Debtor in preparing and presenting to the Court schedules, a Plan, review of claims, negotiation with creditors, arranging and negotiating sales, and the filing of adversary actions. The firm's professionals will be paid at these hourly rates: Mark Lazzo, Attorney $350 Justin Balbierz, Attorney $300 Mr. Lazzo 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: Mark J. Lazzo, Esq. Mark J. Lazzo, P.A. 3500 N. Rock Road Bldg. 300, Suite B Wichita, Kansas 67226 Telephone: (316) 263-6895 Email: mark@lazzolaw.com About G-Mac Construction G-Mac Construction, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No. 24-10797) on Aug. 19, 2024. In the petition signed by Gary W. McGonigle, president, the Debtor disclosed under $1 million in both assets and liabilities. Judge Mitchell L. Herren oversees the case. Mark J. Lazzo, P.A. serves as the Debtor's legal counsel. GALAXIE BRANDS: Obtains CCAA Initial Stay Order; KPMG as Monitor ---------------------------------------------------------------- On application by The Vancor Group Inc., the Ontario Superior Court of Justice (Commercial List) issued an order ("Initial Order") in respect of 1000370759 Ontario Inc. and Galaxie Brands Corporation ("Galaxie Group") under the Companies' Creditors Arrangement Act ("CCAA"). Pursuant to the Initial Order, KPMG Inc. has been appointed as Monitor (the "Monitor") in Galaxie Group's CCAA proceedings. According to court documents, Vancor is the largest creditor of Equipment Co, which is the 100% owner of Galaxie Brands. Vancor's debt has matured and is owing. The funds provided by the Vancor to Equipment Co have been used to, among other things: a) purchase and finance equipment critical to Galaxie Brands' business; b) purchase inventory for Galaxie Brands; and c) meet Galaxie Brands' critical, ordinary-course obligations such as payroll While the Vancor's debt is unsecured, the Debtors have no secured creditors. The Initial Order provides for a stay of proceedings ("Stay of Proceedings") against the Galaxie Group and its officers and directors until and including Aug. 16, 2024. The Stay of Proceedings prohibits all parties from commencing or continuing any legal proceedings against the Galaxie Group, and all rights and remedies of all parties against or in respect of the Galaxie Group, its assets and business are stayed and suspended except with the written consent of the Galaxie Group and the Monitor, or with leave of the Court. The Stay of Proceedings was granted to protect the Galaxie Group, its assets and business and the interests of its creditors, and to give the Galaxie Group breathing room to formulate and implement its restructuring plan, which will include the sale of its business. A hearing date for, among other things, the motion of Vancor for an extension of the Stay of Proceedings was scheduled for Aug. 15, 2024. Except as permitted in the Initial Order, the Initial Order directs the Galaxie Group to make no payments relating to the supply of goods or services made prior to Aug. 6, 2024. To date, no claims procedure has been approved by the Court, and accordingly creditors are not required to file a proof of claim at this time. A copy of the Initial Order, the application materials, and a preliminary list of known creditors are posted on the Monitor’s website at: https://kpmg.com/ca/galaxie. The Monitor will post additional relevant information and documents related to the CCAA proceedings on the Monitor’s website as they become available. Interested persons may contact the Monitor directly toll free at 1 (833) 668-2887, locally at (416) 777-3696, or galaxie@kpmg.ca. The Monitor: KPMG INC. Bay Adelaide Centre 333 Bay Street, Suite 4600 Toronto, ON M5H 2R2 Anamika Gadia Email: agadia@kpmg.ca Tel: 416-777-3842 George Bourikas Email: gbourikas@kpmg.ca Tel: 416-777-8887 Counsel to the Monitor: Blake, Cassels & Graydon LLP Attn: Chris Burr 199 Bay Street Suite 4000, Commerce Court West Toronto, ON M5L 1A9 Email: chris.burr@blakes.com Tel: 416-863-3261 Vancor Group can be reached at: The Vancor Group Inc. Attn: Corry Van Iersel 697 Coronation Blvd, Unit 5 Cambridge, ON N1R 3G5 Email: corry@tncc.ca Counsel to the Applicants: Miller Thomson LLP Scotia Plaza 40 King Street West, Suite 5800 P.O. Box 1011 Toronto, ON M5H 3S1 Larry Ellis Email: lellis@millerthomson.com Tel: 416-595-8639 David Ward Email: dward@millerthomson.com Tel: 416-595-8625 Patrick Corney Email: pcorney@millerthomson.com Tel: 416-595-8555 Sam Massie Email: smassie@millerthomson.com Tel: 416-595-8641 Monica Faheim Email: mfaheim@millerthomson.com Tel: 416-597-6087 Galaxie Brands Corporation are in the cannabis packaging business, and their businesses are inextricably intertwined. Galaxie Brands is the licensed operating entity and is a 100% subsidiary of Equipment Co, and Equipment Co owns the equipment upon which the Debtors’ business is wholly reliant. GAUCHO GROUP: All Six Proposals Approved at Annual Meeting ---------------------------------------------------------- Gaucho Group Holdings, Inc. disclosed in a Form 8-K filed with the Securities and Exchange Commission that the Company convened its 2024 Annual General Meeting of Stockholders virtually on Aug. 16, 2024, at which the stockholders: (1) elected David R. Reinecke to serve a three-year term as a Class II director until his successor is elected and qualified; (2) approved, for purposes of complying with Nasdaq Listing Rule 5635(b), the issuance in excess of 19.99% of the Company's outstanding common stock upon conversion of shares of the Company's senior convertible preferred stock issued either directly in connection with, or upon the conversion of convertible promissory notes issued in connection with, a private placement pursuant to Rule 506(b) of the Securities Act of 1933, as amended, which may be deemed a "change of control" under Nasdaq Listing Rule 5635(b); (3) approved, for purposes of complying with Nasdaq Listing Rule 5635(c), the issuance of shares of the company's common stock to certain advisors of the Company at a price less than the market value upon conversion of shares of the Company's senior convertible preferred stock issued either directly in connection with, or upon the conversion of convertible promissory notes issued in connection with, a private placement pursuant to Rule 506(b) of the Securities Act of 1933, as amended; (4) approved, for purposes of complying with Nasdaq Listing Rule 5635(d), the issuance of shares of the Company's common stock upon conversion of shares of the Company's senior convertible preferred stock issued either directly in connection with, or upon the conversion of convertible promissory notes issued in connection with, a private placement pursuant to Rule 506(b) of the Securities Act of 1933, as amended, without giving effect to the 19.99% cap provided under Nasdaq Listing Rule 5635(d); (5) approved an amendment to the Company's 2018 Equity Incentive Plan to increase the number of shares available for awards under the plan to 30% of the Company's common stock outstanding on a fully diluted basis as of the date of stockholder approval, with an automatic increase on January 1 of each year by the amount equal to 5% of the total number of shares outstanding on a fully diluted basis on such date; and (6) ratified and approved Marcum, LLP as the Company's independent registered accounting firm for the year ended Dec. 31, 2024. At the 2024 AGM, Peter J.L. Lawrence, a Class II director of the Company, did not stand for re-election. As described in the Company's Current Reports on Forms 8-K as filed with the SEC on May 21, 2024 and July 3, 2024, Gaucho Group filed a Certificate of Designation of Senior Convertible Preferred Stock with the Delaware Secretary of State, designating 100,000 shares of preferred stock of the Company, par value $0.01, as Senior Convertible Preferred Stock. The Board of Directors of the Company approved the commencement of a private placement of shares of Senior Convertible Preferred Stock and 8.5% promissory notes for aggregate proceeds of up to $7.2 million (up to $6 million with a 20% overallotment) pursuant to Section 4(a)(2) of the 1933 Act and Rule 506(b) of Regulation D thereunder. The Preferred Shares will be issued at a price per share of $100; provided that the Company is limited to the sale of up to 6,731 Preferred Shares for gross proceeds of $637,100 until such time as stockholder approval is granted pursuant to Nasdaq Rule 5635(d) at the Company's Annual General Meeting of Stockholders on Aug. 18, 2024. The Notes, with 8.5% annual interest, become convertible into Preferred Shares at a price of $100 per share on the date the Company obtains stockholder approval of its Proposals No. 2, 3, and 4 at the 2024 AGM. At the 2024 AGM, the Company obtained the requisite stockholder approval, and the Notes comprised of $3,306,425 and $41,396 in interest were automatically converted into an aggregate of 33,488 Preferred Shares based on a conversion price of $100 per Preferred Share. For this sale of securities, no general solicitation was used, the Preferred Shares were only offered to a small select group of accredited investors, all of whom have a substantial pre-existing relationship with the Company, and no commissions were paid. The Company relied on the exemption from registration available under Section 4(a)(2) and/or Rule 506(b) of Regulation D promulgated under the Securities Act with respect to transactions by an issuer not involving any public offering. A Form D will be filed with the SEC within 15 days of Aug. 16, 2024, the date of conversion of the Notes. As of Aug. 16, 2024, no shares of Senior Convertible Preferred Stock have yet been sold in the Private Placement. About Gaucho Group Holdings Through its wholly-owned subsidiaries, Gaucho Group Holdings, Inc. invests in, develops and operates real estate projects in Argentina. GGH operates a hotel, golf and tennis resort, vineyard and producing winery in addition to developing residential lots located near the resort. In 2016, GGH formed a new subsidiary, Gaucho Group, Inc. and in 2018, established an e-commerce platform for the manufacture and sale of high-end fashion and accessories. In February 2022, the Company acquired 100% of Hollywood Burger Argentina, S.R.L., now Gaucho Development S.R.L, through InvestProperty Group, LLC and Algodon Wine Estates S.R.L., which is an Argentine real estate holding company. In addition to GD, the activities in Argentina are conducted through its operating entities: InvestProperty Group, LLC, Algodon Global Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its wines in Europe under the name Algodon Wines (Europe). On June 14, 2021, the Company formed a wholly-owned Delaware limited liability company subsidiary, Gaucho Ventures I - Las Vegas, LLC, for purposes of holding the Company's interest in LVH Holdings LLC. New York, NY-based Marcum LLP, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 29, 2024, citing that the Company has a significant working capital deficiency, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. GCPS HOLDINGS: Taps Okin Adams Bartlett Curry as Bankruptcy Counsel ------------------------------------------------------------------- GCPS Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to employ Okin Adams Bartlett Curry, LLP as its legal counsel. The firm's services include: (a) advise the Debtor with respect to its rights, duties and powers in the Chapter 11 case; (b) assist and advise the Debtor in its consultations relative to the administration of the Chapter 11 case; (c) assist the Debtor in analyzing the claims of its creditors and in negotiating with such creditors; (d) assist the Debtor in the analysis of and negotiations with any third-party concerning matters relating to, among other things, the terms of a plan of reorganization; (e) represent the Debtor at all hearings and other proceedings; (f) review and analyze all applications, orders, statements of operations and schedules filed with the court and advise the Debtor as to their propriety; (g) assist the Debtor in preparing pleadings and applications as may be necessary in furtherance of its interests and objectives; and (h) perform such other legal services as may be required and are deemed to be in the interests of the Debtor in accordance with its powers and duties as set forth Subchapter V and other applicable provisions in the Bankruptcy Code. The hourly rates of the firm's counsel and staff are as follows: Matthew S. Okin, Partner $825 Ryan A. O'Connor, Associate $515 Kelley Edwards, Associate $435 Paraprofessionals $155 In addition, the firm will seek reimbursement for expenses incurred. The firm received a total initial retainer of $55,000 from Terry Shafer, the Debtor's managing member. Matthew Okin, Esq., an attorney at Okin Adams Bartlett Curry, 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 S. Okin, Esq. Okin Adams Bartlett Curry LLP 1113 Vine St., Suite 240 Houston, TX 77002 Telephone: (713) 228-4100 Facsimile: (346) 247-7158 Email: mokin@okinadams.com About GCPS Holdings GCPS Holdings, LLC manufactures and distributes industrial thermoplastic pipe, valves and fittings as well as offers pipeline construction, maintenance, integrity testing and repair. It is based in The Woodlands, Texas. On June 4, 2024, creditors Derrick Jones, Mark R. Tawney, and William A. Kutsche filed involuntary Chapter 11 petition against the Debtor (Bankr. S.D. Tex. Case No. 24-32646). The case was converted to a voluntary case on July 24, 2024. Judge Jeffrey P. Norman oversees the case. John E. Mitchell, Esq., at Katten Muchin Rosenman, LLP represents the petitioning creditors as legal counsel. GEISLERS LANE: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Geislers Lane Group LLC One Airport Road Lakewood, NJ 08701 Business Description: Geislers Lane is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101 (51B)). Chapter 11 Petition Date: August 26, 2024 Court: United States Bankruptcy Court District of New Jersey Case No.: 24-18405 Debtor's Counsel: Timothy P. Neumann, Esq. BROEGE NEUMANN FISCHER & SHAVER, LLC 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 Email: timothyneumann25@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Fred Melcer as managing member. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ANIBW3A/Geislers_Lane_Group_LLC__njbke-24-18405__0001.0.pdf?mcid=tGE4TAMA GMP BORROWER: S&P Withdraws 'B-' Issuer Credit Rating ----------------------------------------------------- GMP Borrower LLC, the owner of a crude oil gathering and transportation pipeline in Oklahoma and parts of Texas, repaid its outstanding term loan on May 3, 2024. As a result, S&P withdrew the issuer credit rating. At the time of withdrawal, the rating was 'B-' and the outlook was stable. S&P discontinued its issue-level rating on the term loan. The rating on the term loan was 'B+'. GOLDEN RULE: Seeks to Hire Villa & White as Bankruptcy Counsel -------------------------------------------------------------- Golden Rule Resources, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Villa & White, LLP as legal counsel. The firm will render these services: (a) assist and advise the Debtor relative to its operations and to the overall administration of this Chapter 11 case; (b) represent the Debtor at hearings to be held before this court and communicate with its creditors regarding the matters heard and the issues raised, as well as the decisions and considerations of this court; (c) prepare, review, and analyze pleadings, orders, operating reports, schedules, statements of affairs, and other documents filed and to be filed; (d) assist the Debtor in preparing such applications, motions, memoranda, adversary proceedings, proposed orders and other pleadings as may be required in support of positions taken by the it, as well as preparing witnesses and reviewing documents relevant thereto; (e) coordinate the receipt and dissemination of in formation prepared by and received from the Debtor and the its accountants, and other retained professionals, as well as such information as may be received from accountants or other professionals engaged by any official committee; (f) confer with the professionals as may be selected and employed by any official committee; (g) assist and counsel the Debtor in its negotiations with creditors, or Court-appointed representatives or interested third parties concerning the terms, conditions, and import of a plan of reorganization and disclosure statement to be proposed and filed by it; (h) assist the Debtor with such services as may contribute or are related to the confirmation of a plan of reorganization in this Chapter 11 case; (i) assist and advise the Debtor in its discussions and negotiations with others regarding the terms, conditions, and security for credit, if any, during this Chapter 11 case; (j) conduct such examination of witnesses as may be necessary in order to analyze and determine, among other things, the Debtor’s assets and financial condition, whether the Debtor has made any avoidable transfers of its property, and whether causes of action exist on behalf of its estate; and (k) assist the Debtor generally in performing such other services as may be desirable or required pursuant to section 1107 of the Bankruptcy Code. Morris White III, Esq., an attorney at Villa & White, will be paid at his hourly rate of $400 plus expenses. Mr. White 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: Morris E. "Trey" White III, Esq. Villa & White LLP 100 NE Loop 410 #615 San Antonio, TX 78213 Telephone: (210) 225-4500 Email: treywhite@villawhite.com About Golden Rule Resources Golden Rule Resources LLC is primarily engaged in renting and leasing real estate properties. The Debtor is the fee owner of five properties located in San Antonio, TX valued at $1.13 million in the aggregate. Golden Rule Resources LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-51355) on July 21, 2024. In the petition filed by Carmen Hall, member, the Debtor reports total assets of $1,300,894 and total liabilities of $1,263,618. Judge Craig A. Gargotta oversees the case. Morris E. "Trey" White III, Esq., at Villa & White LLP serves as the Debtor's bankruptcy counsel. GRAY TELEVISION: S&P Downgrades ICR to 'B' on Elevated Leverage --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Gray Television Inc. to 'B' from 'B+'. S&P said, "At the same time, we lowered the issue-level rating on the company's senior secured debt to 'B+' from 'BB-' and our issue-level rating on its senior unsecured debt to 'CCC+' from 'B-'. Our '2' and '6' recovery ratings on the secured and unsecured debt, respectively, are unchanged. "The negative outlook reflects our expectation that secular challenges will cause Gray's EBITDA and cash flow to decline over time, and that we expect free operating cash flow (FOCF) to debt will remain below 5% absent debt reduction and a greater-than-anticipated level of political revenue. "We no longer believe Gray will be able to reduce its leverage below 6x. We expect the company's S&P Global Ratings-adjusted net leverage (calculated on an average trailing-eight-quarter basis) will be about 6.4x as of the end of 2024 and 6.6x as of the end of 2025. This is despite the increase in our forecast for Gray's 2024 political revenue to $600 million from $520 million. We expect the cash flow benefits from the increase in political revenue will be offset by a 2%-4% reduction in our forecast for its core and distribution revenue amid secular pressures as well as an increase in its cost of capital following its recent refinancings. Even if Gray generated political revenue of $650 million in 2024 (the same level it reported in 2020, pro forma for acquisitions and including the Georgia senate run-off races), we estimate its leverage would remain above 6x in 2024 and 2025. "Secular pressures could make it more costly for Gray to refinance its upcoming debt maturities, which would further pressure its cash flow. The company recently addressed its largest 2026 maturities by refinancing its $1.2 billion term loan due 2026 and repurchasing $690 million of notes due 2026 using a new $500 million senior secured term loan due 2029 and $1.25 billion of senior secured notes due 2029. Gray's next largest maturities are its $300 million accounts-receivable (AR) securitization facility due 2026 (fully drawn), its $671 million senior unsecured notes due 2027 and its $1.5 billion term loan E due 2028. Despite addressing most of it 2026 maturities, the company's refinancings raised its cost of capital, which will increase its annual interest expense by about $30 million. If Gray refinances its upcoming maturities at similar rates as its new term loan and senior notes, we anticipate it would likely sustain FOCF to debt of less than 5% (through a political cycle). We currently forecast the company's S&P Global adjusted FOCF to debt will be about 6% in 2024, 1% in 2025, and 7% in 2026. "We view voluntary debt reduction as crucial for Gray to reduce its interest burden and improve its FOCF. We note that the company already reduced the outstanding principal on its 2027 senior notes by about $80 million in 2024 using a combination of its cash generation and borrowings from its revolving credit facility. We expect Gray will generate reported FOCF of $450 million-$470 million in 2024 and 2026 (due to the benefits from political revenue), which will likely support its deleveraging, though we note its $52 million of annual preferred dividends and $30 million-$35 million of annual common dividends will reduce its cash available for debt repayment. "Gray's core and distribution revenue are exposed to secular pressures. We expect the company's distribution revenue will remain flat to rising by 1% in 2025, which follows a 4% decline in 2024 due to a sustained pace of subscriber churn. The increase in 2025 is due to price increases, as Gray recently completed its three-year renewal cycle with its traditional big-four network subscribers. Gray renewed 30% of its subscribers in 2024 and 70% throughout 2023 and 2022. However, subsequent to 2025, we do not believe the company will be able to grow its distribution revenue because its annual price escalators will become insufficient to offset its subscriber churn. We also believe it will be more difficult for Gray to increase its prices (given the already high cost of pay-TV, declining TV audiences, weaker broadcast network content, and less-exclusive broadcast network content). We expect the company will increase its core advertising revenue by about 2% in 2025, given the lack of political displacement, but estimate its core advertising revenue will be flat to declining by the low-single-digit percent area annually (though performing better in odd years absent the displacement from political advertising revenue). Over time, we believe Gray's cash flow (and that of its peers) will become increasingly dependent on its political advertising revenue in even years to offset the declines in its core advertising and distribution revenue. "Despite the increasing risks to broadcast TV, we still view it more favorably than other TV subsectors. We continue to view broadcast TV more favorably than other TV subsectors (such as general entertainment) given its focus on local news and sports, which is more exclusive to TV and overwhelmingly watched live. Broadcast TV has the broadcast rights for key sports leagues, including the National Football League (NFL), which will remain on broadcast TV through the 2033-2034 season. The NFL has an out option after the 2029-2030 season, but even if the NFL exercises that option, we expect the league will continue to prioritize broad audience reach and therefore do not expect any significant reduction in the number of games on broadcast TV. In addition, we expect the NFL will continue to require games to be broadcast on local TV. For example, while Netflix was recently awarded the streaming rights to two NFL games on Christmas Day, the games will also be aired in their local markets on Paramount's local TV stations. We believe the recent shift in NBA rights from Turner Sports to NBC (starting with the 2025 season) is more evidence of the importance of wide audience reach to sports leagues. As a result, we expect it will remain a key component of pay-TV distributors' video offerings. "The negative outlook reflects our expectation that secular challenges will cause Gray's EBITDA and cash flow to decline over time, and that we expect free operating cash flow (FOCF) to debt will remain below 5% absent debt reduction and a greater-than-anticipated level of political revenue." S&P could lower its rating on Gray if FOCF to debt remains below 5% (over a political cycle) on a sustained basis. This could occur if: -- S&P expects the company will refinance its upcoming debt maturities at higher rates that pressure its FOCF; -- Management prioritizes shareholder-friendly initiatives (such as share repurchases or acquisitions) over voluntary debt repayment; -- The company's net retransmission revenue declines because of lower-than-expected price increases for pay-TV distributors during its upcoming contract renewals or growth in reverse retransmission fees does not moderate as we currently expect; or -- A severe or prolonged economic slowdown reduces the company's core advertising revenue. S&P could revise its outlook on Gray to stable if S&P expects it will maintain FOCF to debt of more than 5% (over a political cycle) on a sustained basis. This could occur if: -- The revenue trends in the company's various segments show sustained relative stability; and -- The company improves its cash flow available for debt repayment, likely through expense or dividend reductions, and it uses all of its excess cash for voluntary debt repayment. GREEN PLAINS: Egan-Jones Retains B- Senior Unsecured Ratings ------------------------------------------------------------ Egan-Jones Ratings Company, on August 15, 2024, maintained its 'B-' foreign currency and local currency senior unsecured ratings on debt issued by Green Plains Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Omaha, Nebraska, Green Plains Inc. owns and operates ethanol plants located in the Midwest U.S. GREENWICH INVESTMENT: Gets OK to Hire B. Lane Hasler as Counsel --------------------------------------------------------------- Greenwich Investment Management, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ B. Lane Hasler, Esq., an attorney practicing in Chicago, Ill., as special counsel. The attorney will serve as the Debtor's bondholder representative on four projects including assisted living centers, charter schools and airport facilities. The professional will specifically render these services: (a) on the Hayward Hangars Project, advise Debtor on its post-closing obligations under the bond documents; (b) on the Meredith Project, advise the Debtor and provide support to BSSN and assist in the closing of the sale of the collateral for the Meredith Bonds; (c) on the FOH Project, advise the Debtor on the sale of the collateral for the FOH Bonds, assist in negotiations with prospective purchasers, document a sale agreement and close a sale; (d) on the McClellan Project, advise the Debtor on the letter of intent with the prospective purchaser, convert that to a sale agreement and assist in closing the sale of the collateral for the McClellan Bonds; and (e) provide all other legal services as reasonably necessary to represent Debtor as Bondholder Representative in the trust accounts at the bond trustee. The hourly rates of the firm's counsel and staff are as follows: B. Lane Hasler, Attorney $700 Associate $350 Paralegal $110 In addition, the firm will seek reimbursement for expenses incurred. Mr. Hasler 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 firm can be reached through: B. Lane Hasler, Esq. 33 N. Dearborn, Suite 2330 Chicago, IL 60602 Telephone: (312) 893-0551 Email: lanehasler@blhlo.com About Greenwich Investment Management Greenwich Investment Management, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-00721) on May 21, 2024, with up to $50,000 in assets and up to $500,000 in liabilities. Judge Caryl E. Delano presides over the case. The Debtor tapped Craig I. Kelley, Esq., at Kelley Kaplan & Eller, PLLC as bankruptcy counsel and B. Lane Hasler, Esq., as special counsel. GRESHAM WORLDWIDE: Seeks to Hire Engelman Berger as Legal Counsel ----------------------------------------------------------------- Gresham Worldwide, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ the Engelman Berger, PC as its legal counsel. The firm's services include: (a) advise the Debtor with respect to its powers and duties; (b) represent the Debtor at the First Meeting of Creditors, initial debtor interview and all court hearings, adversary proceedings or contested matters that have been or may be filed herein; (c) attend meetings and negotiating with representatives of creditors and other parties-in-interest and advising and consulting on the conduct of the case; (d) assist the Debtor with the preparation of its Schedules of Assets and Liabilities and Statement of Financial Affairs; (e) advise the Debtor with respect to any contemplated sales of assets and/or business combinations, formulate and implement appropriate closing procedures for such transactions, and prepare and prosecute all motions and/or pleadings necessary to obtain the court's authorization for such transactions; (f) advise the Debtor with respect to any post-petition financing and cash collateral arrangements; negotiating, drafting and prosecuting all documents, motions and pleadings relating thereto; (g) advise the Debtor on all matters relating to the assumption, rejection or assignment of unexpired leases and executory contracts; (h) advise the Debtor with respect to legal issues arising in or relating to its ordinary course of business; (i) take all necessary action to protect and preserve the Debtor's estate; (j) prepare, negotiate and take all actions necessary to obtain approval and/or confirmation of a disclosure statement, plan of reorganization and related agreements and documents; and (k) perform all other legal services relating to the administration and conduct of the Debtor's estate in its efforts to reorganize. The firm will be paid at these hourly rates: Shareholders $500 - $800 Associates $300 - $450 Paralegals $225 - $275 In addition, the firm will seek reimbursement for expenses incurred. The Debtor paid the firm a prepetition retainer in the total amount of $200,000. Patrick Clisham, Esq., an attorney at Engelman Berger, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Patrick A. Clisham, Esq. Engelman Berger, PC 2800 North Central Avenue, Suite 1200 Phoenix, AZ 85004 Telephone: (602) 271-9090 Facsimile: (602) 222-4999 Email: pac@eblawyers.com About Gresham Worldwide Gresham Worldwide, Inc. designs, manufactures and distributes purpose-built electronics equipment, automated test solutions, power electronics, supply and distribution solutions, as well as radio, microwave and millimeter wave communication systems and components for a variety of applications with a focus on the global defense industry and the healthcare market. Gresham Worldwide sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-06732) on Aug. 14, 2024. In the petition filed by Lutz P. Henckels, chief financial officer, the Debtor disclosed $32,859,000 in assets and $39,786,000 in liabilities as of June 30, 2024. Judge Scott H. Gan oversees the case. Patrick A. Clisham, Esq., at Engelman Berger, PC serves as the Debtor's counsel. H2 BEVERAGES: Seeks to Hire Peak Appraisal Group as Appraiser ------------------------------------------------------------- H2 Beverages, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Peak Appraisal Group as its appraiser. The Debtor needs an appraiser to prepare an appraisal of the market value of its assets located at 1601 Summite Ave., Ste. 100, Plano, Texas. The firm will receive a flat fee of $1,900 for its services. Chris Rials, owner of Peak Appraisal 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: Chris Rials Peak Appraisal Group P.O. Box 913241 Sherman, TX 75091 Telephone: (469) 667-6862 About H2 Beverages H2 Beverages, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 24-40915) on Apr. 23, 2024, listing under $1 million in both assets and liabilities. Judge Brenda T. Rhoades oversees the case. Brandon J. Tittle, Esq., at Tittle Law Group, PLLC serves as the Debtor's bankruptcy counsel. HAWAIIAN ELECTRIC: S&P Places 'B-' ICR on CreditWatch Negative -------------------------------------------------------------- S&P Global Ratings placed its 'B-' issuer credit rating on Hawaiian Electric Industries Inc. (HEI) and its subsidiaries Hawaiian Electric Co. Inc. (HECO), Maui Electric Co. Ltd., and Hawaii Electric Light Co. Inc. on CreditWatch with negative implications. The negative CreditWatch placement reflects the potential for a downgrade of the companies within the next three months if HEI is unable to significantly reduce liquidity risks through the implementation of a capital financing plan that effectively addresses wildfire settlement payments. Rating Action Rationale S&P said, "While we assess recent developments as credit supportive, higher liquidity risk strains the company's credit quality. On Aug. 2, 2024, HEI and HECO announced that, along with other defendants including the State of Hawaii, the County of Maui, Kamehameha Schools, West Maui Land Co., Hawaiian Telcom, and Spectrum/Charter Communications, it had agreed to a proposed settlement agreement to resolve all tort litigation claims related to the 2023 Maui wildfires. HEI's share is expected to be around $1.99 billion, inclusive of the $75 million it has already contributed to the One Ohana Initiative. HEI is expected to pay its share in four installments, which we expect will begin in mid-2025. The proposed settlement is not final, and is subject to judicial review once finalized. Overall, we view this settlement as supportive of credit quality, potentially limiting HEI's litigation exposure to $1.99 billion." Additionally, management disclosed in its most recent quarterly filing that it has not yet implemented a capital financing plan to address expected wildfire settlement payments, raising liquidity risk. If the company is unable to raise the amount of capital necessary, on reasonable terms, related to the Maui wildfire tort litigation settlement, it could cause substantial doubt about the company's and its subsidiaries' ability to continue as a going concern within the next year. If the conditions resulting in the substantial doubt are not resolved prior to the issuance of the HEI's annual financial statements, or it is not yet probable that management's plans can be effectively implemented to address those conditions, HEI would be in default on certain terms of its taxable debt agreements and syndicated credit facility agreements, and lenders would have the option to call the outstanding debt. This could result in an event of default, an acceleration of the company's and the utilities' debt, which could lead to filing for bankruptcy protection if waivers from lenders are not received. Given the company's assessment of these rising liquidity risks, S&P Global Ratings placed the ratings on HEI and its subsidiaries on CreditWatch with negative implications. S&P said, "We revised down our liquidity assessment on HEI and HECO to less than adequate from adequate. As of June 2024, the company's consolidated cash balance was about $213 million. The company also has access to a $250 million asset-based lending facility that became effective in July 2024. Since we expect the first payment regarding the wildfire settlement agreement will be in mid-2025 and management has not yet implemented a capital financing plan to address the expected wildfire settlement payments, we don't believe that cash on hand or cash from operations are sufficient to fund the wildfire settlement claims while also funding the company's planned capital expenditures and operational needs. As such, we revised down our assessment of the company's liquidity." CreditWatch The negative CreditWatch placement reflects the potential for a downgrade within the next three month if the company is unable to significantly reduce liquidity risks, effectively addressing its wildfire settlement payments. S&P could lower its ratings on HEI and its subsidiaries by one or more notches if: -- The company is unable to successfully establish and execute a financing plan; -- The proposed settlement agreement to resolve all tort litigation claims related to the 2023 Maui wildfires unravels; -- S&P assesses that the company does not have substantive and consistent access to capital markets; or -- The company implements other strategic alternatives that S&P views as weakening credit quality. S&P expects to resolve the CreditWatch placement pending management's establishment and execution of a financing plan, ongoing affirmation the company can consistently maintain access to the capital markets, and the company fully resolves all conditions associated with its going concern qualification. HEALTHLYNKED CORP: Posts $1.5 Million Net Loss in Fiscal Q2 ----------------------------------------------------------- HealthLynked Corp. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1,540,436 on $795,078 of total revenue for the three months ended June 30, 2024, compared to a net loss of $1,003,455 on $1,703,496 of total revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net loss of $2,928,154 on $1,799,310 of total revenue and a net income of $448,480 on $3,458,650 of total revenue, respectively. The Company expects to continue to incur net losses and have significant cash outflows for at least the next 12 months. As of June 30, 2024, the Company had cash balances of $172,700, a working capital deficit of $1,390,094 and an accumulated deficit of $44,961,290. As of June 30, 2024, the Company had $3,859,664 in total assets, $4,284,243 in total liabilities, and $424,579 in total shareholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/mr4busy2 About HealthLynked Corp. Naples, Fla.-based HealthLynked Corp. was incorporated in the State of Nevada on August 4, 2014. It operates a cloud-based patient information network and record archiving system in the United States, and currently operates through three distinct divisions: the Health Services Division, the Digital Healthcare Division, and the Medical Distribution Division. New York, NY-based RBSM LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has recurring losses from operations, limited cash flow, and an accumulated deficit. These conditions raise substantial doubt about the Company's ability to continue as a going concern. HEALTHY EXTRACTS: Posts $113,500 Net Income in Fiscal Q2 -------------------------------------------------------- Healthy Extracts Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net income of $113,500 on $908,389 of revenue for the three months ended June 30, 2024, compared to a net loss of $1,267,235 on $588,484 of revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net loss of $747,758 on $1,597,175 of revenue and a net loss of $1,846,392 on $1,203,427 of revenue, respectively. The Company incurred accumulated net losses from Inception (December 19, 2014) through the three months ended June 30, 2024 of $19,149,075 As of June 30, 2024, the Company had $2,484,646 in total assets, $2,084,646 in total liabilities, and $400,000 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/yh3vpmuw About Healthy Extracts Headquartered in Henderson, Nev., Healthy Extracts Inc. -- www.healthyextractsinc.com -- is a platform for acquiring, developing, patenting, marketing, and distributing plant-based nutraceuticals. The Company's proprietary and patented products target select high-growth categories within the multibillion-dollar nutraceuticals market, such as heart, brain, and immune health. Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. Healthy Extracts' net loss for the year ended December 31, 2023 was $2,472,931, compared to a loss for the year ended December 31, 2022 of $983,121. Effective May 8, 2024, the Company dismissed BF Borgers CPA PC as its independent registered public accounting firm and engaged Bush & Associates CPA LLC as a replacement. The decision to change independent registered public accounting firms was made with the recommendation and approval of the Company's Audit Committee after the firm and its owner, Benjamin F. Borgers, were charged by the Securities and Exchange Commission with deliberate and systemic failures to comply with Public Company Accounting Oversight Board (PCAOB) standards in its audits and reviews incorporated in more than 1,500 SEC filings from January 2021 through June 2023; falsely representing to their clients that the firm's work would comply with PCAOB standards; fabricating audit documentation to make it appear that the firm's work did comply with PCAOB standards; and falsely stating in audit reports included in more than 500 public company SEC filings that the firm's audits complied with PCAOB standards. Borgers agreed to pay a $14 million civil penalty and agreed to permanent suspensions from appearing and practicing before the Commission as accountants, effective immediately. HELDRICH CENTER: Moody's Withdraws Caa3 Ratong on 2005A Bonds -------------------------------------------------------------- Moody's Ratings has withdrawn the Caa3 rating assigned to Heldrich Center Hotel/Conference senior unsecured obligations, including Middlesex County Improvement Authority, NJ's Heldrich Center Hotel Project (Heldrich or Project) Senior Revenue Bonds, Series 2005A. At the time of the withdrawal, the rating outlook was negative. RATINGS RATIONALE The withdrawal of the Caa3 rating and negative outlook follows the purchase of the outstanding Series 2005A debt by Middlesex County, NJ and New Brunswick Development Corporation (DEVCO), both controlling entities of Heldrich, as part of a plan intended to maximize recoveries for the senior bondholders and to aid the long-term viability of the hotel / conference properties. Under the completed debt tender, Middlesex County and DEVCO acquired the outstanding $22.8 million of senior revenue bonds at a discount for approximately $16 million. The completed tender offer approximates a 70% recovery for senior creditors of the Series 2005A tranche, a recovery level consistent with the lower end of the Caa broad rating category. The Project is a hotel/conference center located in New Brunswick (City Of) NJ (A2 stable) that consists of a 235 guest room and suite hotel, a full service restaurant and lounge, 500 seat ballroom, ground floor retail space, a 50,000 square foot conference center and 30,000 square foot office and instructional space, which is leased by The Bloustein School of Planning and Public Policy and The John J. Heldrich Center for Workforce Development of Rutgers, The State University of New Jersey, NJ (Aa3, stable). The project primarily serves the business meeting market, including numerous large corporations and corporate headquarters located in the corridor from New York to Philadelphia. HILLCREST FUND: Hires Anyama Law Firm as Counsel ------------------------------------------------ Hillcrest Fund, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Anyama Law Firm, A Professional Corporation, as its bankruptcy counsel. The firm will render bankruptcy, restructuring and insolvency counsel and advice to the Debtor. The firm will be paid at these rates: Onyinye N. Anyama $400/hour Paralegal $150/hour The firm will be paid a retainer in the amount of $19,000 and reimbursed for out-of-pocket expenses incurred. Onyinye Anyama, Esq., a partner at Anyama Law Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Onyinye N. Anyama, Esq. Anyama Law Firm, A Professional Corporation 18000 Studebaker Road, Suite 325 Cerritos, CA 90703 Tel: (562) 645-4500 Fax: (562) 645-4494 Email: info@anyamalaw.com About Hillcrest Fund, LLC Hillcrest Fund, LLC, filed a Chapter 11 bankruptcy petition (Bankr. C.D. Cal. Case No. 2:24-bk-15607) on July 16, 2024. The Debtor hires Anyama Law Firm, A Professional Corporation as bankruptcy counsel. ICU MEDICAL: Moody's Lowers CFR & Senior Secured Loans to 'B1' -------------------------------------------------------------- Moody's Ratings downgraded ICU Medical, Inc., corporate family rating to B1 from Ba3, probability of default rating to B1-PD from Ba3-PD, and senior secured bank credit facilities to B1 from Ba3. There is no change to the Speculative Grade Liquidity Rating, which remains SGL-1. The outlook remains stable. The downgrade of ICU Medical's CFR to B1 reflects the company's sustained financial leverage that will likely remain over 4.0x beyond the next 12-18 months. Moody's currently calculate leverage to be 5.3x LTM June 30, 2024. ICU Medical has shown solid revenue growth in its second quarter earnings and positive free cash flow but credit metrics remain under pressure as cost inflation and currency headwinds continue to be a drag on profitability. Margins have continued to compress since the end of 2023. ICU Medical has spent about $135 million on remediation, and will need to spend additional funds for remediation efforts. Additionally, the company will also have some additional costs to achieve its anticipated synergies, which will slow down de-leveraging. The stable outlook reflects Moody's expectation that financial leverage will fall below 5.0x reflecting earnings growth and debt reduction. In addition to cost improvement initiatives, ICU Medical will benefit from its automated workflows and harmonization of products using its cloud-based safety software, both of which will improve efficiency and margins. Moody's also expect margin expansion following the consolidation efforts of the manufacturing plants that will be completed over the next two years. RATINGS RATIONALE ICU Medical's B1 CFR is constrained by ICU Medical's modest size compared to its main competitors, limited diversity outside of infusion, and elevated regulatory risk. This is marked by the FDA issuing a warning letter to Smiths Medical in 2021. The company has taken steps to remediate but still expects to spend additional funds to complete. Moody's expect that ICU Medical's financial leverage will improve below 5.0x due to earnings growth, reduced cost pressure and debt repayment. However, Moody's forecast that leverage will remain above 4.0x over the next 24 months as the company has additional spending required to achieve its cost reduction initiatives and remediation efforts that will continue to be a drag to de-leveraging. The rating is supported by its good size and scale in the stable and cash generative intravenous (IV) infusion therapy industry. ICU Medical benefits from solid scale and good competitive position in infusion systems and its good geographic diversification. Its credit profile is further supported by a high proportion of recurring revenue, which provides revenue visibility. The Speculative Grade Liquidity Rating of SGL-1 reflects Moody's expectation that ICU Medical's liquidity will remain very good over the next 12 to 18 months. ICU Medical's liquidity is supported by $303 million of cash at June 30, 2024. Moody's estimate that ICU Medical will generate around $150 million of annual free cash flow over the next 12 to 18 months. External liquidity is supported by the company's $500 million revolving credit facility due in January 2027, and the company's $150 million Accounts Receivable Purchase program that has approximately $100 million of availability as of June 30, 2024. This revolving credit facility has a Secured Net Leverage covenant of 4.50x and a Minimum Interest Coverage covenant of 3.00x. Moody's expect that the company will pay off its balance on the Accounts Receivable facility over the next 12 months. Alternative sources of liquidity are limited as substantially all assets are pledged. The $850 million term loan A facility has the same financial covenants as the revolving credit facility. However, there is no financial covenant on the term loan B. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if ICU Medical demonstrates a track record of revenue growth and positive free cash flow with prudent financial policies. Further, the ratings could be upgraded if adjusted debt to EBITDA is sustained below 4.0x. The ratings could be downgraded if the company experiences operating disruption and margin degradation. If ICU Medical engages in debt-financed acquisitions or material shareholder distributions, the ratings could also be downgraded. Further, weakening of liquidity, or sustained negative free cash flow could lead to a downgrade. Specifically, the ratings could be downgraded if adjusted debt to EBITDA is sustained above 5.0x. Headquartered in San Clemente, California, ICU Medical is a leading provider of infusion systems, infusion consumables and high-value critical care products used in hospital, alternate site and home care settings. The principal methodology used in these ratings was Medical Products and Devices published in October 2023. INTRUSION INC: Reports Net Loss of $2.07 Million in Fiscal Q2 ------------------------------------------------------------- Intrusion Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.07 million on $1.46 million of revenue for the three months ended June 30, 2024, compared to a net loss of $3.13 million on $1.47 million of revenue for the three months ended June 30, 2023. The Company reported a net loss of $3.78 million on $2.59 million of revenue and a net loss of $7.86 million on $2.78 million of revenue for the six months ended June 30, 2024 and 2023, respectively. "Our ongoing efforts delivered a twenty-nine percent improvement in sequential revenue during the second quarter as our cybersecurity solutions and innovative strategies continue to gain traction with customers across a wide range of industries," said Tony Scott, CEO of Intrusion. "These successes include the expansion of our government sector customer base, where we have been awarded a new order for Intrusion Shield which marked an important milestone as this was the first large scale adoption of our Shield technology with government customers. As a result of these new government contracts, the other new logos we recently signed over the past few quarters, and our strong pipeline, we believe that we are well-positioned to improve our financial performance in future periods." Mr. Scott continued, "During the quarter, we also completed two financing efforts that helped improve the strength of our balance sheet. We are continuing to work closely with our financial partners to enhance our financial flexibility, which will allow us to be more strategic with how we access and deploy capital to support our future business operations. As we look forward to the second half of 2024, our focus continues to remain on driving sales volume and ensuring that we have the funds we need to execute our mission to provide customers with cost-effective cybersecurity solutions for their enterprise." As of June 30, 2024, the Company had $7.48 million in total assets, $4.53 million in total liabilities, and $2.95 million in total shareholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/58c5by3t About Intrusion Headquartered in Plano, Texas, Intrusion Inc. offers businesses of all sizes and industries products and services that leverage the Company's exclusive threat intelligence database of over 8.5 billion IP addresses and domain names. After many years of gathering intelligence and providing its INTRUSION TraceCop and Savant solutions exclusively to government entities, the Company released its first commercial product in 2021, the INTRUSION Shield. INTRUSION Shield was designed to allow businesses to incorporate a Zero Trust, reputation-based security solution into their existing infrastructure to observe traffic flow and instantly block known malicious or unknown connections from both entering or exiting a network, making it an ideal solution for protecting from Zero-Day and ransomware attacks. Dallas, Texas-based Whitley Penn LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered recurring losses from operations, negative cash flows from operations, and has a net working capital deficiency that raise substantial doubt about its ability to continue as a going concern. J C CONTRACTORS: Gets OK to Sell Rental Houses to PCK Concepts -------------------------------------------------------------- J C Contractors, Inc. got the green light from a U.S. bankruptcy judge to sell its rental houses in Jackson, Miss. Judge Jamie Wilson of the U.S. Bankruptcy Court for the Southern District of Mississippi approved the sale of the properties to PCK Concepts, LLC for $450,000. The properties are being sold "free and clear" of liens, according to court filings. J C Contractors will use the proceeds from the sale to, among other things, pay the allowed secured claim of Renasant Bank in the amount of $326,766.28 and the allowed secured claim of Knight Holdings, LLC in the amount of $16,511.47 in the event there are sufficient funds available. Any remaining funds will be paid to secured creditors, Scott and Amanda Bosarge. About J C Contractors J C Contractors, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-00787) on April 2, 2024, with $500,001 to $1 million in assets and $100,001 to $500,000 in liabilities. Craig Geno, Esq., at the Law Offices of Craig M. Geno, PLLC serves as Subchapter V trustee. Judge Jamie A. Wilson presides over the case. Eileen N. Shaffer, Esq., represents the Debtor as legal counsel. KBS REAL ESTATE: Posts $28.6 Million Net Loss in Fiscal Q2 ---------------------------------------------------------- KBS Real Estate Investment Trust III, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $28.6 million on $69.4 million of total revenue for the three months ended June 30, 2024, compared to a net loss of $44.06 million on $66.8 million of total revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net income of $9 million on $139.6 million of total revenue and a net loss of $110.5 million on $147 million of total revenue, respectively. As of June 30, 2024, the Company had $1.99 billion in total assets, $1.71 billion in total liabilities, and $276.37 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2dm5rw9t About KBS Real KBS Real Estate Investment Trust III, Inc. is a Maryland corporation that has elected to be taxed as a real estate investment trust ("REIT") and it intends to continue to operate in such a manner. The Company conducts its business primarily through its Operating Partnership, of which the Company is the sole general partner. The Company has invested in a diverse portfolio of real estate investments. As of Dec. 31, 2023, the Company owned 16 office properties (of which one property was held for non-sale disposition), one mixed-use office/retail property, and an investment in the equity securities of a Singapore real estate investment trust (the "SREIT"). On Dec. 29, 2023, the Company entered a deed-in-lieu of foreclosure transaction with the 201 Spear Street mortgage lender. On Jan. 9, 2024, the mortgage lender transferred title to the 201 Spear Street property to a third-party buyer of the mortgage loan. Additionally, on Feb. 21, 2024, the Company sold the McEwen Building to a third-party buyer. Irvine, California-based Ernst & Young LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 18, 2024, citing that the Company has $1.2 billion of loan principal maturing within one year from the date of issuance of the consolidated financial statements, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. KBS reported a net loss of $157.53 million for the year ended Dec. 31, 2023, compared to a net loss of $62.46 million for the year ended Dec. 31, 2022. KOMBU KITCHEN: Taps Julander Brown & Bollard as Litigation Counsel ------------------------------------------------------------------ Kombu Kitchen SF, LLC, doing business as NIBLL, seeks approval from the U.S. Bankruptcy Court for the Central District of California to employ Julander Brown & Bollard LLP as special litigation counsel. The Debtor requires a special counsel to represent it in two pre-petition lawsuits pending in the Alameda County Superior Court identified as Aja de Coudreaux, et. al., v. Kombu Kitchens SF, LLC (dba NIBLL), et al., Case No. RG20058323 and Ma De Jesus Vergara v. Kombu Kitchen SF, LLC (dba "NIBLL"), Case No. RG20057449. The firm's counsel and staff will be paid at these hourly rates: Partners/Of Counsel $495 - $595 Associates $175 - $440 Paralegals/Law Clerks $125 - $250 Legal Assistants $25 In addition, the firm will seek reimbursement for expenses incurred. Dirk Julander, an attorney at Julander Brown & Bollard, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Dirk Julander, Esq. Julander Brown & Bollard, LLP 9110 Irvine Center Dr Irvine, CA 92618 Telephone: (949) 477-2100 Email: doj@jbblaw.com About Kombu Kitchen SF LLC Kombu Kitchen SF LLC, doing business as NIBLL, a corporate catering company in California, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-17276) on Nov. 1, 2023, with $1,748,762 in assets and $1,527,579 in liabilities. Keven Thibeault, chief executive officer, signed the petition. Judge Sandra R. Klein oversees the case. The Debtor tapped Weintraub Zolkin Talerico & Selth, LLP as bankruptcy counsel and Julander Brown & Bollard LLP as special litigation counsel. KRAIG BOCRAFT: Reports $1.6MM Net Loss in Fiscal Q2 --------------------------------------------------- Kraig Biocraft Laboratories, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.6 million for the three months ended June 30, 2024, compared to a net loss of $589,091 for the three months ended June 30, 2023. The Company reported net losses of $2.1 million and $1.2 million for the six months ended June 30, 2024 and 2023, respectively. The Company has a working capital deficiency of $7.6 million and stockholders' deficiency of $6.9 million and used $1 million of cash in operations for the six months ended June 30, 2024. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. Management has undertaken steps as part of a plan to improve operations with the goal of sustaining our operations for the next twelve months and beyond. These steps include (a) raising additional capital and/or obtaining financing; (b) controlling overhead and expenses; and (c) executing material sales or research contracts. There can be no assurance that the Company can successfully accomplish these steps and it is uncertain that the Company will achieve a profitable level of operations and obtain additional financing. There can be no assurance that any additional financing will be available to the Company on satisfactory terms and conditions, if at all. As of the date of this Report, we have not entered into any formal agreements regarding the above. In the event the Company is unable to continue as a going concern, the Company may elect or be required to seek protection from its creditors by filing a voluntary petition in bankruptcy or may be subject to an involuntary petition in bankruptcy. To date, management has not considered this alternative, nor does management view it as a likely occurrence. As of June 30, 2024, the Company had $2.2 million in total assets, $9.2 million in total liabilities, and $7 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/45u65vbz About Kraig Biocraft Ann Arbor, Mich.-based Kraig Biocraft Laboratories, Inc., a Wyoming corporation, is organized to develop high-strength fibers using recombinant DNA technology for commercial applications in technical textiles. The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor since 2013, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has suffered net losses from operations and has a net capital deficiency, which raise substantial doubt about its ability to continue as a going concern. Kraig Biocraft Laboratories incurred a net loss of $3,029,780 during the year ended December 31, 2023. L.M. GRAHAM: Seeks to Hire Mullin Hoard & Brown as Legal Counsel ---------------------------------------------------------------- L.M. Graham Family Limited Partnership seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Mullin Hoard & Brown, L.L.P. as counsel. The firm's services include: a. preparing all motions, notices, orders and legal papers necessary to comply with the requisites of the United States Bankruptcy Code and Bankruptcy Rules; b. counseling the Debtor regarding preparation of Operating Reports; Motions; and development of a Chapter 11 Plan; and c. providing all other legal services ordinarily associated with a bankruptcy case. The firm will be paid at these rates: Partners/Associates $225 to $520 per hour Associates $155 to $185 per hour Paralegals/ Law Clerks $110 per hour In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer of $45,000. Steven L. Hoard, Esq., a partner at Mullin Hoard & Brown, 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: David R. Langston, Esq. Mullin Hoard & Brown, L.L.P. P.O. Box 2585 Lubbock, TX 79408-2585 Tel: (806) 372-5050 Fax: (806) 372-5086 Email: drl@mhba.com About L.M. Graham Family Limited Partnership L.M. Graham Family Limited Partnership is part of the oil and gas extraction industry. L.M. Graham Family Limited Partnership sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tex. Case No. 24-70110) on July 31, 2024. In the petition filed by Bill Graham, as president of L.M. Graham Energy Corp. and general partner, the Debtor reports total assets of $37,408 and total liabilities of $1,995,102. The Honorable Bankruptcy Judge Shad Robinson handles the case. The Debtor is represented by David R. Langston, Esq. at MULLIN HOARD & BROWN, L.L.P. LA DELTA FARMS: Seeks to Tap Derbes Law Firm as Bankruptcy Counsel ------------------------------------------------------------------ LA Delta Farms Oil Company, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire The Derbes Law Firm, L.L.C. as its counsel. The firm's services include: (a) providing legal advice with respect to its powers and duties as debtor-in-possession in the continued management of its business and property; (b) attending meetings with representatives of its creditors and other parties in interest; (c) taking all necessary action to protect and preserve the Debtor's estate; (d) preparing on behalf of the Debtor motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; (e) negotiating and preparing on the Debtor's behalf a plan of reorganization, and all related agreements and/or documents, and taking any necessary action on behalf of the Debtor to obtain confirmation of such plan; (f) appearing before this Court to protect the interests of the Debtor before this Court; (g) performing all other necessary legal services and provide all necessary legal advice to the Debtor in connection with this Chapter 11 case; (h) advising the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections and lease restructuring and recharacterizations; and (i) commencing and conducting litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the Debtor's successful reorganization. The firm will be paid at these rates: Albert J. Derbes, IV, Esq. $495 per hour Mark S. Goldstein, Esq. $495 per hour Eric J. Derbes, Esq. $425 per hour Patrick S. Garrity, Esq. $495 per hour Wilbur J. "Bill" Babin, Jr., Esq. $495 per hour McKenna D. Dorais, Esq. $190 per hour Beau P. Sagona, Esq. $475 per hour Hugh J. Posner, CPA $275 per hour Frederick L. Bunol, Esq. $390 per hour Bryan J. O'Neill, Esq. $290 per hour Jared S. Scheinuk, Esq. $290 per hour Notary $100 per hour Paralegal(s) $80 per hour Legal Assistant $60 per hour The firm received an initial advance deposit in the amount of $25,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Frederick Bunol, Esq., a partner at Derbes Law Firm, L.L.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Frederick L. Bunol, Esq. DERBES LAW FIRM, L.L.C. 3027 Ridgelake Drive Metairie, LA 70002 Telephone: (504) 207-0913 Facsimile: (504) 832-0327 Email: fbunol@DerbesLaw.com About LA Delta Farms Oil Company LA Delta Farms Oil Company, LLC operates in the crude petroleum extraction industry. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. La. Case No. 24-11550) on August 9, 2024, with $1 million to $10 million in both assets and liabilities. Ethan A. Miller, president and 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. LATASHA KEBE: Court Tosses Whitehead's Defamation Case ------------------------------------------------------ Judge Brian M. Cogan of the United States District Court for the Eastern District of New York granted the motion filed by Yelen Entertainment LLC, the production company for Latasha Transrina Kebe, to dismiss Lamor Whitehead's defamation case for failure to state a claim. Whitehead, formerly a high-profile pastor of an entity known as "Leaders of Tomorrow International Ministries Inc.," brought this defamation action in state court, alleging that Kebe -- known professionally as "Tasha K" -- a "media personality, blogger, and YouTuber," used her various platforms to broadcast in May 2023 defamatory statements that plaintiff had engaged in financial improprieties and criminal activities. Whitehead also claimed Kebe invaded his right to privacy. Defendants removed the case to federal court based on diversity of citizenship. New York has codified the common law fair reporting privilege. N.Y. Civ. Rights L. Sec. 74. This privilege immunizes "fair and true" reports of statements made in judicial proceedings, regardless of proof of malice or negligence. According to the Court, to the extent Kebe was reporting on judicial proceedings, her remarks are not actionable, so long as her statements were "a substantially accurate description of the allegation." The Court finds none of the statements plaintiff alleges are defamatory: They do not state a claim upon which relief may be granted. Plaintiff has also asserted a claim under New York Civil Rights Law Sec. 51, which prohibits the use of a person's "name, portrait, picture, likeness or voice . . . for advertising purposes" without consent. According to the Court, plaintiff and Kebe's dispute has nothing to do with Kebe trying to get a commercial advantage by misappropriating plaintiff's name or image." Kebe used plaintiff's image in reporting on a subject of public interest. The cases make clear such use does not violate the statute, the Court says. The claim is therefore dismissed. The Court rules the case remains stayed as to Kebe pending further proceedings in her bankruptcy case. The stay shall be implemented by administratively closing this case subject to reopening upon conclusion of the bankruptcy case. The proposed amended plan of reorganization in Kebe's case indicates the bankruptcy filing was the result of a defamation judgment obtained by performer Cardi B. against Kebe for around $4 million in the Northern District of Georgia, Almanzar v. Kebe, No. 19-cv-1301 (WMR) (N.D. Ga. 2022). An amended schedule of creditors lists plaintiff's claim as a $360,000 unliquidated and disputed claim. However, it does not appear that plaintiff has filed a proof of claim in the bankruptcy case and the claims filing deadline passed nearly a year ago; accordingly, the amended plan does not provide for any distribution to him. A hearing on the Chapter 11 plan is scheduled for September 24, 2024. A copy of the Court's decision dated August 5, 2024, is available at http://urlcurt.com/u?l=eTYRcQ Latasha Transrina Kebe filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 23-14082) on May 25, 2023, listing under $1 million in both assets and liabilities. The Debtor is represented by Chad Van Horn, Esq., at Van Horn Law Group, P.A. LCOR ALEXANDRIA: Moody's Cuts Rating on $60.2MM 2001E Bonds to Ca ----------------------------------------------------------------- Moody's Ratings has downgraded to Ca from Caa1, the underlying rating on the $60.2 million Federal Lease-Backed Series 2001E Floating Rate Bonds issued by LCOR Alexandria L.L.C. for the US Patent and Trademark Office (USPTO) in Alexandria, Virginia. The outlook has been revised to stable from negative. The rating downgrade is due to the expected default on senior lien debt by the end of 2024. The Series 2001B-E bonds' debt service is backed by a bond insurance policy provided by National Public Finance Guarantee Corporation (MBIA Inc.), and the insured rating of Baa2 negative is unaffected by this action. RATINGS RATIONALE The underlying rating downgrade to Ca reflects the expected default on the senior debt for the December 2024 debt service payment. The rating level does consider the fact that there will be shell rent under a renewed lease that will cover approximately two-thirds of senior lien debt service through 2029, as well as the mortgage lien on the property. A default is expected because the borrower will not have collected sufficient rent as of December 2024 and will be unable to make its full principal and interest payments. It is further expected the bond insurance policy will be triggered to fully cover the $10.1 million mandatory sinking fund redemption payment. Rental income pledged to debt service will be insufficient due to the inability, to date, of the owner/borrower to secure new tenants in the space on the USPTO headquarter campus that will become vacant after August 2024. Absent new tenants, shell rent on the three remaining buildings occupied by USPTO will not be sufficient to cover senior debt service in full. In October 2022, the General Services Administration (GSA), acting on behalf of the USPTO, gave notice that upon expiration of the current lease on the project in August 2024, the GSA will renew the lease on three of the five buildings only. Additionally, the three buildings with a definite renewal will have a new firm term lease that expires after five years, in August 2029, while the debt matures in September 2032. A failure to extend the lease past the firm term would further impair debt repayment, absent the securing of a new lease or tenants, or other work out option that would match debt service costs to revenue. Further, the USPTO gave notice in the summer of 2023 that it intended to downsize its annually-renewing lease of the parking garages and commercial townhomes on the campus. It has entered into a new annually renewing agreement to lease one parking garage, leaving a second parking garage and commercial townhomes also vacant. RATING OUTLOOK The stable outlook reflects the view that the bonds will remain in default at least over the next few years. Moody's expect that at least two-thirds of senior lien debt service will be covered by shell rent under a new firm term lease through 2029. FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATING -- Firm term lease on the full project that matches the term of the debt and fully covers debt service -- A large, measurable increase in the value of the project that would increase bondholder recovery in absence of lease renewal -- Reduced leverage on the project FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATING -- Failure to renew the current five year firm term lease in 2029 -- Extended interruption or delay in monthly lease payments -- Increased leverage on the project LEGAL SECURITY The Series 2001E bonds and other outstanding parity debt are secured by a mortgage lien on the USPTO buildings and cash flows from two leases: the main lease for the USPTO headquarters buildings, which is paid by the GSA ("GSA lease") and a smaller lease ("USPTO lease") that covers parking one parking garage. For all outstanding lease-backed debt, annual debt service will grow to a maximum of $72.5 million in 2031, which is paid with annual rent payments for the GSA and USPTO leases. Under new lease agreements commencing August 2024, the total shell rent available to pay debt service is approximately $47.3 million, well below debt service due. Rent under the GSA lease is an absolute and unconditional obligation of the US Government and does not require legislative appropriation to authorize the annual payment of the lease. However the GSA lease would not have a permanent funding source for rent payments if a federal budget were not approved. Authorization and funding of the USPTO lease rental payment is subject to annual appropriation. The leases are also subject to termination and/or abatement in the event of destruction, however base rent, which funds debt service payments, cannot be set-off. The transaction structure and available reserves provide some protection against disruption in the flow of lease payments. The borrower has irrevocably assigned its rights to lease payments to the trustee and payments are made directly to the trustee. The trustee is required to set-aside aside monthly lease payments for debt service on a 1/6th and 1/12th basis, which is a strong protection given the relative infrequency and historically short duration of federal government shutdowns. The trust agreement requires minimum balances in the Service Reserve Account ($5.9 million), Working Capital Account ($7 million) and the Capital Reserve Account (funded up to $3 million). As of fiscal 2022 (ending December 31), the aggregate capital reserve was nearly $14.5 million. USE OF PROCEEDS The bonds were originally issued in 2001 as part of a $580 million transaction, which was then reissued in 2004 and 2005 to convert most of the outstanding debt to fixed rate. Bond proceeds financed construction of the leased facilities, including the USPTO headquarters, two parking garages and two town-house style office buildings adjacent to the USPTO offices. The headquarters include a 2.4 million square foot, five-building office complex, providing office space for thousands of employees on a 15 acre property in Alexandria, VA. The project was delivered in phases starting in 2003 and completed in 2005. Original procurement began in 1988 - taking 17 years from the beginning of the process until final delivery. PROFILE LCOR Alexandria L.L.C., the issuer, is a limited liability company formed solely to acquire, design, lease and manage the USPTO headquarters project. The LCOR Group, a national real estate development, investment and management organization, developed and provides property management services at the USPTO headquarters facility. METHODOLOGY The principal methodology used in this rating was Lease, Appropriation, Moral Obligation and Comparable Debt of US Special Purpose Districts Methodology published in November 2022. LEXARIA BIOSCIENCE: Signs $20M Sales Agreement With JonesTrading ---------------------------------------------------------------- Lexaria Bioscience Corp. disclosed in a Form 8-K filed with the Securities and Exchange Commission that on Aug. 21, 2024, it entered into a Capital on Demand Sales Agreement with JonesTrading Institutional Services LLC, pursuant to which the Company may issue and sell, from time to time, up to $20,000,000 in aggregate principal amount of shares of the Company's common stock, par value $0.001 per share, through or to the Agent, as the Company's sales agent or principal. Any Shares to be offered and sold under the Sales Agreement will be issued and sold by methods deemed to be an "at-the-market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, or in negotiated transactions, if authorized by the Company. Subject to the terms of the Sales Agreement, the Agent will use reasonable efforts to sell the Shares from time to time, based upon the Company's instructions (including any price, time, or size limits or other customary parameters or conditions the Company may impose). The Company cannot provide any assurances that it will issue any Shares pursuant to the Sales Agreement. The Company will pay the Agent a commission of 3.0% of the gross sales price of the Shares sold pursuant to the Sales Agreement, if any. The Company has agreed to reimburse the Agent for certain specified expenses as provided in the Sales Agreement and has also agreed to provide the Agent with customary indemnification and contribution rights in respect of certain liabilities, including liabilities under the Act. The Sales Agreement also contains customary representations, warranties and covenants. The offering of the Shares will terminate upon the earliest of (a) the issuance and sale of all of the Shares by the Agent on the terms and subject to the conditions set forth in the Sales Agreement or (b) the termination of the Sales Agreement by either of the parties thereto. The sale of Shares, if any, under the Sales Agreement will be made pursuant to the Company's shelf registration statement on Form S-3 (File No. 333-262402), which was filed with the Securities and Exchange Commission on Jan. 28, 2022, and declared effective on Feb. 4, 2022, and a prospectus supplement to the base prospectus forming a part of such registration statement, which was filed by the Company with the Commission on Aug. 21, 2024. Sichenzia Ross Ference Carmel LLP serves as counsel to the Company in connection with the transaction. About Lexaria Headquartered in Kelowna BC Canada, Lexaria Bioscience Corp. -- http://www.lexariabioscience.com/-- is a biotechnology company developing the enhancement of the bioavailability of a broad range of fat-soluble active molecules and active pharmaceutical ingredients ("APIs") using its patented DehydraTECHTM drug delivery technology. DehydraTECH combines lipophilic molecules or APIs with specific long-chain fatty acids and carrier compounds that improve the way they enter the bloodstream, increasing their effectiveness and allowing for lower overall dosing while promoting healthier oral ingestion methods. Lexaria reported a net loss of $6.71 million for the year ended Aug. 31, 2023, compared to a net loss of $7.38 million for the year ended Aug. 31, 2022. "The continuation of Lexaria as a going concern depends on raising additional capital and/or attaining and maintaining profitable operations. The accompanying financial statements do not include any adjustment relating to the recovery and classification of recorded asset amounts or the amount and classification of liabilities that might be necessary should our Company discontinue operations. The recurring losses from operations and net capital deficiency may raise substantial doubt about the Company's ability to continue as a going concern within one year following the date that these consolidated financial statements are issued," Lexaria said in its Quarterly Report for the period ended May 31, 2024. LFTD PARTNERS: Posts $523,212 Net Loss in Fiscal Q2 --------------------------------------------------- LFTD Partners Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to LFTD Partners Inc. common stockholders of $523,212 for the three months ended June 30, 2024, compared to a net income attributable to LFTD Partners Inc. common stockholders of $1,659,461 for the three months ended June 30, 2023. For the six months ended June 30, 2024 and 2023, the Company reported a net loss attributable to LFTD Partners Inc. common stockholders of $1,664,216 and net income of $1,517,719, respectively. The Company currently has one revenue-generating subsidiary, Lifted. Prior to the acquisition of Lifted on February 24, 2020, the Company had no sources of revenue, and the Company had a history of recurring losses, which has resulted in an accumulated deficit of $3,767,706 as of June 30, 2024. Bankruptcy of the Company at some point in the future is a possibility. As of June 30, 2024, the Company had $47,099,452 in total assets, $9,392,608 in total liabilities, and $37,706,844 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/y2v89435 About LFTD Partners Inc. Publicly traded LFTD Partners Inc., Jacksonville, Fla. (OTCQB: LIFD), is the parent corporation of Lifted Made, Kenosha, WI, which manufactures and sells hemp-derived and other psychoactive products under its award-winning Urb Finest Flowers brand. Lifted Made is the worldwide, exclusive manufacturer and seller of Diamond Supply Co. and Cali Sweets hemp-derived products. Spokane, Wash.-based Fruci & Associates II, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 29, 2024, citing that the Company has an accumulated deficit, net losses, and is subject to unique regulatory risks and uncertainties. These factors, among others, raise substantial doubt about the Company's ability to continue as a going concern. LODGING ENTERPRISES: Committee Taps Spencer Fane as Local Counsel ----------------------------------------------------------------- The official committee of unsecured creditors of Lodging Enterprises, LLC seeks approval from the U.S. Bankruptcy Court for the District of Kansas to employ Spencer Fane L.L.P. as local counsel. The firm's services include: a. rendering legal advice to the Committee with respect to its duties and powers in this Bankruptcy Case; b. assisting the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtor, the operation of the Debtor's business, the desirability of continuance of such business and any other matters relevant to this case or to the business affairs of the Debtor; c. advising the Committee with respect to any proposed use of cash collateral, post-petition financing, sale, lease or other disposition of the Debtor's assets and any other relevant matters; d. advising the Committee with respect to any proposed chapter 11 plan and the prosecution of claims against third parties, if any, and any other matters relevant thereto; e. advising the Committee with respect to insiders and affiliates of the Debtor and taking such action as are necessary to represent the interests of the unsecured creditors of the estates in respect thereof; f. filing, commencing and prosecuting such applications, motions, complaints, and other papers and pleadings as necessary to represent the unsecured creditors of the estates; and g. performing such other legal services, which may be required by, and which are in the best interests of, the unsecured creditors. The firm will be paid at these rates: Peter L. Riggs $650 per hour Andrea M. Chase $560 per hour Luzmarina Vargas $210 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. As set forth in the Riggs Declaration, the following is provided in response to the request for additional information contained in paragraph D.1. of the U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the prepetition engagement, including any adjustments during the 12 months prepetition period. If your billing rates and material financial terms have changed postpetition, explain the difference and the reasons for the difference. Response: Spencer Fane did not represent the Committee prior to the Petition Date. Question: Has your client approved your prospective budget and staffing plan and, if so, for what budget period? Response: Spencer Fane expects to develop a budget and staffing plan to reasonably comply with the U.S. Trustee's request for information and additional disclosures, as to which Spencer Fane reserves all rights. The Committee has approved Spencer Fane's proposed hourly billing rates. Peter L. Riggs, Esq., a partner at Spencer Fane LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Peter L. Riggs, Esq. Andrea M. Chase, Esq. Spencer Fane LLP 1000 Walnut Street, Suite 1400 Kansas City, MO 64106 Tel: (816) 474-8100 Fax: (816) 474-3216 Email: priggs@spencerfane.com achase@spencerfane.com About Lodging Enterprises, LLC 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. LUMEN TECHNOLOGIES: $1.63BB Bank Debt Trades at 17% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Lumen Technologies Inc is a borrower were trading in the secondary market around 82.8 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.63 billion Term loan facility is scheduled to mature on April 16, 2029. About $1.62 billion of the loan is withdrawn and outstanding. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. LUMEN TECHNOLOGIES: $1.63BB Bank Debt Trades at 20% Discount ------------------------------------------------------------ Participations in a syndicated loan under which Lumen Technologies Inc is a borrower were trading in the secondary market around 79.6 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.63 billion Term loan facility is scheduled to mature on April 15, 2030. About $1.62 billion of the loan is withdrawn and outstanding. Lumen Technologies, Inc., headquartered in Monroe, Louisiana, is an integrated communications company that provides an array of communications services to large enterprise, mid-market enterprise, government and wholesale customers in its larger Business segment. The company's smaller Mass Markets segment primarily provides broadband services to its residential and small business customer base. MADISON 33 OWNER: Case Summary & 10 Unsecured Creditors ------------------------------------------------------- Debtor: Madison 33 Owner, LLC 172 Madison Avenue, Suite 27A New York, NY 10016 Business Description: Madison 33 Owner is the fee simple owner of real property located at 172 Madison Avenue, New York, NY 10016 having an appraised value of $100.6 million. Chapter 11 Petition Date: August 26, 2024 Court: United States Bankruptcy Court Southern District of New York Case No.: 24-11463 Judge: Hon. Philip Bentley Debtor's Counsel: Jonathan S. Pasternak, Esq. DAVIDOFF HUTCHER & CITRON LLP 605 Third Avenue 34th Floor New York, NY 10158 Tel: 212-557-7200 Fax: 212 286 1884 Total Assets: $100,600,000 Total Liabilities: $39,466,304 The petition was signed by David Goldwasser as chief restructuring officer. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/EPUBIJY/Madison_33_Owner_LLC__nysbke-24-11463__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 10 Unsecured Creditors: Entity Nature of Claim Claim Amount 1. 172 NB LLC $3,500,000 c/o Belkin Burden, Goldman LLP One Grand Central Place 60 East 42nd Street, Suite 1620 New York, NY 10165 2. ArentFox Schiff LLP $4,870 233 South Wacker Drive Suite 7100 Chicago, IL 60606 3. CBRE $56,785 P.O. Box 406588 Atlanta, GA 30384 4. Fox Rothschild LLP $2,217 919 North Martket Street Wilmington, DE 19899 5. Gibgot Willenbacher, CPA $4,280 310 East Shore Road Great Neck, NY 11023 6. Gilsanz Murray $8,366 Steficek LLP 129 West 27th Street, 5th Floor New York, NY 10001 7. KLDiscovery $11,674 Ontrack LLC P.O. Box 845823 Tempe, AZ 85284 8. Maxwell-Kates, Inc. $926,119 9 East 38th Street New York, NY 10016 9. Morrison Cohen LLP $42,260 909 Third Avenue New York, NY 10022 10. Stonework Design & $1,200 Consulting, Inc. 25 Pier Lane W, Fairfield, NJ 07004 MAGENTA BUYER: S&P Lowers ICR to 'SD' on Distressed Debt Exchange ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Magenta Buyer LLC (dba Trellix and Skyhigh Security) to 'SD' (selective default) from 'CCC' and its issue-level rating on its original first-lien and second-lien term loans to 'D' from 'CCC+'. Over the coming days, S&P will reassess its issuer credit rating on Magenta Buyer LLC. Additionally, S&P will withdraw its ratings on the original revolving credit facility, first-lien debt, and second-lien debt. The downgrade follows the debt exchange Magenta Buyer LLC executed earlier in the current quarter. As part of the transaction, the company repaid its existing revolver, and issued new super priority debt, comprising of a new $400 million super priority term loan and a new $125 million super priority revolving credit facility. The company also announced a proposal to issue new first-out (FO), second-out (SO) and third-out (TO) term loans in a multistep process. Its current first- and second-lien debtholders will have to take a discount and lose priority to the new super priority debt in order to participate in the FO, SO and TO term loans. The discount percentage and priority mix changes depending on which step the investor participated in, resulting in different recoveries for different groups of existing investors. If the entire existing debt were to be replaced with the new capital structure, the total cash interest expense would be roughly equivalent to existing annual interest expense (about $500 million) starting year two following deal close. The company has the option to pay payment-in-kind (PIK) interest on the SO tranche for the next two quarters and on the TO tranche for the next four quarters, which will improve liquidity but also increase total outstanding debt. Following the exchange, S&P views Magenta's liquidity to be stronger due to its $269 million of projected balance sheet cash and access to the new $125 million revolving credit facility. Over the coming days, S&P will reassess its issuer credit rating on Magenta Buyer LLC based on its new capital structure. MARIZYME INC: Reports Net Loss of $4.1 Million in Fiscal Q2 ----------------------------------------------------------- Marizyme, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $4,072,576 with no reported revenues for the three months ended June 30, 2024, compared to a net loss of $20,576,402 on $184,739 of revenues for the three months ended June 30, 2023. For the six months ended June 30, 2024 and 2023, the Company reported net losses of $10,298,868 and $23,130,986, on $32,855 and $313,713 of revenues, respectively. The Company, since its inception, has incurred recurring operating losses and negative cash flows from operations and has an accumulated deficit of $161,635,217 at June 30, 2024 (December 31, 2023 - $151,336,349). Additionally, the Company has negative working capital of $22,629,551 (December 31, 2023 - $19,633,804) and $5,222 (December 31, 2023 - $148,465) of cash on hand, which is not sufficient to fund operations for the next 12 months. As of June 30, 2024, the Company had $21,534,573 in total assets, $30,914,541 in total liabilities, and $9,379,968 in total stockholders' deficit. The ability of the Company to continue as a going concern is dependent upon its ability to continue to successfully develop its intangible assets, meet its debt obligations until such time future profitable revenues are achieved, and raise funds beyond its working capital balance in order to finance future development of its intangible assets. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/3nxmx6y3 About Marizyme Marizyme, Inc. is a medical technology company changing the landscape of cardiac care by delivering innovative solutions for coronary artery bypass graft (CABG) surgery. East Brunswick, New Jersey-based WithumSmith+Brown, PC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated May 13, 2024, citing that the Company has suffered recurring losses from operations, has experienced cash used from operations in excess of its current cash position, and has an accumulated deficit, that raise substantial doubt about its ability to continue as a going concern. META MATERIALS: Delisted From Nasdaq Following Chapter 7 Filing --------------------------------------------------------------- Meta Materials, Inc. disclosed in a Form 8-K Report filed with the U.S. Securities and Exchange Commission that the Company received a letter from the staff of the Nasdaq Listing Qualifications Department of The Nasdaq Stock Market LLC notifying the Company that the Staff had determined that the Company's securities will be delisted from Nasdaq pursuant to Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, in connection with the Bankruptcy Filing. Pursuant to the Delisting Notice, Nasdaq's decision was based on the following factors: (i) the public interest concerns raised by the Bankruptcy Filing. As previously reported the Company on a Current Report on Form 8-K filed with the Securities and Exchange Commission on August 9, 2024, it filed a voluntary petition for relief under the provisions of Chapter 7 of Title 11 of the United States Code, 11 U.S.C. §101 et seq. in the United States Bankruptcy Court for the District of Nevada, Case No. 24-50792. (ii) concerns regarding the residual equity interest of the existing listed securities holders, and (iii) concerns about the Company's ability to sustain compliance with all requirements for continued listing on Nasdaq. The Delisting Notice indicates that the trading of the Company's common stock on Nasdaq will be suspended and a Form 25-NSE will be filed with the Commission, which will remove the Company's securities from listing and registration on Nasdaq. The Company does not intend to appeal the Staff's determination. Therefore, the Company expects that the trading of the Company's common stock was suspended at the opening of business on August 21, 2024 and delisted from Nasdaq, as indicated in the Delisting Notice. About Meta Materials Headquartered in Dartmouth, Nova Scotia, Canada, Meta Materials Inc. is an advanced materials and nanotechnology company. The Company is developing materials that it believes can improve the performance and efficiency of many current products as well as allow new products to be developed that cannot otherwise be developed without such materials. The Company has product concepts currently in various stages of development with multiple potential customers in diverse market verticals. Vaughan, Canada-based KPMG LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 28, 2024, citing that the Company has suffered recurring losses and negative cash flows from operations and requires additional financing to fund its operations, which raises substantial doubt about its ability to continue as a going concern. Meta Materials incurred net losses of $398.2 million and $79.1 million for the years ended December 31, 2023 and 2022, respectively. As of March 31, 2024, the Company had $46.4 million in total assets and $28 million in total liabilities. MJW MARKETING: Unsecured Creditors to Split $40K in Plan -------------------------------------------------------- MJW Marketing, Inc., filed with the U.S. Bankruptcy Court for the Western District of Washington a Plan of Reorganization dated August 1, 2024. The Debtor serves its customers as a retail liquidation store. The Debtor's business model provides for the purchasing of inventory from all over the United States, and the world which range from new manufacturer direct, seasonal closeout, refurbished, and open box products which are then sold to consumers at the Debtor's retail outlets. During the first half of 2024, the Debtor continue to have challenges in meeting its obligations and sought bankruptcy protection to provide a reset in addressing its debt and on May 3, 2024, filed a petition under Chapter 11, Subchapter V. Michael Weed served as Manager of the Debtor prior to the Petition Date and will continue to serve as manager of the Debtor during the plan term for which he will be compensated pursuant to the terms set forth in the attached projections. Class 3 consists of General Unsecured claims. All general unsecured claims will receive a pro rata share of 40,000.00 to be paid no less than $755.00 per month beginning on November 5, 2024. This Class is impaired. It is anticipated the Debtor's fixed expenses will remain relatively constant moving forward with variable expenses increasing proportionately with revenue. To reduce expenses, the Debtor will be closing the Monroe location no later than September 2024 and will relocate all inventory to the Marysville location. The Plan will be funded with revenue from the Marysville location. It is anticipated both the income and expenses will remain relatively constant through the life of the Plan. A full-text copy of the Plan of Reorganization dated August 1, 2024 is available at https://urlcurt.com/u?l=ypfuad from PacerMonitor.com at no charge. Attorney for the Debtor: Jennifer L. Neeleman, Esq. Neeleman Law Group, P.C. 1403 8th Street Marysville, WA 98270 Tel: (425) 212-4800 Fax: (425) 212-4802 About MJW Marketing MJW Marketing, Inc., is a liquidation store offering tech products, fashion, outdoor gear, hardware, kitchenware, furniture—even groceries. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-11118) on May 3, 2024. In the petition signed by Michael (Mick) Weed, the Debtor disclosed $672,401 in assets and $3,118,730 in liabilities. Judge Timothy W. Dore oversees the case. Thomas D. Neeleman, Esq., at NEELAMAN LAW GROUP, P.C., represents the Debtor as legal counsel. MY SIZE: Fiscal Q2 Revenue Jumps 53%, Gross Profit Rises by 61% --------------------------------------------------------------- MySize, Inc. reported robust financial performance, marked by a 53% increase in revenues and a 61% rise in gross profit, reflecting the strong performances of Orgad and the successful markets penetration from Naiz Fit. Key Financial Highlights for the Three Months Ended June 30, 2024 Compared to Prior Year Period: * Revenue: MySize achieved a 53% year-over-year increase in revenues, reaching $1.97 million in Q2 2024, compared to $1.29 million in Q2 2023. This growth was driven by the enhanced performance of Orgad and the steady SaaS revenue stream from Naiz Fit. * Gross Profit: Gross profit surged by 61% to $984,000, up from $519,000 in the prior-year period, mainly thanks to increase in revenues. * Operating Loss: Operating loss narrowed by 44% to $877,000, compared to $1.55 million in Q2 2023, reflecting our disciplined cost management and strategic focus on higher-margin business segments. * Net Loss: Net loss improved by 25% to $964,000, down from $1.29 million in Q2 2023, driven by increased revenues and reduced operational costs. * Cash Position: As of June 30, 2024, MySize held $3.2 million in cash and cash equivalents. Management Commentary MySize's second-quarter results underscore the strength of our strategic direction," said Ronen Luzon, CEO and Founder of MySize, Inc. "Our 53% revenue growth and 61% increase in gross profit are clear indicators that our efforts to enhance Orgad's revenue in the North American market and to optimize our SaaS offerings through Naiz Fit are paying off. The reduction in our operating and net losses further demonstrates our commitment to achieving profitability through disciplined cost management and operational efficiency." Luzon continued, "As we move forward, our focus will remain on leveraging our AI-driven retail solutions to drive continued revenue growth, reduce product returns, and improve customer satisfaction." Looking Ahead: "Looking ahead, we are confident in our ability to sustain this momentum and achieve our long-term goal of cash flow positivity," Luzon added. "With a clear path to profitability, we believe we are well-positioned to capitalize on the growth opportunities in the e-commerce and retail sectors. We remain committed to delivering value to our shareholders through continued innovation and strategic execution. About MySize, Inc. Airport City, Israel-based MySize, Inc. (NASDAQ: MYSZ) -- http://www.mysizeid.com/-- is an omnichannel e-commerce platform and provider of AI-driven measurement solutions that drive revenue growth and reduce costs for online retailers while generating big data and machine learning analytics. As of March 31, 2024, the Company had $6,670,000 in total assets, $2,917,000 in total liabilities, and $3,753,000 in total stockholders' equity. The Company cautioned in a Form 10-Q Report for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, since inception, it incurred significant losses and negative cash flows from operations, reporting a net loss of $1,016,000 and $2,654,000 for three-months ended March 31, 2024 and 2023, respectively, resulting in an accumulated deficit of $60,897,000. The Company has financed its operations mainly through fundraising from various investors. NAJAR TRUCKING: Seeks to Hire Larson & Zirzow as Legal Counsel -------------------------------------------------------------- Najar Trucking, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to employ Larson & Zirzow, LLC as its counsel. The firm's services include: (a) prepare on behalf of the Debtor all necessary or appropriate legal papers in connection with the administration of its bankruptcy estate; (b) take all necessary or appropriate actions in connection with a plan of reorganization and all related documents, and such further actions as may be required in connection with the administration of the Debtor's estate; (c) take all necessary actions to protect and preserve the Debtor's estate; and (d) perform all other necessary legal services in connection with the prosecution of the Chapter 11 case. The firm will be paid at these hourly rates: Matthew Zirzow, Principal $650 Benjamin Chamblis, Associate Attorney $450 Patricia Huelsman, Paralegal $295 In addition, the firm will seek reimbursement for expenses incurred. The firm received a total pre-petition retainer in the amount of $30,000. Mr. Zirzow 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 C. Zirzow, Esq. Larson & Zirzow, LLC 850 E. Bonneville Ave. Las Vegas, NV 89101 Telephone: (702) 382-1170 Facsimile: (702) 382-1169 Email: mzirzow@lzlawnv.com About Najar Trucking Najar Trucking, Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-14221) on Aug. 16, 2024, listing under $1 million in both assets and liabilities. Judge Mike K. Nakagawa oversees the case. Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC serves as the Debtor's counsel. NANCY HABER: Secured Party Sets Oct. 7 Auction ---------------------------------------------- In accordance with applicable provisions of the Uniform Commercial Code as enacted in New York, by virtue of certain events of default under a certain ownership interests pledge and security agreement date as of Oct. 20, 2022, but effective as of July 1, 2022, executed and delivered by Nancy J. Haber ("pledgor"), and in accordance with it rights as holder of the security, Maguire Perry LLC ("secured party"), by virtue of a certain UCC-1 filing statement made in favor of the secured party, in accordance with Article 9 of the Uniform Commercial Code of the State of New York, Secured Party will offer for sale, at public auction, (i) all of pledgor's right, title, and interests in and to the following: 1819 Weeks Ave Realty Corp ("pledged entity"), and (ii) certain related rights and property relating thereto. Secured Party's understanding is that the principal assets of the pledged entity is that certain fee interest in the premise located at 47 Perry Street, New York, New York 10014 ("property"). Mannion Auctions LLC, under the direction of Matthew D. Mannion, will conduct a public sale consisting of the collateral via online bidding on Oct. 7. 2024, at 3:30 p.m., in satisfaction of an indebtedness in the approximate amount of $6,934,062.31, including principal, interest on principal, and reasonable fees and costs, plus default interest through Oct. 7, 2024, subject to open charges and all additional costs, fees and disbursements permitted by law. The secured party reserves the right to credit bid. Online bidding will be made via Zoom Meeting: Meeting Link: https://bit.ly/HaberUCC. Meeting ID: 898 3372 7242. Passcode: 703028 One Tap Mobile: +16469313860,,89833727242#,,,,*703028# US +16465588656,,82050638953#,,,,*619547# US (New York) Dial by you location: +1 646 931 3860 US. Interested parties who intend to bid on the collateral must contact David Schechtman, at Meridian Investment Sales, with offices at One Battery Park Plaza, 25th Floor, New York, New York, 10004, (212) 468 5907, dschechtman@meridiancapital.com, to receive the terms and conditions of sale and bidding instructions by Oct. 4, 2023 by 4:00 p.m. Attorney for the Secured Party: Jerold C. Feuerstein, Esq. Kriss & Feuerstein LLP 360 Lexington Avenue Suite 1200 New York, New York 10017 Tel: (212) 661-2900 NANOVIBRONIX INC: Reports Net Loss of $688,000 in Fiscal Q2 ----------------------------------------------------------- NanoVibronix, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $688,000 on $817,000 of revenue for the three months ended June 30, 2024, compared to a net loss of $1,074,000 on $294,000 of revenues for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported net losses of $1,276,000 and $2,171,000, on $1,738,000 and $648,000 of revenues, respectively. "We have incurred losses in the amount of approximately $1,276,000 during the six months ended June 30, 2024, as we continue to maintain significant net operating losses from operations. We also had negative cash flow from operating activities of $1,113,000 for the six months ended June 30, 2024. We had a cash balance of just over $2,170,000 as of June 30, 2024, and we expect to continue to incur losses and negative cash flows from operating activities. Due to the continued expected negative cash flow from operations and the potential arbitration payment, if we are unsuccessful in our appeals, the Company does not have sufficient resources to fund operations for at least the next 12 months. As such, there is substantial doubt of our ability to continue as a going concern." "We will need to continue to raise additional capital to finance our losses and negative cash flows from operations and may continue to be dependent on additional capital raising as long as our products do not reach commercial profitability. If we are unable to raise additional capital, we will need to adjust our business plan and reduce workforce, which could have a material adverse effect on the Company and its financial position." As of June 30, 2024, the Company had $5,696,000 in total assets, $2,855,000 in total liabilities, and $2,841,000 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/58x5z522 About NanoVibronix Elmsford, N.Y.-based NanoVibronix, Inc., a Delaware corporation, commenced operations on October 20, 2003, and is a medical device company focusing on noninvasive biological response-activating devices that target wound healing and pain therapy and can be administered at home without the assistance of medical professionals. The Company cautioned in a Form 10-Q Report for the quarterly period ended March 31, 2024, that substantial doubt exists about its ability to continue as a going concern. According to the Company, it has incurred losses in the amount of approximately $588,000 during the three months ended March 31, 2024, as it continues to maintain significant net operating losses from operations. The Company also had negative cash flow from operating activities of $579,000 for the three months ended March 31, 2024. The Company had a cash balance of just over $2,700,000 as of March 31, 2024 and it expects to continue to incur losses and negative cash flows from operating activities. Due to the continued expected negative cash flow from operations and the potential arbitration payment, if it is unsuccessful in its appeals, the Company does not have sufficient resources to fund operations for at least 12 months after the filing of the report, raising substantial doubt about its ability to continue as a going concern. NCR ATLEOS: Moody's Raises CFR to 'B1' & Alters Outlook to Stable ----------------------------------------------------------------- Moody's Ratings upgraded the credit ratings of NCR Atleos Corporation (NCR Atleos), including its Corporate Family Rating to B1 from B2, Probability of Default Rating to B1-PD from B2-PD, and its senior secured first lien debt instruments (including its term loan A, term loan B, senior secured notes, and revolving credit facility) to B1 from B2. The outlook changed to stable from positive. The upgrade to a B1 CFR reflects the company's improved leverage profile and solid free cash flow for the rating category, along with a public commitment to reduce debt with excess cash flow. The stable outlook incorporates expectations that the company will grow in the low-to-mid-single-digit range and expand margins modestly with operating leverage and greater scale, while reducing debt-to-EBITDA (Moody's adjusted) to below 4x in the next 12-18 months. RATINGS RATIONALE The B1 CFR reflects the company's moderately elevated leverage, with debt-to-EBITDA expected to end 2024 at about 4.4x, which includes expectations of debt reduction in the second half of 2024 of around $150 million, including mandatory debt amortization. The credit profile also reflects the company's exposure to consumers' use of cash and the need for ATMs for cash transactions, while cash-related transactions are under pressure globally given the increased adoption of electronic payments at the point-of-sale (POS). Given the market dynamics, growth prospects are modest. At the same time, the company has committed to a net leverage target below 3x, which translates to approximately below 4x in Moodys-adjusted terms. Additionally, the company has suspended plans to return money to shareholders in the near term, until its net leverage is below 3x. Instead, it plans to use excess cash to repay debt. Also, Moody's expect the number of ATM units and transactions in the markets NCR Atleos serves to remain flat in the next few years and for the company to grow revenue mainly through expanding the users of its retail-based network and wallet-share with existing customers by providing a broader set of ATM-related services. Governance is a key driver of the rating action given the company's decision to abstain from returning cash to shareholders until it achieves sub-3x net leverage, as well as its commitment to use excess cash flow to reduce debt. Liquidity is good, and is supported by a $374 million unrestricted cash balance, nearly $300 million of revolver availability, and expectations of over $200 million of free cash flow in the next twelve months. The company has recently evolved its ATM as a Service (ATMaaS) strategy towards a less capital intensive model, which will further enhance the cash flow profile vs. prior expectations. The credit agreement is subject to a consolidated debt to EBITDA maximum ratio of 4.75x, stepping down to 4.5x on September 30, 2024, and to 4.25x on September 30, 2025. Moody's expect the company to maintain sufficient headroom under this test. Liquidity considerations also take into account an approximately $150 million environmental liability that NCR Atleos' shares with NCR Voyix Corporation, requiring the former to pay 50% of potential cash outflows in excess of $15 million in a given year. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if financial leverage is sustained below 3.5x and Free Cash Flow-to-Debt is sustained at close to 10%, while revenue and EBITDA continue to grow organically, and the ATM industry remains constructive. The ratings could be downgraded if financial leverage is maintained above 4.5x, and/or in the event of consistent organic revenue or margin decline, weakened cash flow generation, or aggressive financial strategy. NCR Atleos Corporation is a provider of ATM solutions to financial institutions, retailers, and consumers through its Self-Service Banking segment that primarily provides ATM hardware, software, and services to traditional banks, and through its retail-based ATM Network segment that enables financial institutions to offer cash-related and other banking services to consumers through a large network of ATMs. LTM revenues are approximately $4.3 billion. The principal methodology used in these ratings was Diversified Technology published in February 2022. NEPHRITE FUND: Hires Barrale Renshaw as Accountant -------------------------------------------------- Nephrite Fund 1 LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Barrale Renshaw CPAs and Advisors, LLC as accountant. The firm will assist the Debtor with tax filings and general accounting services related to bookkeeping. The firm will be paid at the rate of $165 to $535 per hour. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Robert Renshaw, a partner at Barrale Renshaw CPAs and Advisors, LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Robert Renshaw Barrale Renshaw CPAs and Advisors, LLC 1034 S Brentwood Blvd Ste 1305 Saint Louis, MO 63117-1213 About Nephrite Fund 1 LLC Nephrite Fund 1 LLC owns Suncrest Apartments located in Raytown, Missouri. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. Case No. 24-40655) on May 14, 2024. In the petition signed by Alan Sheehy, member, the Debtor disclosed $7,895,492 in assets and $7,194,305 in liabilities. Judge Cynthia A. Norton oversees the case. Robert E. Eggmann, Esq., at Carmody MacDonald PC represents the Debtor as legal counsel. NEUBERGER BERMAN 24: Fitch Assigns 'BB-sf' Rating on Cl. E-R2 Notes ------------------------------------------------------------------- Fitch Ratings has assigned ratings and Rating Outlooks to Neuberger Berman Loan Advisers CLO 24, Ltd. Reset Transaction Entity/Debt Rating Prior ----------- ------ ----- Neuberger Berman Loan Advisers CLO 24, Ltd. A-R 64130HAL5 LT PIFsf Paid In Full AAAsf A-R2 LT NRsf New Rating B-R2 LT AAsf New Rating C-R2 LT Asf New Rating D-1R2 LT BBB-sf New Rating D-2R2 LT BBB-sf New Rating E-R2 LT BB-sf New Rating Transaction Summary Neuberger Berman Loan Advisers CLO 24, Ltd. (the issuer) is an arbitrage cash flow collateralized loan obligation (CLO) managed by Neuberger Berman Loan Advisers LLC that originally closed May 2017 and was refinanced in March 2020. On August 22, 2024 (the reset date), the CLO's existing secured notes will be redeemed in full with refinancing proceeds. Net proceeds from the issuance of the secured and subordinated notes will provide financing on a portfolio of approximately $400 million of primarily first-lien senior secured leveraged loans (excluding defaulted obligations). KEY RATING DRIVERS Asset Credit Quality (Negative): The average credit quality of the indicative portfolio is 'B'/'B-', which is in line with that of recent CLOs. The weighted average rating factor (WARF) of the indicative portfolio is 24.77, versus a maximum covenant, in accordance with the initial expected matrix point of 25.75. Issuers rated in the 'B' rating category denote a highly speculative credit quality; however, the notes benefit from appropriate credit enhancement and standard U.S. CLO structural features. Asset Security (Positive): The indicative portfolio consists of 97.97% first-lien senior secured loans. The weighted average recovery rate (WARR) of the indicative portfolio is 74.35% versus a minimum covenant, in accordance with the initial expected matrix point of 73.8%. Portfolio Composition (Positive): The largest three industries may comprise up to 40% of the portfolio balance in aggregate while the top five obligors can represent up to 12.5% of the portfolio balance in aggregate. The level of diversity resulting from the industry, obligor and geographic concentrations is in line with other recent CLOs. Portfolio Management (Neutral): The transaction has a 5.2-year reinvestment period and reinvestment criteria similar to other CLOs. Fitch's analysis was based on a stressed portfolio created by adjusting to the indicative portfolio to reflect permissible concentration limits and collateral quality test levels. Cash Flow Analysis (Positive): Fitch used a customized proprietary cash flow model to replicate the principal and interest waterfalls and assess the effectiveness of various structural features of the transaction. In Fitch's stress scenarios, the rated notes can withstand default and recovery assumptions consistent with their assigned ratings. The WAL used for the transaction stress portfolio and matrices analysis is 12 months less than the WAL covenant to account for structural and reinvestment conditions after the reinvestment period. In Fitch's opinion, these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Variability in key model assumptions, such as decreases in recovery rates and increases in default rates, could result in a downgrade. Fitch evaluated the notes' sensitivity to potential changes in such a metric. The results under these sensitivity scenarios are as severe as between 'BB+sf' and 'A+sf' for class B-R2, between 'B+sf' and 'BBB+sf' for class C-R2, between less than 'B-sf' and 'BB+sf' for class D-1R2, between less than 'B-sf' and 'BB+sf' for class D-2R2, and between less than 'B-sf' and 'B+sf' for class E-R2. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Variability in key model assumptions, such as increases in recovery rates and decreases in default rates, could result in an upgrade. Fitch evaluated the notes' sensitivity to potential changes in such metrics; the minimum rating results under these sensitivity scenarios are 'AAAsf' for class B-R2, 'AA+sf' for class C-R2, 'A+sf' for class D-1R2, 'A-sf' for class D-2R2, and 'BBB+sf' for class E-R2. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY The majority of the underlying assets or risk-presenting entities have ratings or credit opinions from Fitch and/or other nationally recognized statistical rating organizations and/or European Securities and Markets Authority-registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information. Overall, Fitch's assessment of the asset pool information relied upon for its rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Neuberger Berman Loan Advisers CLO 24, Ltd. In cases where Fitch does not provide ESG relevance scores in connection with the credit rating of a transaction, program, instrument or issuer, Fitch will disclose in the key rating drivers any ESG factor which has a significant impact on the rating on an individual basis. NEUROONE MEDICAL: Reports Net Loss of $2.8MM in Fiscal Q3 --------------------------------------------------------- NeuroOne Medical Technologies Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2,767,525 on $825,776 of product revenues for the three months ended June 30, 2024, compared to a net loss of $3,468,773 on $629,906 of product revenues for the three months ended June 30, 2023. The Company reported a net loss of $8,967,515 on $3,180,719 of product revenues and a net loss of $8,724,370 on $1,210,661 of product revenues for the nine months ended June 30, 2024, and 2023, respectively. The Company had an accumulated deficit of 71,653,818 as of June 30, 2024. To date, the Company's revenues have not been sufficient to cover its full operating costs, and as such, it has been dependent on funding operations through the issuance of debt and sale of equity securities. The Company has adequate liquidity, including the net proceeds from the August 2024 private placement and August 2024 term loan facility, to fund its operations through July 2025. The raising of additional funds is not solely within the control of the Company. These factors raise substantial doubt about the Company's ability to continue as a going concern. If the Company is unable to raise additional funds, or the Company's anticipated operating results are not achieved, management believes planned expenditures may need to be reduced in order to extend the time period that existing resources can fund the Company's operations. The Company intends to fund ongoing activities by utilizing its current cash and cash equivalents on hand, from product and collaborations revenue and by raising additional capital through equity or debt financings. As discussed further in Note 12, on August 2, 2024, the Company closed a private placement and received net proceeds of approximately $2.5 million and entered into a delayed draw term loan facility in an aggregate principal amount not to exceed $3.0 million. If management is unable to obtain the necessary capital, it may have a material adverse effect on the operations of the Company and the development of its technology, or the Company may have to cease operations altogether. As of June 30, 2024, the Company had $4,912,597 in total assets, $1,900,870 in total liabilities, and $3,011,727 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/5dad8j2u About NeuroOne Headquartered in Eden Prairie, Minn., NeuroOne Medical Technologies Corporation is a medical technology company focused on the development and commercialization of thin film electrode technology for continuous electroencephalogram ("cEEG") and stereoelectroencephalography ("sEEG") recording, spinal cord stimulation, brain stimulation, and ablation solutions for patients suffering from epilepsy, Parkinson's disease, dystonia, essential tremors, chronic pain due to failed back surgeries, and other related neurological disorders. Additionally, the Company is investigating the potential applications of its technology associated with artificial intelligence. Minneapolis, Minn.-based Baker Tilly US, LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated Dec. 15, 2023, citing that the Company had recurring losses from operations and an accumulated deficit, expects to incur losses for the foreseeable future, and requires additional working capital. These raise substantial doubt about the Company's ability to continue as a going concern. NEXII BUILDING: Horizon Tech Marks $5.9MM Loan at 76% Off --------------------------------------------------------- Horizon Technology Finance Corporation has marked its $5,914,000 loan extended to Nexii Building Solutions Inc to market at $1,418,000 or 24% of the outstanding amount, according to a disclosure contained in Horizon Tech's Form 10-Q for the quarterly period ended June 30, 2024, filed with the Securities and Exchange Commission. Horizon Tech is a participant in a Term Loan to Nexii Building Solutions Inc. The Loan accrues interest at a rate of 15.5% (Prime+ 7%, 10.25% Floor) per annum. The loan was scheduled to mature on March 31, 2024. Horizon Tech was organized as a Delaware corporation on March 16, 2010 and is an externally managed, non-diversified, closed-end investment company. Horizon Technology Finance Corporation has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, has elected to be treated as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Horizon Tech is led by Robert D. Pomeroy, Jr., Chief Executive Officer and Chairman of the Board; and Daniel R. Trolio, Chief Financial Officer. The fund can be reach through: Robert D. Pomeroy, Jr. Horizon Technology Finance Corporation 312 Farmington Avenue Farmington, CT, 06032 Tel No.: (860) 676 8654 Nexii Building Solutions Inc. is a Canadian construction company that builds and designs low-emission buildings. NEXII BUILDING: Horizon Tech Marks $8.8MM Loan at 76% Off --------------------------------------------------------- Horizon Technology Finance Corporation has marked its $8,871,000 loan extended to Nexii Building Solutions Inc to market at $2,129,000 or 24% of the outstanding amount, according to a disclosure contained in Horizon Tech's Form 10-Q for the quarterly period ended June 30, 2024, filed with the Securities and Exchange Commission. Horizon Tech is a participant in a Term Loan to Nexii Building Solutions Inc. The Loan accrues interest at a rate of 15.5% (Prime+ 7%, 10.25% Floor) per annum. The loan was scheduled to mature on March 31, 2024. Horizon Tech was organized as a Delaware corporation on March 16, 2010 and is an externally managed, non-diversified, closed-end investment company. Horizon Technology Finance Corporation has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, has elected to be treated as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Horizon Tech is led by Robert D. Pomeroy, Jr., Chief Executive Officer and Chairman of the Board; and Daniel R. Trolio, Chief Financial Officer. The fund can be reach through: Robert D. Pomeroy, Jr. Horizon Technology Finance Corporation 312 Farmington Avenue Farmington, CT, 06032 Tel No.: (860) 676 8654 Nexii Building Solutions Inc. is a Canadian construction company that builds and designs low-emission buildings. NEXII BUILDING: Horizon Tech Marks $842,000 Loan at 76% Off ----------------------------------------------------------- Horizon Technology Finance Corporation has marked its $842,000 loan extended to Nexii Building Solutions Inc to market at $204,000 or 24% of the outstanding amount, according to a disclosure contained in Horizon Tech's Form 10-Q for the quarterly period ended June 30, 2024, filed with the Securities and Exchange Commission. Horizon Tech is a participant in a Term Loan to Nexii Building Solutions Inc. The Loan accrues interest at a rate of 15.5% (Prime+ 7%, 10.25% Floor) per annum. The loan was scheduled to mature on March 31, 2024. Horizon Tech was organized as a Delaware corporation on March 16, 2010 and is an externally managed, non-diversified, closed-end investment company. Horizon Technology Finance Corporation has elected to be regulated as a business development company under the 1940 Act. In addition, for tax purposes, has elected to be treated as a regulated investment company as defined under Subchapter M of the Internal Revenue Code of 1986, as amended. Horizon Tech is led by Robert D. Pomeroy, Jr., Chief Executive Officer and Chairman of the Board; and Daniel R. Trolio, Chief Financial Officer. The fund can be reach through: Robert D. Pomeroy, Jr. Horizon Technology Finance Corporation 312 Farmington Avenue Farmington, CT, 06032 Tel No.: (860) 676 8654 Nexii Building Solutions Inc. is a Canadian construction company that builds and designs low-emission buildings. NEXTDECADE CORP: Reports Net Loss of $32.6 Million in Fiscal Q2 --------------------------------------------------------------- NextDecade Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to common stockholders of $32.6 million for the three months ended June 30, 2024, compared to a net loss attributable to common stockholders of $127 million for the three months ended June 30, 2023. For the six months ended June 30, 2024 and 2023, the Company reported net losses attributable to common stockholders of $4.2 million and $161.1 million, respectively. As of June 30, 2024, the Company had $4.8 billion in total assets, $3.5 billion in total liabilities, and $1.3 billion in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/2pdpdvza About NextDecade Corporation NextDecade Corporation, a Delaware corporation, is a Houston-based energy company primarily engaged in construction and development activities related to the liquefaction of natural gas and sale of LNG, and the capture and storage of CO2 emissions. The Company is constructing and developing a natural gas liquefaction and export facility located in the Rio Grande Valley in Brownsville, Texas, which currently has three liquefaction trains and related infrastructure under construction. NextDecade reported a consolidated net loss of $182.7 million for the year ended December 31, 2023, compared to a net loss of $84.4 million for the same period in 2022. Houston, Texas-based Grant Thornton LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 11, 2024, citing that the Company has incurred operating losses since its inception and management expects operating losses and negative cash flows to continue for the foreseeable future. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern. NORTH EASTERN INDUSTRIES: Taps Nickless Phillips as Legal Counsel ----------------------------------------------------------------- North Eastern Industries, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Nickless, Phillips and O'Connor as counsel. The firm will represent the Debtor in all matters related to the proceeding, assist the Debtor in the preparation and filing of pleadings in this Court, pursue civil litigation, dispose of and recover assets, and in general to act on the Debtor's behalf in the proceeding. The firm will be paid $395 per hour for counsel, and $150 for paralegals. The firm received from the Debtor a retainer of $23,262, plus a filing fee. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. James L. O'Connor, Jr., Esq., a partner at Nickless, Phillips and O'Connor, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: James L. O'Connor, Jr., Esq. Nickless, Phillips and O'Connor PO Box, 2101 780 Main Street, Suite 401 Fitchburg, MA 01420 Tel: (978) 342-4590 Email: joconnor@npolegal.com About North Eastern Industries, Inc. North Eastern Industries, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 24-40824) on August 9, 2024, listing $500,001 to $1 million in both assets and liabilties. James L. O'Connor, Jr., Esq. at Nickless, Phillips And O'Connor represents the Debtor as counsel. NOVA LIFESTYLE: Posts $563,489 Net Loss in Fiscal Q2 ---------------------------------------------------- Nova LifeStyle, Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $563,489 on $2,688,533 of net sales, compared to a net loss of $538,581 on $4,462,429 of net sales for the three months ended June 30, 2023. The Company reported a net loss of $2,026,245 on $5,064,926 of revenues and a net loss of $1,760,896 on $6,336,994 of revenues for the six months ended June 30, 2024, and 2023, respectively. As of June 30, 2024, the Company had $5,803,647 in total assets, $5,755,439 in total liabilities, and $48,208 in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/4axnhzhv About Nova Lifestyle Headquartered in Commerce, Calif., Nova LifeStyle, Inc. is a distributor of contemporary styled residential and commercial furniture incorporated into a dynamic marketing and sales platform offering retail as well as online selection and global purchase fulfillment. The Company monitors popular trends and products to create design elements that are then integrated into the Company's product lines that can be used as both stand-alone or whole-room and home furnishing solutions. Through its global network of retailers, e-commerce platforms, stagers, and hospitality providers, Nova LifeStyle also sells (through an exclusive third-party manufacturing partner) a managed variety of high-quality bedding foundation components. San Mateo, Calif.-based WWC, P.C., the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 12, 2024, citing that the Company incurred a net loss for the years ended Dec. 31, 2023, and 2022, and the accumulated deficit increased from $36.71 million to $44.43 million from 2022 to 2023. These factors raise substantial doubt about the Company's ability to continue as a going concern. NOVALENT MIDDLECO: Taps Waldrep Wall Babcock & Bailey as Counsel ---------------------------------------------------------------- Novalent MiddleCo, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to employ Waldrep Wall Babcock & Bailey, PLLC as its counsel. The firm's services include: (a) advise the Debtors of their rights, powers, and duties; (b) advise the Debtors regarding all general bankruptcy matters; (c) prepare all necessary legal papers in connection with the administration of the Debtors' bankruptcy estates; (d) assist other professionals retained by the Debtors in the investigation of the acts, conduct, assets, liabilities, and its financial condition, and any other matters relevant to these bankruptcy cases or to the formulation of a plan of reorganization or liquidation; (e) represent the Debtors at all critical hearings on matters relating to its affairs and interests; (f) prosecute and defend any litigated matters that may arise during these bankruptcy cases; (g) investigate the validity, extent, and priority of any secured claims against the Debtors' bankruptcy estates, and investigate the acts and conduct of such secured creditors and other parties to determine whether any causes of action may exist; (h) prepare, file, negotiate, present, and implement a plan of reorganization; (i) represent the Debtors on matters relating to the assumption or rejection of executory contracts and unexpired leases; and (j) perform other necessary legal services for and on behalf of the Debtors that may be necessary or appropriate in the administration of these bankruptcy cases. The firm will be paid at these hourly rates: Kevin Sink, Attorney $550 James Lanik, Attorney $485 Jennifer Lyday, Attorney $430 Ciara Rogers, Attorney $430 Diana Santos Johnson, Attorney $375 Kylie Hamilton, Attorney $300 Katherine Hayden, Paralegal $235 In addition, the firm will seek reimbursement for expenses incurred. The firm received a pre-petition retainer in the amount of $110,621 from the Debtor. Mr. Sink 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: Kevin L. Sink, Esq. Waldrep Wall Babcock & Bailey, PLLC 3600 Glenwood, Suite 210 Raleigh, NC 27612 Telephone: (919) 589-7985 Email: ksink@waldrepwall.com About Novalent MiddleCo Novalent is a biotechnology engineering firm which has pioneered the development of long-lasting technology to protect against bacteria and viruses. Novalent MiddleCo, Inc. and its affiliates sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Lead Case No. 24-02756) on Aug. 16, 2024, listing up to $50,000 in assets and up to $10 million in liabilities. Judge Joseph N. Callaway oversees the case. Kevin L. Sink, Esq., at Waldrep Wall Babcock & Bailey, PLLC serves as the Debtor's counsel. OFFICE DEPOT: Egan-Jones Retains BB- Senior Unsecured Ratings ------------------------------------------------------------- Egan-Jones Ratings Company, on August 13, 2024, maintained its 'BB-' foreign currency and local currency senior unsecured ratings on debt issued by Office Depot, Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Boca Raton, Florida, Office Depot, Inc. operates a chain of office product warehouse stores in North America, Europe, Asia, and Central America. OMNIQ CORP: Partners With Ingenico to Enhance Fintech Solutions --------------------------------------------------------------- OMNIQ Corp., in a significant stride towards advancing their fintech position is proud to announce a non-exclusive agreement with Ingenico, a global leader in seamless payment. OMNIQ Corp. will leverage its innovative fintech software alongside Ingenico's state-of-the-art payment solutions. This strategic alliance aims to enhance and streamline payment across various industries, marrying OMNIQ's AI-driven technology solutions with Ingenico's global expertise in payment. This collaboration leverages the recent acquisition of Codeblocks Ltd and aims to deliver superior payment solutions, enriching customer experiences across various industries. Together, OMNIQ and Ingenico are setting new standards in fintech innovation and operational efficiency. "Ingenico's collaboration with OmniQ is an exciting move as we embark on this journey together. By integrating OmniQ's innovative technology with Ingenico's solutions, businesses in Israel will have the tools to empower growth and success." Francisco Gil, Ingenico Managing Director of Iberia, Israel & Africa. "I'm proud of our collaboration with Ingenico, marking a significant step forward in utilizing automation and fintech innovation to enhance payment solutions. This partnership reflects our proactive commitment to fostering long-term relationships and diligently integrating innovative solutions, ensuring our clients receive the most secure and seamless experience possible." Said omniQ CEO Shai Lustgarten. About Ingenico Ingenico is the global leader in payments acceptance solutions. As the trusted technology partner for merchants, banks, acquirers, ISVs, payment aggregators and fintech customers our world-class terminals, solutions and services enable the global ecosystem of payments acceptance. With 45 years of experience, innovation is integral to Ingenico's approach and culture, inspiring our large and diverse community of experts who anticipate and help shape the evolution of commerce worldwide. At Ingenico, trust and sustainability are at the heart of everything we do. For additional information, please visit https://ingenico.com/ About OMNIQ OMNIQ Corporation -- http://www.omniq.com/-- is a provider of state-of-the-art computerized and machine vision image processing technologies, anchored in its proprietary and patented artificial intelligence innovations. The Company's extensive range of services spans advanced data collection systems, real-time surveillance, and monitoring capabilities catered to various sectors, including supply chain management, homeland security, public safety, as well as traffic and parking management. These innovative solutions are strategically designed to secure and optimize the movement of individuals, assets, and information across essential infrastructures such as airports, warehouses, and national borders. The Company serves a broad spectrum of clients, including government agencies and esteemed Fortune 500 corporations across several industries -- manufacturing, retail, healthcare, distribution, transportation, logistics, food and beverage, and the oil, gas, and chemical sectors. OMNIQ reported a net loss of $29.43 million for the year ended Dec. 31, 2023, compared to a net loss of $13.61 million for the year ended Dec. 31, 2022. As of March 31, 2024, the Company had $38.86 million in total assets, $75.39 million in total liabilities, and a total stockholders' deficit of $36.53 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has a deficit in stockholders' equity and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. OMNIQ CORP: Reports Net Loss of $3.05MM in Fiscal Q2 ---------------------------------------------------- OMNIQ Corporation filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.05 million on $19.06 million of revenues, compared to a net loss of $3.87 million on $20.27 million of revenue for the three months ended June 30, 2023. For the six months ended June 30, 2024, and 2023, the Company reported a net loss of $5.14 million on $37.37 million of revenues and a net loss of $7.37 million on $47.87 million of revenues, respectively. As of June 30, 2024, the Company had $42.62 million in total assets, $80.97 million in total liabilities, and $38.36 million in total stockholders' deficit. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/ypf5hxmp About OMNIQ OMNIQ Corporation -- www.OMNIQ.com -- is a provider of state-of-the-art computerized and machine vision image processing technologies, anchored in its proprietary and patented artificial intelligence innovations. The Company's extensive range of services spans advanced data collection systems, real-time surveillance, and monitoring capabilities catered to various sectors, including supply chain management, homeland security, public safety, as well as traffic and parking management. These innovative solutions are strategically designed to secure and optimize the movement of individuals, assets, and information across essential infrastructures such as airports, warehouses, and national borders. The Company serves a broad spectrum of clients, including government agencies and esteemed Fortune 500 corporations across several industries -- manufacturing, retail, healthcare, distribution, transportation, logistics, food and beverage, and the oil, gas, and chemical sectors. OMNIQ reported a net loss of $29.43 million for the year ended Dec. 31, 2023, compared to a net loss of $13.61 million for the year ended Dec. 31, 2022. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has a deficit in stockholders' equity and has sustained recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. ONDAS HOLDINGS: Posts $8.3 Million Net Loss in Fiscal Q2 -------------------------------------------------------- Ondas Holdings Inc. filed with the U.S. Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $8.3 million on $957,851 of net revenue for the three months ended June 30, 2024, compared to a net loss of $9 million on $5.5 million of net revenue for the three months ended June 30, 2023. The Company reported a net loss of $18.1 million on $1.6 million of net revenue and a net loss of $23.4 million on $8.1 million of revenue for the six months ended June 30, 2024 and 2023, respectively. Management Commentary "Ondas continued to advance critical customer activity during the second quarter, positioning the Company for long-term growth," said Eric Brock, Chairman and CEO of Ondas Holdings. "That progress included multiple orders we have secured for the Iron Drone Raider, including the latest order announced earlier today from a major military customer, which represents an expansion of their engagement with Ondas on their counter-drone technology roadmap. The successful productization of our Irone Drone Raider adds a third revenue-generating platform to Ondas' portfolio, alongside OAS' Optimus System and Ondas Networks' FullMAX, 802.16-enabled software-defined networking platform. "At Ondas Networks, our distribution partner secured an initial commercial order for Airlink, powered by our FullMAX software defined networking platform, for Advanced Train Control Systems (ATCS) deployment in the 900 MHz network. This marks a major milestone following the successful installation and systems integration. Live Airlink networks are now operational for both a Class I freight rail operator and a transit customer while additional orders are expected in the second half of 2024 for similar area-wide buildouts. In parallel, we are engaging railroad customers to identify broad deployment plans in the 900 MHz network for 2025, though visibility around purchase order commitments remains limited in the near term. We continue to advance revenue-generating funded development programs, including the strategically important 220 MHz Positive Train Control (PTC) data radio development program designed for Amtrak and other transit and freight rail operators across the Northeast Corridor (NEC). "Our efforts at OAS included advancing the Iron Drone Raider system to market, as we secured both a major government military end customer for direct sales and support as a prime vendor, as well as a large global defense company as partner and distributor. The initial Iron Drone Raider orders came after an intense effort to enhance the platform for advanced military requirements. As customers deploy these initial Raider systems, we believe combat success will lead to additional volume orders. We are establishing the supply chain and production capability to meet this expected demand. Additionally, there is significant interest in global defense markets for Raider, which is emerging as a best-in-class, 'hard kill' counter drone solution addressing the urgent need for protection from hostile drones. Lastly for OAS, the customer pipeline for Optimus is strengthening including with new prospective defense customers and with potentially large U.S. commercial customers. The opening of the government and homeland security market for OAS was further demonstrated with the fixed-price contract American Robotics received directly from the U.S. Coast Guard to provide aerial emissions monitoring to support the EPA Clean Ports initiatives. We are very optimistic about the potential with this program. "The emergence of the defense sector as a material growth vector for Ondas cannot be overstated. It demonstrates the true dual-use nature of both our Optimus and Iron Drone platforms and results in a massive increase in not only our Total Addressable Market (TAM), but also drives a much higher Serviceable and Obtainable market (SOM). In our assessment, the Optimus System and Iron Drone Raider have essentially no competitive alternatives that offer equivalent capabilities to operate continuously in both civil and military environments, even under harsh weather conditions and limited access to infrastructure such as GPS, internet, and cellular networks. In short, we believe OAS is well positioned for significant growth in the second half of 2024 with both Optimus and Iron Drone. Brock concluded, "Ondas remains in a strong position, with leading technology platforms addressing large, high value end markets. Further, we believe we remain strongly supported by our investors, as evidenced by a $1.5 million investment by Charles & Potomac in Senior Notes issued by Ondas Networks in July 2024. Our financial results in the first half were disappointing, mainly due to delays in 900 MHz deployments with Class I Railroads and supply chain and market-related issues stemming from the Gaza conflict in Israel. Visibility with the 900 MHz deployment plans remain challenging, but we are working with our railroad customers and distribution partner to improve clarity. We remain confident in the strategic importance of the new 900 MHz network for the Railroads. While the Gaza conflict created business disruption for OAS, it also has served to strengthen tailwinds for our business as we see expanding demand in defense and security markets for our drone platforms. We see a growing customer pipeline for both Optimus and Iron Drone Raider systems and expect OAS to experience a significant revenue recovery in the second half of 2024." As of June 30, 2024, the Company had $82.5 million in total assets, $46.1 million in total liabilities, $17.03 million in redeemable noncontrolling interest, and $19.4 million in total stockholders' equity. A full-text copy of the Company's Form 10-Q is available at: https://tinyurl.com/5c73sw56 About Ondas Holdings Marlborough, Mass.-based Ondas Holdings Inc. is a provider of private wireless, drone, and automated data solutions through its subsidiaries Ondas Networks Inc., Ondas Autonomous Holdings Inc., Airobotics, Ltd, and American Robotics, Inc. Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 1, 2024, citing that the Company has experienced recurring losses from operations, negative cash flows from operations, and a working capital deficit as of Dec. 31, 2023. OREGON TOOL: Moody's Cuts CFR to Caa3 & Senior Bank Loans to Caa2 ----------------------------------------------------------------- Moody's Ratings downgraded Oregon Tool, Inc.'s ratings including its corporate family rating to Caa3 from Caa1 and its probability of default rating to Caa3-PD from Caa1-PD. Moody's also downgraded the senior secured bank credit facility to Caa2 from B3 and senior unsecured notes to Ca from Caa3. The outlook remains negative. "The downgrade of Oregon Tool's CFR to Caa3 and negative outlook reflect Moody's view that the company's debt capital structure is unsustainable," said Justin Remsen, Moody's Vice President – Senior Analyst. "Steep and persistent volume declines have materially eroded Oregon Tool's scale and profitability. Without a significant improvement in performance, the company will maintain leverage well above 10x and deplete its liquidity within the next 12 months," added Remsen. RATINGS RATIONALE Oregon Tool's Caa3 CFR reflects Moody's expectation that the company's current capital structure is unsustainable without a substantial recovery in earnings and cash flow. Moody's believe the company has limited options to improve liquidity and comfortably service its capital structure following various cost cutting, working capital management, and capital spending initiatives. The rating also reflects historically low growth in the company's primary end markets (forestry and agriculture). The forestry segment has demonstrated stable growth historically, but demand for lumber can be impacted by the cyclical housing market. Strengths include the company's dominant global market share along with strong brand recognition, and good channel diversification. Oregon Tool generates a high percentage of revenue from consumable products such as chainsaw bars and chains and lawnmower blades that must be replaced frequently providing a recurring revenue stream. Moody's forecast that Oregon Tool will have weak liquidity over the next 12 to 18 months. Moody's project the company will experience free cash flow burn of about $40 million in 2024 and 2025. Liquidity is supported by cash on hand on June 30, 2024 of about $32 million. The company's $150 million asset-based lending (ABL) revolver has $60 million outstanding and $43 million additional borrowing available as of June 30, 2024. Springing covenants on the company's ABL and revolving credit facility further limit borrowing capacity to about $30 million and $20 million, respectively as of June 30, 2024. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded should recovery prospects in the event of default deteriorate further. The ratings could be upgraded if the company can stabilize its debt capital structure and if negative operating trends are resolved with a recovery in earnings and liquidity. Oregon Tool, Inc., headquartered in Portland, Oregon, is a global manufacturer and distributor of professional-grade, consumable parts and attachments for use in forestry, lawn and garden, agriculture and concrete cutting applications. Platinum Equity, through its affiliates, is the owner of Oregon Tool. The principal methodology used in these ratings was Manufacturing published in September 2021. OUTLOOK THERAPEUTICS: Adds 4.8MM Shares Under Incentive Plan ------------------------------------------------------------ Outlook Therapeutics, Inc. disclosed in a Form S-8 Report filed with the U.S. Securities and Exchange Commission that on June 13, 2024, the Board of Directors of the Company approved the amendment and restatement of the Outlook Therapeutics, Inc. 2015 Equity Incentive Plan, which was previously amended as of September 21, 2018, September 12, 2019, and September 17, 2020, subject to approval by stockholders at the 2024 Special Meeting of Stockholders. On August 12, 2024, the Company's stockholders approved the amendment and restatement of the 2015 Plan and, in connection with amending and restating the 2015 Plan, the name of the 2015 Plan was updated to the Outlook Therapeutics, Inc. 2024 Equity Incentive Plan (the "2024 Plan"). The Company filed a Registration Statement on Form S-8 for the purpose of registering up to an additional 4,800,000 shares of common stock, par value $0.01 per share, comprising: (i) up to 4,698,755 new shares of Common Stock issuable to eligible persons under the 2024 Plan and (ii) 101,245 shares of Common Stock issuable upon the exercise of outstanding options granted under the 2024 Plan, which Common Stock is in addition to the shares of Common Stock registered on the Company's Prior Form S-8s. A full-text copy of the Registration Statement is available at: https://tinyurl.com/57am287p About Outlook Therapeutics Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc. -- http://www.outlooktherapeutics.com-- is a biopharmaceutical company working to launch the first ophthalmic formulation of bevacizumab approved by the U.S. Food and Drug Administration for use in retinal indications. The Company's goal is to launch directly in the United States as the first and only approved ophthalmic bevacizumab for the treatment of wet age-related macular degeneration, or wet AMD, diabetic macular edema, or DME, and branch retinal vein occlusion, or BRVO. The Company's plans also include seeking approval and launching the product in the United Kingdom, Europe, Japan, and other markets, either directly or through a strategic partner. If approved, the Company expects to receive 12 years of regulatory exclusivity in the United States and up to 10 years of market exclusivity in the European Union. Philadelphia, Pennsylvania-based KPMG LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Dec. 22, 2023, citing that the Company has incurred recurring losses and negative cash flows from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. Outlook Therapeutics reported a net loss of $58.98 million for the year ended Sept. 30, 2023, compared to a net loss of $66.05 for the year ended Sept. 30, 2022. As of March 31, 2024, the Company had $59.03 million in total assets, $193.26 million in total liabilities, and a total stockholders' deficit of $134.24 million. PARLEMENT TECHNOLOGIES: Court OKs Bid Rules for Sale of Assets -------------------------------------------------------------- Parlement Technologies, Inc. received approval from the U.S. Bankruptcy Court for the District of Delaware to solicit bids for its assets and those owned by its subsidiaries. The company is selling all, or substantially all, of its assets, including its equity interests in Dynascale, Inc. and Alchemy Data Centers, LLC, both subsidiaries of the company. Also included in the proposed sale are assets of both subsidiaries. Under the court-approved bid procedures, the deadline for potential buyers to place their bids on the assets is on Sept. 27, at 4:00 p.m. (prevailing Eastern Time). Potential buyers are required to provide a cash deposit equal to 10% of the purchase price to be paid. An auction will be conducted on Oct. 1, at 10:00 a.m. (prevailing Eastern Time) if the company receives offers by the bid deadline. Parlement may select a stalking horse bidder who will set the price floor for bidding in the auction. The deadline to select the stalking horse bidder is on Sept. 2, at 4:00 p.m. (prevailing Eastern Time). If a stalking horse bidder is not designated, any subsequent bid submitted by a qualified bidder must have a value that is greater than or equal to the sum of the preceding highest bid submitted by a qualified bidder, plus $100,000. The bankruptcy court will hold a hearing on Oct. 10 to approve the sale of the assets to the winning bidder. Objections are due by Oct. 7. The court-approved bid procedures require the consummation of the sale by Nov. 7. About Parlement Technologies Parlement Technologies, Inc. is a technology services company in Nashville, Tenn., serving businesses and organizations of all sizes. The Debtor filed Chapter 11 petition (Bankr. D. Del. Lead Case No. 24-10755) on April 15, 2024, with $10 million to $50 million in both assets and liabilities. Craig Jalbert, chief restructuring officer, signed the petition. Judge Craig T. Goldblatt oversees the case. Potter Anderson & Corroon, LLP and Force Ten Partners, LLC serve as the Debtor's bankruptcy counsel and investment banker, respectively. POLAR US: $1.48BB Bank Debt Trades at 16% Discount -------------------------------------------------- Participations in a syndicated loan under which Polar US Borrower LLC is a borrower were trading in the secondary market around 84.2 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.48 billion Term loan facility is scheduled to mature on October 15, 2025. About $1.36 billion of the loan is withdrawn and outstanding. Polar US Borrower, LLC is the pass-through entity of ultimate parent, SK Blue Holdings, LP, an affiliate of private investment firm, SK Capital Partners. SI Group manufactures performance additives for use in polymer, rubber, lubricants, fuels, adhesives applications, surfactants in addition to some specialty chemicals. PORTAL DE CAGUAS: Alter Domus Dismissed from SL Funding Suit ------------------------------------------------------------ In the adversary proceeding styled as, GRUPO HIMA SAN PABLO INC.; PORTAL DE CAGUAS, INC., Plaintiff v. SL FUNDING 3, LLC; CENTER FOR MUNICIPAL REVENUE COLLECTION; UNSECURED CREDITORS COMMITTEE Defendant, SL FUNDING 3, LLC, Counter-Plaintiff v. GRUPO HIMA SAN PABLO INC.; PORTAL DE CAGUAS, INC.; ALTER DOMUS (US) LLC; ISLAND HEALTHCARE, LLC, Counter-Defendant, Adv. No. 23-00097 (ESL) (Bankr. D.P.R.), Judge Enrique S. Lamoutte Inclan of the United States Bankruptcy Court for the District of Puerto Rico granted the motion filed by Alter Domus (US) LLC to dismiss SL Funding 3, LLC's amended third party complaint for failure to state a claim. On December 22, 2023, Grupo HIMA San Pablo, Inc. and Portal de Caguas, Inc. filed and thereafter amended a Complaint against creditor SL Funding, Center for Municipal Revenue Collection and the Unsecured Creditors Committee, objecting to the amount, validity, extent and/or priority of SL Funding's claim, and seeking a declaratory judgment that the claim is junior to that of the DIP Lender and junior to that of CRIM, each as a result of the DIP Order entered on September 29, 2023. On February 26, 2024, SL Funding filed its Answer, Affirmative Defenses, and Counterclaims to Grupo HIMA San Pablo, Inc. and Portal de Caguas, Inc.'s Amended Complaint, asserting claims against the Debtors and "the DIP Lender, represented by Alter Domus, LLC as administrative agent". In the counterclaims and third-party claims, which included two counts -- one for declaratory judgment on the validity, extent and/or priority of its secured debt, and another one for unjust enrichment against the DIP Lender -- SL Funding identified Alter Domus as the DIP Lender. On March 11, 2024, SL Funding filed its First Amended Counterclaim, and Third-Party Claim. Therein, SL Funding included Island Healthcare, LLC as a third-party defendant and identified it as the DIP Lender, and Alter Domus as the DIP Lender's administrative and collateral agent. The Amended Third-Party Complaint also includes two causes of action. In the first cause of action, SL Funding is seeking a declaratory judgment on whether it is the senior secured creditor over certain real estate collateral as opposed to the DIP Lender. In the second cause of action, SL Funding is seeking relief for unjust enrichment against the DIP Lender, arguing that it was not provided notice or an opportunity to be heard, was not provided adequate protection, and was not afforded an opportunity to credit bid, which unjustly benefits the DIP Lender at SL Funding's expense. On May 23, 2024, Alter Domus filed the Motion to Dismiss requesting the dismissal of the Amended Third-Party Complaint under Fed. R. Civ. P. 12(b)(6) arguing that the Amended Third-Party Complaint does not assert any claim, remedy, or relief against it and that the allegations are not related to Alter Domus' role as Island Healthcare LLC's agent in the bankruptcy proceedings. In sum, Alter Domus argues that, when SL Funding filed the original Third-Party Complaint, it included allegations against Alter Domus as if it were the DIP Lender, apparently due to a confusion between the two roles. The alleged error was fixed by the filing of the Amended Third-Party Complaint and the joining of Island Healthcare LLC as a third-party co-defendant. Alter Domus argues that, since the filing of the Third-Party Complaint, it was SL Funding's intention to pursue its claims against the "DIP Lender", which is Island Healthcare LLC and not Alter Domus. SL Funding filed an Opposition on June 3, 2024, arguing that the Amended Third-Party Complaint alleges sufficient facts to survive a motion to dismiss because it pleads a clear and substantial controversy between Alter Domus and SL Funding as they have adverse legal interests because Alter Domus is the administrative and collateral agent of the DIP Lender, and its interests are completely aligned with the DIP Lender's. SL Funding also argues in the Opposition that Alter Domus contradicts itself to the extent of being judicially estopped because, despite "consistently putting itself in the DIP Lender's shoes as its 'administrative and collateral' agent [. . .], it now seems to assert that it has no legal interest adverse to SL [Funding]". Alter Domus filed a Reply on June 10, 2024, averring that the Amended Third-Party Complaint is silent as to how Alter Domus is responsible for the alleged lack of notice or due process, and that the allegations therein are not enough to raise the claims against Alter Domus above the speculative level to entitle SL Funding to relief against Alter Domus. Alter Domus argues that the Amended Third-Party Complaint does not meet the requirements of Fed. R. Civ. P. 9 for allegations of fraud or mistake because it does not include allegations against Alter Domus. In addition, Alter Domus argues it has acted within the strictures of its duties under the Credit Agreements for the DIP Loans, which have been public in the docket of the bankruptcy case, and that it has not taken either an inconsistent or mutually exclusive position in these proceedings, particularly regarding the roles of the DIP Lender and the Agent or its obligations as Agent under the Credit Agreements. On July 29, 2024, the Lender Parties, SL Funding, and the Debtors filed a Joint Motion in Compliance with Order (the "Joint Motion") summarizing pending issues in the Adversary Proceeding after the Opinion and Order entered on July 3, 2024. SL Funding avers that Alter Domus' Motion to Dismiss is "moot, such that the Agent can be dismissed from this Adversary Proceeding". Also in the Joint Motion, the Lender Parties, SL Funding and the Debtors state that they agree that Count II of the Amended Third-Party Complaint for unjust enrichment has not been resolved and that additional discovery and further litigation to resolve this claim is necessary. However, in the third footnote in the Joint Motion, SL Funding states that Count II of the Amended Third-Party Complaint "should be stayed pending adjudication of [the issues of the amount of its over-security and the amounts it is entitled to recover in additional attorneys' fees and interests] and the resolution of [its] administrative claim and any objections thereto". According to the Court, based on SL Funding's express recognition that the Amended Third-Party Complaint can be dismissed as to Alter Domus, the Motion to Dismiss is granted and the Amended Third-Party Complaint is dismissed as to third-party defendant Alter Domus. A copy of the Court's decision dated August 13, 2024, is available at https://urlcurt.com/u?l=rH48qI Portal de Caguas, Inc. filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 23-02516) on August 15, 2023. Judge Enrique S. Lamoutte Inclan oversees the cases. Wigberto Lugo Mender, Esq., at Lugo Mender Group, LLC serves as the Debtor's bankruptcy counsel and special counsel, respectively. POSEIDON CHARTERS: Hires Shraiberg Page as Bankruptcy Co-Counsel ---------------------------------------------------------------- Poseidon Charters Inc. seeks approval from U.S. Bankruptcy Court for the Southern District of Florida to hire Shraiberg Page P.A. as its general bankruptcy co-counsel. The firm will provide these services: a. advise the Debtor generally regarding matters of bankruptcy law in connection with this case; b. advise the Debtor of the requirements of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, applicable bankruptcy rules; c. represent the Debtor in all proceedings before this Court; d. prepare and review motions, pleadings, orders, applications, adversary proceedings, and other legal documents arising in this case; e. negotiate with creditors, prepare and seek confirmation of a plan of reorganization and related documents, and assist the Debtor with implementation of any plan; and f. perform all other legal services for the Debtor, which may be necessary. The firm will be paid at these rates: Bradley S. Shraiberg $650 per hour Attorneys $325 to $450 per hour Legal Assistants $275 per hour The firm will be paid a retainer in the amount of $32,000, paid by Trenton Bridge Lobster, as security for the Firm representing the Debtor. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Bradley S. Shraiberg, a partner at Shraiberg Page P.A., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Bradley S. Shraiberg, Esq. Shraiberg Page P.A. 2385 N.W. Executive Center Drive, Suite 300 Boca Raton, FL 33431 Tel: (561) 443-0800 Fax: (561) 998-0047 About Poseidon Charters Poseidon Charters, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-17002) on July 12, 2024, with $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Warren B. Pettegrow, president, signed the petition. Bradley S. Shraiberg, Esq., at Shraiberg Page, PA represents the Debtor as legal counsel. PRECISION CASTPARTS: Egan-Jones Retains B Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on August 13, 2024, maintained its 'B' foreign currency and local currency senior unsecured ratings on debt issued by Precision Castparts Corp. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Portland, Oregon, Precision Castparts Corp manufactures and sells metal components. PROVISION BREAD: Taps Wadsworth Garber Warner Conrardy as Counsel ----------------------------------------------------------------- Provision Bread & Bakery, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as its bankruptcy counsel. The firm will render these services: (a) prepare on behalf of the Debtor all necessary legal papers in this Chapter 11 proceeding; (b) perform all legal services for the Debtor which may become necessary herein; and (c) represent the Debtor in any litigation which it determines is in the best interest of the estate whether in state or federal court(s). The hourly rates of the firm's counsel and staff are as follows: David Wadsworth, Attorney $500 Aaron Garber, Attorney $500 David Warner, Attorney $425 Aaron Conrady, Attorney $425 Lindsay Riley, Attorney $325 Paralegals $125 The firm received a retainer in the amount of $26,738 from the Debtor. Mr. Garber 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, PC 2580 West Main Street, Suite 200 Littleton, CL 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About Provision Bread & Bakery Provision Bread & Bakery, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-14823) on Aug. 19, 2024, listing under $1 million in both assets and liabilities. Judge Michael E. Romero oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, PC serves as the Debtor's legal counsel. PUMP SYSTEMS: Hires Tarbox Law P.C. as Legal Counsel ---------------------------------------------------- Pump Systems Management, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Tarbox Law, P.C. as counsel. The firm will provide these services: (a) prepare legal papers; (b) advise the Debtor regarding preparation of operating reports, motions for use of cash collateral, and development of a Chapter 11 plan of reorganization; (c) advise the Debtor concerning questions arising in the conduct of the administration of the estate and concerning the trustee's rights and remedies with regard to the estate's assets and the claims of secured, preferred and unsecured creditors and other parties-in-interest; and (d) assist the Debtor with any and all sales of assets, closing of such sales, and distribution to creditors. The firm will be paid based upon its normal and usual hourly billing rates. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Max Tarbox, Esq., at Tarbox Law, 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: Max R. Tarbox, Esq. Tarbox Law, PC 2301 Broadway Lubbock, TX 79401 Tel: (806) 686-4448 Fax: (806) 368-9785 Email: tami@tarboxlaw.com About Pump Systems Management, Inc. Pump Systems Management, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 24-50137) on June 13, 2024, with $50,001 to $100,000 in assets and $1 million to $10 million in liabilities. RATHER OUTDOORS: $365MM Bank Debt Trades at 25% Discount -------------------------------------------------------- Participations in a syndicated loan under which Rather Outdoors Corp is a borrower were trading in the secondary market around 74.6 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $365 million Term loan facility is scheduled to mature on February 11, 2028. The amount is fully drawn and outstanding. Rather Outdoors Corporation operates as a holding company. The Company, through its subsidiaries, provides fishing equipment, such as casting, spinning, rods, tools, and accessories. Rather Outdoors Corp serves customers in the State of Missouri. REDHILL BIOPHARMA: Launches Talicia in United Arab Emirates ----------------------------------------------------------- RedHill Biopharma Ltd. announced Aug. 21 the launch of Talicia (omeprazole magnesium, amoxicillin and rifabutin)4 in the United Arab Emirates (UAE) - making it available by prescription to treat adults with Helicobacter pylori (H. pylori) infection. The commercial launch of Talicia in the UAE triggers RedHill's eligibility for additional potential milestone payments, minimum sales payments and tiered royalties up to mid-teens on net sales. Talicia is the first approved low-dose rifabutin-containing all-in-one combination product in the UAE specifically designed to treat H. pylori. "We are delighted with the commercial launch of Talicia in the UAE, bringing this important medicine to patients in the region," said Rick Scruggs, president, RedHill Biopharma Inc. & chief commercial officer. "As one of the strongest risk factors for gastric cancer, H. pylori is a major public health concern. With 41% of the UAE population infected by H. pylori and the alarming failure rates of clarithromycin-based therapies5,6, there is a significant medical need for a highly effective first-line H. pylori therapy. Our efforts to make Talicia available to patients in more countries continue as we work to explore additional opportunities with existing and potential partners." About RedHill Biopharma RedHill Biopharma Ltd., headquartered in Tel Aviv, Israel, is a specialty biopharmaceutical company, primarily focused on gastrointestinal and infectious diseases. RedHill promotes the gastrointestinal drugs Talicia, for the treatment of Helicobacter pylori (H. pylori) infection in adults19, and Aemcolo, for the treatment of travelers' diarrhea in adults20. RedHill's key clinical late-stage development programs include: (i) opaganib (ABC294640), a first-in-class oral broad-acting, host-directed SPHK2 selective inhibitor with potential for pandemic preparedness, targeting multiple indications with a U.S. government collaboration for development for Acute Radiation Syndrome (ARS), a Phase 2/3 program for hospitalized COVID-19, and a Phase 2 program in oncology; (ii) RHB-107 (upamostat), an oral broad-acting, host-directed, serine protease inhibitor with potential for pandemic preparedness is in late-stage development as a treatment for non-hospitalized symptomatic COVID-19, with non-dilutive external funding covering the entirety of the RHB-107 arm of the 300-patient Phase 2 adaptive platform trial, and is also targeting multiple other cancer and inflammatory gastrointestinal diseases; (iii) RHB-102, with potential UK submission for chemotherapy and radiotherapy induced nausea and vomiting, positive results from a Phase 3 study for acute gastroenteritis and gastritis and positive results from a Phase 2 study for IBS-D; (iv) RHB-104, with positive results from a first Phase 3 study for Crohn's disease; and (v) RHB-204, a Phase 3-stage program for pulmonary nontuberculous mycobacteria (NTM) disease. Tel-Aviv, Israel-based Kesselman & Kesselman (a member of PricewaterhouseCoopers International Limited), the Company's auditor since 2010, issued a "going concern" qualification in its report dated April 8, 2024, citing that the Company has an accumulated deficit, and management expects that the Company will incur additional losses. Management believes that there is presently insufficient funding available to fund its activities for a period exceeding one year from the date of issuance of the consolidated financial statements. These conditions and events indicate that a material uncertainty exists that may cast significant doubt (or raise substantial doubt as contemplated by PCAOB standards) about the Company's ability to continue as a going concern. RETO ECO-SOLUTIONS: Issues 1MM Class B Shares Post-Redesignation ---------------------------------------------------------------- As previously disclosed in the report on Form 6-K of ReTo Eco-Solutions, Inc. as furnished with the U.S. Securities and Exchange Commission on August 8, 2024, the Company approved on its 2024 Annual General Meeting of Shareholders the amendment and restatement of its amended Memorandum and Articles of Association on August 4, 2024 to, among other things, (a) redesignate the existing common shares, par value US$0.10 each, as Class A shares, par value US$0.10 each, with the same rights as the existing common shares and (b) create an additional 2,000,000 shares each to be designated as Class B shares, par value US$0.01 each, with each share to entitle the holder thereof to 1,000 votes but with transfer restrictions, pre-emption rights and no right to any dividend or distribution of the surplus assets on liquidation. Following the approval, the Amended and Restated Memorandum and Articles of Association became effective upon the registration by the British Virgin Islands Registrar of Corporate Affairs, as filed by the Company's BVI registered agent on August 8, 2024. On August 14, 2024, as approved by the Company's board of directors and on the Meeting, the Company issued 1,000,000 Class B Shares to REIT International Development (Group) Co., Limited at par value for a total consideration of $10,000. The issuance of the Class B Shares was in reliance on the registration exemption contained in Section 4(a)(2) of the Securities Act of 1933, as amended. The Company's Common Shares have been redesignated as Class A Shares and commenced trading on the Nasdaq Stock Market on August 12, 2024 as Class A Shares under the same symbol "RETO" and the same CUSIP number – G75271125. About ReTo Eco-Solutions ReTo Eco-Solutions, Inc., through its operating subsidiaries in China, is engaged in the manufacture and distribution of eco-friendly construction materials (aggregates, bricks, pavers, and tiles), made from mining waste (iron tailings), as well as equipment used for the production of these eco-friendly construction materials. In addition, the Company provides consultation, design, project implementation, and construction of urban ecological protection projects through its operating subsidiaries in China. The Company also provides parts, engineering support, consulting, technical advice and service, and other project-related solutions for its manufacturing equipment and environmental protection projects. Irvine, California-based YCM CPA, Inc., the Company's auditor since 2021, issued a "going concern" qualification in its report dated May 15, 2024, citing that the Company recorded an accumulated deficit as of Dec. 31, 2023, and the Company currently has a net working capital deficit, continued net losses, and negative cash flows from operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. As of December 31, 2023, ReTo Eco-Solutions had $25.2 million in total assets, $20.4 million in total liabilities, and $4.9 million in total shareholders' equity. Total net loss amounted to approximately $16.1 million, $15.4 million, and $22.1 million for the year ended December 31, 2023, 2022, and 2021, respectively. RISE MANAGEMENT: Hires Derbes Law Firm LLC as Counsel ----------------------------------------------------- Rise Management, LLC seeks approval from the U.S. Bankruptcy Court for the District of Louisiana to employ Derbes Law Firm, L.L.C. as counsel. The firm's services include: (a) providing legal advice with respect to its powers and duties as debtor-in-possession in the continued management of its business and property; (b) attending meetings with representatives of its creditors and other parties in interest; (c) taking all necessary action to protect and preserve the Debtor's estate; (d) preparing on behalf of the Debtor motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; (e) negotiating and preparing on the Debtor's behalf a plan of reorganization, disclosure statement, and all related agreements and/or documents, and taking any necessary action on behalf of the Debtor to obtain confirmation of such plan; (f) appearing before this Court to protect the interests of the Debtor before this Court; (g) performing all other necessary legal services and provide all necessary legal advice to the Debtor in connection with this Chapter 11 case; (h) advising the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections and lease restructuring and recharacterizations; and (i) commencing and conducting litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the Debtor's successful reorganization. The firm will be paid at these rates: Albert J. Derbes, IV, Esq. $495 per hour Mark S. Goldstein, Esq. $495 per hour Eric J. Derbes, Esq. $425 per hour Patrick S. Garrity, Esq. $495 per hour Wilbur J. "Bill" Babin, Jr., Esq. $495 per hour McKenna D. Dorais, Esq. $190 per hour Beau P. Sagona, Esq. $475 per hour Hugh J. Posner, CPA $275 per hour Frederick L. Bunol, Esq. $390 per hour Bryan J. O'Neill, Esq. $290 per hour Jared S. Scheinuk, Esq. $290 per hour Notary $100 per hour Paralegal(s) $80 per hour Legal Assistant $60 per hour The firm received an initial advance deposit in the amount of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Patrick Garrity, Esq., a partner at Derbes Law Firm, L.L.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Patrick S. Garrity, Esq. Derbes Law Firm, L.L.C. 3027 Ridgelake Drive Metairie, LA 70002 Tel: (504) 837-1230 Fax: (504) 832-0322 About Rise Management, LLC Rise Management LLC is primarily engaged in renting and leasing real estate properties. The Debtor owns three properties located in New Orleans having a total current value of $1.3 million. Rise Management LLC sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11535) on August 7, 2024. In the petition filed by Cullan Maumas of MagNola Ventures, LLC, the Debtor's manager, the Debtor reports total assets of $2,628,537 and total liabilities of $2,952,920. The Honorable Bankruptcy Judge Meredith S. Grabill oversees the case. The Debtor is represented by: Patrick Garrity, Esq. THE DERBES LAW FIRM, LLC 3027 Ridgelake Drive Metairie LA 70002 Tel: (504) 207-0908 Email: pgarrity@derbeslaw.com RNB MERCHANDISE: Amends Unsecureds & Executory Contracts Claims Pay ------------------------------------------------------------------- RNB Merchandise, LLC, d/b/a A & H Supply, submitted a Second Amended Disclosure Statement describing Chapter 11 Plan dated August 2, 2024. As a result of entering into a new commercial property lease, rejecting various equipment leases, and surrendering secured collateral, the Debtor is currently operating at a steady monthly profit even with the payment for quarterly trustee fees and legal fees associated with being in bankruptcy. Based on the prior monthly operating reports, the Debtor will be able to pay the unsecured general creditors who hold a liquidated, non-contingent claim 2% of their allowed claim amount less accrued interest and penalties, as set forth in the Plan of Reorganization. The Debtor-in-Possession has already begun undertaking measures in which to increase profits to successfully fund the plan, and asks for the cooperation of its creditors in this time of reorganization. At the present time, based upon monthly operating reports from August 2023 through June 2024, the Debtor has an average of about $379,832.55 in monthly receipts and averages about $374,112.36 in monthly disbursements (including payments on secured, critical vendor prepetition debts and some administrative expenses), which is generating a gross revenue of approximately $5,720.18 for payment towards outstanding administrative, priority and unpaid prepetition debts. Consequently, the Debtor-In-Possession will be able to make the monthly payments proposed under this Plan of Reorganization. Class 5 consists of Executory Contracts & Unexpired Leases. * Verdant Commercial Capital, LLC: This creditor filed two proofs of claim ("POC"). The first claim was filed in the amount of $36,303.68 in connection with an equipment lease agreement for past due payments and related costs associated with said lease. The second claim was filed in the amount of $6,336.69 in connection with another equipment lease agreement for past due payments and related costs associated with said lease. The Debtor terminated both leases and returned the equipment subject to said leases resulting in an arrearage in the amount of $5,417.44 and the incursion of legal fees in the amount of $7,000.00. Pursuant to the Court Order Granting Motion For Adequate Protection And To Shorten Time For Debtor To Assume Or Reject Certain Unexpired Leases Of Personal Property issued on April 22, 2024, the Debtor will pay $12,417.44 within thirty days after the Effective Date of the Plan. All other contracts which existed as of the Filing Date, including the Amazon Business Solutions Agreement governing the Amazon seller account, between the Debtor and any individual or entity, whether such contract be in writing or oral, which have not heretofore been rejected by Final Order or in the Plan of Reorganization, are hereby specifically accepted. All Class 6A Claims Of General Unsecured Creditors Classified As Critical Vendors are not impaired under the Plan since these creditors have been paid 100% of their allowed claims as Class 6A Unsecured Creditors Classified As Critical Vendors. Pursuant to the Order Granting Critical Vendor Motion issued on September 20, 2023, the Debtor has paid the prepetition debts owed to those vendors listed in said Order. Therefore, the Plan of Reorganization does not provide for any payments to the Class 6A Claims Of General Unsecured Creditors Classified As Critical Vendors. Class 6A is not deemed to be impaired. All Class 6B Claims of General Unsecured Creditors shall be impaired under the Plan since the Plan of Reorganization provides for payment of less than 100% of the allowed claims of Class 6B Unsecured Creditors. Such Class 6B Claims shall be paid 2% of their allowed Claims without interest on the first day of the month which is 55 months from the Effective Date as set forth in this Plan of Reorganization. Class 6B is deemed to be impaired. The Debtor is a South Carolina limited liability company that is solely owned by Brandon Ruder. Under this plan there is no distribution provided for the equity holders of the Debtor. This class will receive no monies; however, the ownership, by members of this Class shall be retained. A full-text copy of the Second Amended Disclosure Statement dated August 2, 2024 is available at https://urlcurt.com/u?l=5OctBQ from PacerMonitor.com at no charge. Attorneys for the Debtor: Robert A. Pohl, Esq. POHL, PA P.O. Box 27290 Greenville, SC 29616 Tel: (864) 233-6294 Fax: (864) 558-5291 Email: Robert@POHLPA.com About RNB Merchandise RNB Merchandise, LLC, an internet marketing service provider in South Carolina, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.S.C. Case No. 23-02298) on Aug. 3, 2023. In the petition signed by Brandon Ruder, sole member, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. The Debtor tapped Robert Pohl, Esq., at Pohl, PA, as legal counsel, and Matt Green as accountant. S&S HOLDINGS: Moody's Affirms B2 CFR & Alters Outlook to Negative ----------------------------------------------------------------- Moody's Ratings changed the outlook for S&S Holdings, LLC (S&S) to negative from stable. Concurrently, Moody's affirmed all of the company's ratings, including its B2 corporate family rating, B2-PD probability of default rating, B2 rating on the senior secured first lien term loan due 2028 and Caa1 rating on the senior secured second lien term loan due 2029. On July 24, 2024, S&S entered into a definitive agreement to acquire alphabroder, a direct competitor in the imprintable apparel industry, for $1.23 billion. S&S and alphabroder have satisfied the regulatory review needed to complete the transaction, which is expected to close in 2024. The transaction will be financed with proceeds from $1.175 billion of new senior secured debt and $125 million of new common equity. Concurrently with the transaction, S&S also plans to upsize its asset-based revolving credit facility (ABL) to $800 million and extend its maturity to 2029. The negative outlook reflects the company's high initial leverage, uncertainty of the timing of sustained demand improvement from recent weak trends, and integration risk. Pro-forma leverage as of June 30, 2024 will be 6.5x Moody's-adjusted debt/EBITDA and EBITA/interest expense will be at an estimated 1.2x. Moody's calculation excludes addbacks for one-time items and projected synergies. While S&S has executed well in integrating previous smaller acquisitions, the alphabroder deal has higher risk due to its size, as it is expected to increase S&S' revenue and EBITDA by roughly 75% and 65%, respectively. Nevertheless, the affirmation of the ratings reflects the long-term strategic benefits of the transaction, and Moody's expectation for earnings growth through synergy realization, automation savings and revenue growth. Moody's expect leverage to decline to 5.7x in 2025 and EBITA/interest expense to improve to 1.5x (excluding EBITDA addbacks for integration costs and pro-forma synergies). The affirmation is also supported by Moody's expectation for good liquidity, including solid positive free cash flow in 2025 even including integration costs and elevated capital expenditures for automation, ample revolver availability at all times, and lack of near-term maturities after the ABL extension. RATINGS RATIONALE S&S' B2 CFR is constrained by its high leverage and financial strategies that have supported debt-financed acquisitions. In addition, the acquisition carries integration risk due to its size and strategic nature. Despite S&S' strength in the less volatile consumer space, the company is also subject to changing demand trends. In 2023 revenues and earnings declined, reflecting a broad market downturn and the normalization of COVID-related trends that temporarily benefitted distributors. In the first half of 2024 volumes started to recover but price pressures led to a modest EBITDA decline. The company's operations in the niche and competitive blank apparel distribution sector and high supplier concentration with its top vendor also constrain the credit profile. Supporting S&S' credit profile is the company's scale with roughly $4 billion in pro-forma revenue and a leading position in the US imprintable apparel distribution market following the transaction. The acquisition will also increase S&S' presence in the corporate channel and broaden its product portfolio, including private label brands. S&S plans to leverage its technology and automation capabilities to increase the efficiency, service levels and growth of the combined business, and realize $80 million net synergies from facility consolidation and corporate cost reduction over two years. In addition, S&S has low customer concentration and a broad geographic footprint in North America that allows its product to reach customers within one to two business days. The company has executed well on its growth plans following the 2021 LBO and has made significant investments in key staff, salesforce, warehouse capacity, technology and automation that position it well for market share gains. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company successfully integrates the alphabroder acquisition and achieves its growth and synergy targets. An upgrade would also require financial strategies that support solid credit metrics and good liquidity. Quantitatively, the ratings could be upgraded if the company maintains debt/EBITDA below 4.5x and EBITA/interest expense above 2.75x. The ratings could be downgraded if S&S' liquidity, operating performance or vendor relationships deteriorate or if its integration of alphabroder does not generate the expected earnings growth and synergy realization. Quantitatively, the ratings could be downgraded if debt/EBITDA does not decline below 6x or EBITA/interest expense does not improve to 1.75x. Headquartered in Bolingbrook, Illinois, S&S is a specialty distributor of imprintable apparel, including t-shirts, fleece, athletic wear, outerwear, headwear, wovens and accessories. Pro-forma for the alphabroder acquisition, revenue for the twelve months ending June 30, 2024 was approximately $4 billion. The company has been majority owned by affiliates of Clayton, Dubilier & Rice since 2021. The principal methodology used in these ratings was Distribution and Supply Chain Services published in February 2023. SCOTTS MIRACLE-GRO: Egan-Jones Retains B+ Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on August 16, 2024, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Scotts Miracle-Gro Company. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Marysville, Ohio, Scotts Miracle-Gro Company markets branded consumer lawn and garden products, as well as a full range of products for professional horticulture. SEASONAL LANDSCAPE: Gets OK to Hire Core Financial as Accountant ---------------------------------------------------------------- Seasonal Landscape Solutions Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire Core Financial Outsourcing of Chicago, LLC as accountant. The accountant will assist the Debtor in putting its financial records in order, advance the reorganization and timely comply with its tax obligations. The firm will undertake the representation at a flat rate of $12,000. As disclosed in the court filings, Core Financial Outsourcing of Chicago is a "disinterested person" within the meaning of 11 U.S.C. Sec. 101(14). The firm can be reached through: Terry Bishop Core Financial Outsourcing of Chicago, LLC 126 E. Wing Street, #103 Arlington Heights, IL 60004 Phone: (847) 460-8308 About Seasonal Landscape Solutions Inc. Seasonal Landscape Solutions Inc. specializes in residential design-build landscaping. Seasonal Landscape Solutions Inc. sought relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 24-08880) on June 17, 2024. In the petition signed by Andy Wiltberger, as president, the Debtor reports estimated assets between $500,000 and $1 million and estimated liabilities between $1 million and $10 million. Honorable Bankruptcy Judge Janet S. Baer oversees the case. The Debtor is represented by Richard G Larsen, Esq. at SPRINGERLARSEN, LLC. SELECT MEDICAL: S&P Upgrades ICR to 'BB-' on Debt Repayment ----------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Select Medical Corp. to 'BB-' from 'B+'. S&P said, "We also raised our rating on its senior secured credit facilities to 'BB+' from 'BB-' and our rating on its senior unsecured notes to 'B+' from 'B-'. The two-notch upgrade reflects the higher issuer credit rating as well as better recovery prospects for both tranches due to the reduced amount of secured debt in the capital structure. "The stable outlook reflects Select Medical's substantial debt repayment with proceeds from the Concentra spin-off, our expectation that it is committed to a more conservative financial policy, and that it will generally maintain leverage below 4x." Select Medical recently repaid about $2 billion of debt utilizing proceeds from the spin-off of Concentra, its occupational health business. S&P said, "Although Concentra was an important contributor to Select Medical's profitability and diversification, we view the substantial debt repayment associated with its spin-off to be a net credit positive. The spin-off of Concentra and accompanying debt repayment should be deleveraging for Select Medical. We expect the company's S&P Global Ratings-adjusted debt will be reduced by about $2.4 billion, while its EBITDA will be about $450 million lower. The loss of Concentra reduces Select Medical's scale, increases the company's exposure to reimbursement risk and its reliance on government payors, and will likely reduce its consolidated EBITDA margins. Still, with three different business lines contributing about $5 billion in annual revenues, we expect the company's diversification will continue to help absorb any disruption to, or adverse rate adjustment in, any single business line. 'We believe the use of Concentra proceeds for debt repayment demonstrates a commitment to maintaining leverage at a lower level. Since acquiring Concentra in 2015, Select Medical has generally maintained S&P Global Ratings-adjusted leverage above 4.5x. Following the spin-off of Concentra, we believe that the company is committed to maintaining leverage below 4x, in line with most publicly traded health care services peers. We believe inorganic growth opportunities are limited and expect acquisition spending to be relatively modest over the next few years. We do not expect the company will pursue a transformative acquisition of another business line and expect the company to continue to pursue modest tuck-in acquisitions and joint ventures with large, well-resourced health systems. "Select Medical's overall business environment is improving and we expect it will continue to generate solid free cash flow, particularly with a reduced debt burden. Select Medical's patient volumes continue to improve across its LTAC and inpatient rehabilitation business lines, helping segment-level EBITDA increase by 32% and 21%, respectively, over for the first half of the year relative to the first half of 2023. These segments will see Medicare reimbursement increase by 2% and 3%, respectively, in fiscal 2025. Although outpatient rehabilitation EBITDA margins have compressed by about 15% over the same period, due largely to an adverse Medicare fee schedule change, the business remains well positioned to benefit from improving volume trends and a proposed 2.6% rate increase in fiscal 2025. "Although we view Select Medical as having little negotiating power with payors and believe its three remaining businesses operate in highly competitive industries with limited barriers to entry, we increasingly see that its scale and reputation help differentiate it from smaller competitors to attract joint ventures with large, well-resourced hospital systems and to attract, retain, and efficiently utilize skilled labor. The stable outlook reflects Select Medical's substantial debt repayment with proceeds from the Concentra spin-off, our expectation that it is committed to a more conservative financial policy, and that it will generally maintain leverage below 4x. "We could downgrade the company if we expect leverage to rise above 4x and remain there for more than 12 months. This could occur due to prolonged margin pressures, weaker-than-expected patient volumes, material reimbursement cuts, heightened share repurchases, or large, debt-funded acquisitions. "Although unlikely over the next year, we could raise the rating if Select Medical reduces debt leverage below 3x, with a public commitment to sustaining it at that level. "ESG factors have had no material influence on our credit rating analysis of Select Medical." SEMTECH CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB+ -------------------------------------------------------------- Egan-Jones Ratings Company, on August 11, 2024, upgraded the foreign currency and local currency senior unsecured ratings on debt issued by Semtech Corporation to BB+ from BBB. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Camarillo, California, Semtech Corporation designs, manufactures, and markets a wide range of analog and mixed-signal semiconductors, including integrated circuits, discrete circuits, and assembly products. SHANGRI-LA DEVELOPMENT: Hires Norton Rose as Litigation Counsel --------------------------------------------------------------- Shangri-La Development, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ Norton Rose Fulbright US, LLP as special litigation counsel. The firm will represent the Debtor in litigation matters related to significant claims against several third parties including private lenders, Step-Up, the County of San Bernardino, and the California Department of Housing and Community Development. The hourly rates of the firm's counsel and staff are as follows: Brian Sun, Attorney $1,795 Christopher Pelham, Attorney $1,100 Neil Thakor, Attorney $920 Abigail Urquhart, Attorney $900 Alex Scandroli, Attorney $645 David Plick, Attorney $615 Alex Braun, Attorney $615 Alexandra Perez, Attorney $615 Brandy Young, Paralegal $465 Charlene Broussard, Paralegal $405 In addition, the firm will seek reimbursement for expenses incurred. The firm received a retainer in the amount of $500,000 from the Debtor. Mr. Sun 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: Brian A. Sun, Esq. Norton Rose Fulbright US, LLP 555 South Flower Street Forty-First Floor Los Angeles, CA 90071 Telephone: (213) 892-9222 Email: brian.sun@nortonrosefulbright.com About Shangri-La Development Shangri-La Development, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 24-50639) on April 30, 2024, listing under $1 million in both assets and liabilities. Judge M. Elaine Hammond oversees the case. The Debtor tapped Greenberg Glusker Fields Claman & Machtinger LLP as bankruptcy counsel and Norton Rose Fulbright US, LLP as special litigation counsel. SILGAN HOLDINGS: Egan-Jones Retains BB Senior Unsecured Ratings --------------------------------------------------------------- Egan-Jones Ratings Company, on August 15, 2024, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Silgan Holdings Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Stamford, Connecticut, Silgan Holdings Inc. and its subsidiaries manufacture consumer goods packaging products. SIRVA WORLDWIDE: $435MM Bank Debt Trades at 28% Discount -------------------------------------------------------- Participations in a syndicated loan under which SIRVA Worldwide Inc is a borrower were trading in the secondary market around 72.1 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $435 million Term loan facility is scheduled to mature on August 4, 2025. About $372.5 million of the loan is withdrawn and outstanding. IRVA Worldwide, Inc., headquartered in Westmont, Illinois, is a wholly owned operating subsidiary of SIRVA, Inc., which provides relocation services, including transferring corporate and government employees and moving individual consumers. SIYATA MOBILE: Expands Presence in Mining Industry -------------------------------------------------- Siyata Mobile Inc. announced Aug. 23 it has expanded its presence in the mining industry with an initial order for its SD7 handsets and related accessories from a new customer, a leading North American global mining company. The Company also continues to deliver its UV350 Vehicle Kits to long-standing customer Intellicom, operating in Central Asia in the country of Kazakhstan. Marc Seelenfreund, CEO of Siyata, commented, "This new customer will initially deploy several hundred SD7 devices and related accessories to one of its mining sites located in Canada for use on a private broadband network. The order establishes our presence with another large, global enterprise and creates a significant opportunity to expand our sales to them in the future. Like so many of our customers, I am confident that once mine operators use our devices, they will experience improved communications that will enhance their operations." Seelenfreund added, "Over the course of the past three years, our UV350 all-in-one in vehicle fleet communication devices have been used by a heavy equipment operators in Kazakhstan to provide effective and reliable communication in the mining industry. Intellicom is a valued customer, and we are pleased to provide additional devices to them as they seek opportunities to improve communications and enhance operations." About Siyata Mobile British Columbia, Canada-based Siyata Mobile Inc. is a B2B global developer and vendor of next-generation Push-To-Talk over Cellular handsets and accessories. Its portfolio of rugged PTT handsets and accessories enables first responders and enterprise workers to instantly communicate over a nationwide cellular network of choice, to increase situational awareness and save lives. Police, fire, and ambulance organizations as well as schools, utilities, security companies, hospitals, waste management companies, resorts and many other organizations use Siyata PTT handsets and accessories. Jerusalem, Israel-based Barzily and Co., the Company's auditor since 2023, issued a "going concern" qualification in its report dated April 3, 2024, citing that the Company has suffered recurring losses from operations, high accumulated losses, outstanding bank loan and an outstanding balance in respect of the sale of future receipts, that raise substantial doubt about its ability to continue as a going concern. SMC ENTERTAINMENT: Incurs $14.62 Million Net Loss in Second Quarter ------------------------------------------------------------------- SMC Entertainment, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $14.62 million for the three months ended June 30, 2024, compared to a net loss of $359,131 for the three months ended June 30, 2023. For the six months ended June 30, 2024, the Company reported a net loss of $14.46 million compared to a net loss of $790,038 for the six months ended June 30, 2023. As of June 30, 2024, the Company had $95,212 in total assets, $17.23 million in total liabilities, and a total stockholders' deficit of $17.13 million. SMC Entertainment said, "The Company has suffered recurring losses since inception and has no assurance of future profitability. The Company will continue to require financing from external sources to finance its operating and investing activities until sufficient positive cash flows from operations can be generated. There is no assurance that financing or profitability will be achieved, accordingly, there is substantial doubt about the Company's ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at the SEC's website at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001497230/000165495424011021/smc_10q.htm About SMC Boca Raton, Fla.-based SMC Entertainment Inc. -- http://www.smceinc.com/-- is a versatile holding company focused on acquisition and support of proven commercialized financial services and technology (Fintech) companies. SMC's multi-discipline growth by acquisition approach is to enhance revenues and shareholder equity. Lagos, Nigeria-based Olayinka Oyebola & Co., the Company's auditor since March 2022, issued a "going concern" qualification in its report dated April 15, 2024, citing that the Company suffered an accumulated deficit of $17,560,687, net loss of $1,560,683 and a negative working capital of $3,393,255. These matters raise substantial doubt about the Company's ability to continue as a going concern. SOLAR BIOTECH: Committee Hires Brinkman Law Group PC as Counsel --------------------------------------------------------------- The official committee of unsecured creditors of Solar Biotech, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Brinkman Law Group, PC as counsel. The firm's services include: a. providing legal advice regarding the rules and practices of this Court applicable to the Committee’s powers and duties as an official committee appointed under section 1102 of the Bankruptcy Code; b. providing legal advice regarding any disclosure statement and plan filed in these cases and with respect to the process for approving or disapproving a disclosure statement and confirming or denying confirmation of a plan; c. preparing and reviewing applications, motions, complaints, answers, orders, agreements, and other legal papers filed on behalf of the Committee for compliance with the rules and practices of this Court; d. appearing in Court to present necessary motions, applications, and pleadings and otherwise protecting the interests of the Committee and unsecured creditors of the Debtors; and e. performing such other legal services for the Committee as the Committee believes may be necessary and proper in these Chapter 11 cases. The firm will be paid at these rates: Paralegals $230 to $425 per hour Associates $475 to $785 per hour Shareholders and Of Counsel $595 to $1,650 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Daren Brinkman, Esq., a partner at Brinkman Law Group, PC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Daren Brinkman, Esq. Brinkman Law Group, PC 543 Country Club Drive, Suite B Wood Ranch, CA 93065 Tel: (818) 597-2992 Fax: (818) 597-2998 Email: firm@brinkmanlaw.com About Solar Biotech, Inc. Solar Biotech, Inc. and Noblegen Inc. are biotechnology companies with nearly five years of experience in scaling biotech designs and prototypes on a commercial scale. They provide services to customers in the form of various phases, which are as follows: (i) concept development; (ii) develop prototypes; (iii) optimize costs; (iv) use prototype samples for business development and sampling; and (v) commercialization agreements to help transfer developed technology into commercial products. By offering a wide range of services, the Debtors are able to successfully meet the varying needs of its customers across the biotech market. Solar Biotech and Noblegen filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-11402) on June 23, 2024, with $10 million to $50 million in both assets and liabilities. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Porzio, Bromberg & Newman, P.C. as bankruptcy counsel; Newpoint Advisors Corporation as financial advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by the law firms of The Rosner Law Group, LLC and Brinkman Law Group, PC. SOLAR BIOTECH: Committee Hires Rosner Law as Delaware Counsel ------------------------------------------------------------- The official committee of unsecured creditors of Solar Biotech, Inc. and its affiliates seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ The Rosner Law Group LLC as Delaware counsel. The firm will provide these services: a. provide legal advice regarding local rules, practices, and procedures and provide substantive and strategic advice on how to accomplish the Committee's goals in connection with the prosecution of these cases, bearing in mind that the Court relies on Delaware counsel such as the firm to be involved in all aspects of the bankruptcy cases; b. review, comment upon and/or prepare drafts of documents to be filed with the Court as Delaware counsel to the Committee; c. appear in Court and at any meeting with the U.S. Trustee and any meeting of creditors at any given time on behalf of the Committee as its Delaware counsel; d. perform various services in connection with the administration of these cases including, without limitation, (i) preparing certificates of no objection, certifications of counsel, notices of fee applications and hearings, and hearing binders of documents and pleadings, (ii) monitoring the docket for filings and coordinating with the firm on pending matters that need responses, (iii) preparing and maintaining critical dates memoranda to monitor pending applications, motions, hearing dates and other matters and the deadlines associated with the same, and (iv) handling inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these cases and coordinating with the firm on any necessary responses; and e. perform all other services assigned by the Committee, in consultation with the firm as Delaware counsel to the Committee. The firm will be paid at these rates: Frederick B. Rosner $495 per hour Scott J. Leonhardt $475 per hour Zhao (Ruby) Liu $425 per hour Tian Chen (paralegal) $250 per hour Sirui (Suri) Wang (paralegal) $250 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Scott James Leonhardt, Esq., a partner at The Rosner Law Group LLC, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Scott James Leonhardt, Esq. The Rosner Law Group LLC 824 N. Market Street, Suite 810 Wilmington, DE 19801 Tel: (302) 777-1111 Email: leonhardt@teamrosner.com About Solar Biotech, Inc. Solar Biotech, Inc. and Noblegen Inc. are biotechnology companies with nearly five years of experience in scaling biotech designs and prototypes on a commercial scale. They provide services to customers in the form of various phases, which are as follows: (i) concept development; (ii) develop prototypes; (iii) optimize costs; (iv) use prototype samples for business development and sampling; and (v) commercialization agreements to help transfer developed technology into commercial products. By offering a wide range of services, the Debtors are able to successfully meet the varying needs of its customers across the biotech market. Solar Biotech and Noblegen filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 24-11402) on June 23, 2024, with $10 million to $50 million in both assets and liabilities. Judge Laurie Selber Silverstein oversees the cases. The Debtors tapped Porzio, Bromberg & Newman, P.C. as bankruptcy counsel; Newpoint Advisors Corporation as financial advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. The U.S. Trustee for Region 3 appointed an official committee to represent unsecured creditors in the Debtors' Chapter 11 cases. The committee is represented by the law firms of The Rosner Law Group, LLC and Brinkman Law Group, PC. SONIC AUTOMOTIVE: Egan-Jones Retains BB Senior Unsecured Ratings ---------------------------------------------------------------- Egan-Jones Ratings Company, on August 15, 2024, maintained its 'BB' foreign currency and local currency senior unsecured ratings on debt issued by Sonic Automotive, Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Charlotte, North Carolina, Sonic Automotive, Inc. is an automotive retailer. SSE DEVELOPMENT: Hires Realty One Group as Real Estate Broker ------------------------------------------------------------- SSE Development AZ, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to employ Realty One Group 02 as real estate broker. The firm will market and sell the Debtor's real property known as Maricopa County Assessor Parcel Number 304-90-130-A with common address of 18526 East Cloud Road, Queen Creek, Arizona 85142. The firm will be paid a commission of 5.5 percent of the sales price. As disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Brent T. Degreef Realty ONE Group 02 3530 S. Val Vista Dr. Ste. 114 Gilbert, AZ 85297 Tel: (480) 321-8100 Email: brent@theagentthatcares.com About SSE Development AZ, LLC SSE Development AZ LLC is a limited liability company. SSE Development AZ LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-04919) on June 19, 2024. In the petition signed by Tim Maruyama, as member/owner, the Debtor reports estimated assets between $10 million and $50 million and estimated liabilities between $1 million and $10 million. The Debtor is represented by: Patrick Keery, Esq. KEERY MCCUE, PLLC 6803 E. Main Street Suite 1116 Scottsdale AZ 75251 Tel: (480) 478-0709 E-mail: pfk@keerymccue.com ST. CHRISTOPHER'S: Bid Rules for Sale of Dobbs Ferry Property OK'd ------------------------------------------------------------------ St. Christopher's, Inc. received approval from the U.S. Bankruptcy Court for the Southern District of New York to solicit bids in connection with the sale of its real property. St. Christopher's is selling its 12.46-acre property in Dobbs Ferry, N.Y., which the welfare organization used for several purposes, including the Dobbs Ferry RTC campus and the main office for its operations. The court-approved bid rules set a deadline of Sept. 9, at 5:00 p.m. (prevailing Eastern Time) for potential buyers to place their bids on the assets. Bidders must provide a deposit, which is at least 10% of the purchase price to be paid and a minimum purchase price equal to or greater than $7.5 million. St. Christopher's may designate a stalking horse bidder who will set the price floor for bidding in the auction. If there is a stalking horse bidder, the minimum purchase price must be equal to or greater than the stalking horse bidder's offer (plus the amount of the break-up fee, expense reimbursement and the minimum overbid of $100,000.) An auction will be conducted on Sept. 11, at 10:00 a.m. (prevailing Eastern Time) if St. Christopher's receives offers by the bid deadline. A court hearing to approve the sale to the winning bidder is scheduled for Sept. 18, at 10:00 a.m. (prevailing Eastern Time). The proposed sale will be "free and clear" of any liens, claims, encumbrances and other interests, except the 1998 agency lease between St. Christopher's and Greenburgh-North Castle Union Free School District, which allows the latter to maintain its administrative offices and its school, the Kenneth B. Clark Academy, on the property. About St. Christopher's St. Christopher's, Inc. is a residential treatment center providing services to children with special needs. It empowers children and youth with special needs with the social emotional coping skills and strengths they need -- and the healthcare, mental health and social support services they require -- to enter adulthood confident and equipped to meet life's challenges and opportunities. St. Christopher's and The McQuade Foundation filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 24-22373) on April 29, 2024. Heidi Sorvino, Esq., at White and Williams, LLP serves as Subchapter V trustee. At the time of the filing, St. Christopher's reported $10 million to $50 million in assets and $1 million to $10 million in liabilities while McQuade reported $1 million to $10 million in both assets and liabilities. Judge Sean H. Lane presides over the cases. Janice B. Grubin, Esq., at Barclay Damon, LLP represents the Debtors as legal counsel. SUPERIOR INDUSTRIES:S&P Alters Outlook to Stable, Affirms 'B-' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook to stable from negative and affirmed its 'B-' issuer credit rating. S&P also withdrew ratings on its senior secured and senior unsecured debt in connection with the transaction. S&P said, "The stable outlook reflects our view that Superior will generate positive free operating cash flow (FOCF) in the second half of 2024 and generate modestly positive FOCF in subsequent years, which should allow the company to maintain adequate liquidity. It also reflects reduced maturity risk with the capital structure moderately extended. "We revised our outlook on Superior to stable following the company's recapitalization, which included the repayment of its senior unsecured notes with cash on hand and incremental first-lien debt. By completing this transaction, Superior extended its debt maturity profile, with its revolver expiring December 2027 and the first-lien term loan due December 2028. The company is no longer subject to the springing maturities relative to the notes or redeemable preferred equity. Though the preferred equity remains outstanding and included in our debt calculation, we assume the company will in the near term continue to pay in kind rather than pay cash dividends on this preferred equity, which should enhance the company's lower level of liquidity after using cash to pay off debt. In addition, we do not expect the preferred stock will have to be redeemed in 2025 as it must satisfy defined conditions and approval by the company's board of directors to be redeemed. "Our base-case forecast anticipates weaker performance in 2024 before gradual improvement in subsequent years. The company's revenues in the first half of 2024 declined due to lower aluminum pass through and drop in unit volumes, which we expect will collectively result in net sales being down about 7% in 2024. While we expect lower revenues this year, we forecast EBITDA margin will remain near 2023 levels around the mid-9% area. S&P Global Ratings-adjusted EBITDA margin was narrowly above 9% through the first-half of 2024 compared with above 13% the same period in the prior year. Margins were lower in the first-half of 2024 due to lower volumes and ongoing restructuring actions in Superior's European segment that reduced operating leverage. However, we expect Superior's performance to sequentially improve in the second half of 2024." The company will not have to deal with the volatility of the United Auto Workers strike, which hurt profits in the back half of 2023. Therefore, performance in the back half this year should be steadier. In addition, S&P expects margins to recover to 11% in 2025 and 2026 as restructuring costs fall and the company realizes benefits of more stable production environment and manufacturing efficiencies by shifting European wheel manufacturing to its plant in Poland. S&P said, "Pro forma for the recapitalization, we now project debt to EBITDA of around 7x and for the company to incur a modest free cash flow deficit in 2024 due to lower EBITDA and modest working capital investment. Still, we forecast positive FOCF in the back half of 2024 as well as 2025 and 2026. Leverage improved slightly from our previous forecast as Superior used cash from its balance sheet to partially repay debt. We believe credit metrics will moderate in 2025 and 2026 with leverage approaching 5.5x-6.0x and positive FOCF. "We now view Superior's liquidity position as adequate, with sufficient sources to service debt payments, working capital, and capital expenditure. Total liquidity at transaction close approximated $54 million compared with above $200 million earlier this year as the company used cash on hand and some revolver proceeds to partially repay the senior unsecured notes. Superior's total liquidity position is more strictly governed by its senior secured credit agreements requiring minimum and maximum levels as defined in the respective documents. While the overall level of liquidity is now lower, we believe the company should be able to manage the business under these more restrictive conditions while still maintaining adequate sources of liquidity. Looking forward, margin improvement post the German restructuring should lift profitability and cash flows. In addition, the company has managed its working capital well, even in a very volatile production environment the past few years. "The stable outlook reflects our view that Superior will generate positive FOCF in the second half of 2024 and generate modestly positive FOCF in subsequent years which should allow the company to maintain adequate liquidity. It also reflects reduced maturity risk with the capital structure moderately extended." S&P could lower its rating on Superior if FOCF is persistently negative and strains its sources of liquidity. This could occur if: -- EBITDA declines due to production volatility with key customers; or -- The company faces ongoing production or manufacturing challenges in its European plants. S&P could raise its rating on Superior if the company's sales volumes and EBITDA margins improve, such that it can maintain debt to EBITDA below 5.5x and FOCF to debt approaches 5% on a sustained basis. Superior's financial performance could improve if automaker production increases, it successfully restructures its European business, and it can better manage inflationary pressures. Superior designs, manufactures, and distributes aluminum wheels for automakers in North America and Europe, including General Motors, Volkswagen, and Ford, as well as aftermarket end users. The company, which generated revenue of $1.4 billion in 2022, was formed in 1957 and is headquartered in Southfield, Mich. ESG factors have an overall neutral influence on S&P's credit rating analysis of Superior. The increased electrification of vehicle powertrains will not have a significant effect on demand for wheels. SWITCHBACK COFFEE: Gets OK to Tap Wadsworth Garber as Legal Counsel ------------------------------------------------------------------- Switchback Coffee Roasters, Inc. received approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy, PC as bankruptcy counsel. The firm's services include: (a) prepare on behalf of the Debtor of all necessary legal papers in this Chapter 11 proceeding; (b) perform all legal services for the Debtor which may become necessary herein; and (c) represent the Debtor in any litigation which it determines is in the best interest of the estate whether in state or federal court(s). The firm will be paid at these hourly rates: David Wadsworth, Attorney $500 Aaron Garber, Attorney $500 David Warner, Attorney $425 Aaron Conrady, Attorney $425 Lindsay Riley, Attorney $325 Paralegals $125 The firm received a retainer in the amount of $26,738 from the Debtor. Mr. Garber 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy, P.C. 2580 West Main Street, Suite 200 Littleton, CL 80120 Telephone: (303) 296-1999 Facsimile: (303) 296-7600 Email: agarber@wgwc-law.com About Switchback Coffee Roasters Switchback Coffee Roasters, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 24-14822) on Aug. 19, 2024, listing under $1 million in both assets and liabilities. Judge Thomas B. McNamara oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, PC serves as the Debtor's legal counsel. T14-15 LLC: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: T14-15, LLC 5237 Isleworth County Club Drive Windermere, FL 34786 Business Description: T14-15 is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor holds a special warranty deed in a vacant commercial development property valued at $11.25 million. Chapter 11 Petition Date: August 26, 2024 Court: United States Bankruptcy Court Middle District of Florida Case No.: 24-04490 Judge: Hon. Grace E Robson Debtor's Counsel: Jonathan M. Sykes, Esq. NARDELLA & NARDELLA, PLLC 135 W. Central Blvd., Ste. 300 Orlando, FL 32801 Tel: 407-966-2680 Fax: 407-966-2681 Total Assets: $11,250,000 Total Liabilities: $6,844,346 The petition was signed by David Townsend as CEO. The Debtor listed Orange County Tax Collector, Scott Randolph, P.O. Box 545100, Orlando, FL 32854 as its sole unsecured creditor holding a claim of $38,729. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ANAABRI/T14-15_LLC__flmbke-24-04490__0001.0.pdf?mcid=tGE4TAMA TELEPHONE AND DATA: Egan-Jones Retains B+ Senior Unsecured Ratings ------------------------------------------------------------------ Egan-Jones Ratings Company, on August 15, 2024, maintained its 'B+' foreign currency and local currency senior unsecured ratings on debt issued by Telephone and Data Systems, Inc. EJR also withdrew rating on commercial paper issued by the Company. Headquartered in Chicago, Illinois, Telephone and Data Systems, Inc. is a diversified telecommunications company. TJJ TRANSPORT: Seeks to Tap Alla Kachan P.C. as Bankruptcy Counsel ------------------------------------------------------------------ TJJ Transport Inc. seeks approval from the U.S. Bankrutpcy Court for the Eastern District of New York to hire the Law Offices of Alla Kachan as its counsel. The firm will provide these services: a. assist the Debtor in administering the bankruptcy case; b. make such motions or taking such action as may be appropriate or necessary under the Bankruptcy Code; c. represent the Debtor in prosecuting adversary prosecuting to collect assets of the estate such other actions as Debtor deem appropriate; d. take such steps as may be necessary for Debtor to marshal and protect the estate's assets; e. negotiate with Debtor's creditors in formulating a plan of reorganization for Debtor in this case; f. draft and prosecute the confirmation of Debtor's plan of reorganization in this case; and g. render such additional services as Debtor may require in the bankruptcy case. The firm will be paid at these rates: Attorney $475 per hour Clerk and Paraprofessional $250 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Alla Kachan, a partner at Law Offices of Alla Kachan, P.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Alla Kachan, Esq. LAW OFFICES OF ALLA KACHAN, P.C. 2799 Coney Island Avenue., Suite 202 Brooklyn, NY 11235 Telephone: (718) 513-3145 Email: alla@kachanlaw.com About TJJ Transport Inc. TJJ Transport Inc. is a trucking company. TJJ Transport Inc. sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 24-42805) on July 3, 2024. In the petition filed by Bakhodir Ochilov, as president, the Debtor reports total assets of $2,430,050 and total liabilities of $7,372,315. Honorable Bankruptcy Judge Jil Mazer-Marino oversees the case. The Debtor is represented by Alla Kachan, Esq. at the LAW OFFICES OF ALLA KACHAN, P.C. TMK HAWK: S&P Lowers ICR to 'CCC' On Near-Term Refinancing Risks ---------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Massachusetts-based food service equipment distributor TMK Hawk Parent Corp. (TriMark) and its issue-level ratings on the company's tranche A and tranche B term loans to 'CCC' from 'B-'. The recovery ratings remain '4', indicating its expectation for average (30%-50%; rounded estimate: 30%) recovery. The negative outlook reflects the potential for a lower rating if the company is unable to both address its upcoming ABL facility and stabilize performance while generating improved levels of free cash flow prior to six months from the ABL's maturity date. S&P said, "The downgrade reflects our view that the company's ABL facility – which has gone current – faces significant refinancing risk as operating performance stagnates and liquidity becomes constrained. Despite reducing its outstanding debt obligations to less than $500 million from $1.2 billion following a comprehensive debt restructuring in December 2023, TriMark materially underperformed over the last two quarters. During the first quarter, ended March 29, 2024, the company generated S&P Global Ratings reported free cash flow of negative $56 million, following a $23 million free cash flow deficit in the fourth quarter of 2023. The weak performance was driven by delayed new store openings by restaurant operators as a result of significantly lower-than-expected foot traffic and lower profitability. Despite lower levels of funded debt and less cash interest burden due to a partial PIK feature, ongoing deterioration in profitability and cash flow have led to a pronounced deterioration in our forecasted credit metrics. We now project S&P Global Ratings'-adjusted leverage to exceed 13x in 2024 and remain above 10x in 2025. In addition, we have revised our assessment of the company's liquidity to weak due to the gone-current status of the company's $320 million ABL facility and the $170 million of borrowings that are due in July 2025. "We expect revenue declines to moderate and S&P Global Ratings-adjusted EBITDA margins to improve to the low-2% area in 2024. In the first quarter of 2024, the company's sales declined 7.9% to $518.6 million from $563 million in 2023, following a 16.2% drop in year-over-year sales in the fourth quarter of 2023. We anticipate revenues will continue to decline, albeit at a lower rate, in the low- to mid-single-digit area throughout the remainder of 2024 as foot traffic stabilizes from delayed restaurant openings. The company also experienced margin compression, with trailing twelve months S&P Global Ratings-adjusted EBITDA margins turning negative from 4.5% a year ago. The decline was primarily due to an unfavorable mix shift toward lower-margin non-restaurant businesses and labor inefficiencies in the first quarter. We expect S&P Global Ratings-adjusted EBITDA margins to improve from 2023 levels but remain below 3% over the next 12 months. "We believe the company's operations in the niche and volatile food service equipment distribution industry carry additional risks. Though TriMark is the second-largest food service equipment distributor in North America, the industry remains intensely competitive and exposed to volatility from its customers in the restaurant sector. Roughly two-thirds of the company's revenues come from equipment sales, which is dependent upon new restaurant openings, which in turn depends on volatile consumer spending patterns and favorable economic conditions. TriMark is also exposed to fluctuations in commodity and labor costs, which may lead to large swings in profitability, posing a further risk." The negative outlook reflects the potential for a lower rating if the company is unable to both address its upcoming ABL facility and stabilize performance while generating improved levels of free cash flow prior to six months from the ABL's maturity date. S&P said, "We could lower our rating on TriMark to 'CCC-' if a default, distressed exchange, or redemption appears to be inevitable within six months, absent a significantly favorable change in TriMark's circumstances. This could occur if operating margins worsen further or the company is unable to stem its current level of cash burn. "We could raise the rating on TriMark if it can extend the maturity of its ABL facility as well as show signs of operational improvement, namely by reducing the level of negative free cash flow it produces. We believe these factors will aid in its ability to support its current capital structure beyond a 12-month period." TRINSEO PLC: Moody's Lowers CFR to B3, Outlook Remains Negative --------------------------------------------------------------- Moody's Ratings has downgraded the Corporate Family Rating of Trinseo PLC ("Trinseo") to B3 from B2, Probability of Default Rating to B3-PD from B2-PD, the rating on Trinseo Materials Operating S.C.A.'s senior unsecured and backed senior unsecured notes to Caa2 from Caa1, the rating on Trinseo Materials Operating S.C.A.'s backed first lien senior secured term loan and backed first lien senior secured revolving credit facility to B3 from B2 and the rating on Trinseo LuxCo Finance SPV S.a r.l.'s first lien senior secured term loans to B2 from B1. The SGL-3 Speculative Grade Liquidity Rating ("SGL") under Trinseo remains unchanged. The rating outlook for all issuers remains negative. Governance considerations were key drivers of the actions. RATINGS RATIONALE The rating downgrade reflects Moody's concern over the increasing likelihood of a financial restructuring in light of the company's weak earnings, cash consumption and large amount of debt. Despite an improvement from last year's trough, profit will stay below prior-year levels and credit metrics will be at the lower end of the B rated universe over the next 12-18 months. Although Trinseo maintained adequate liquidity at the end of June 2024, failure to achieve forecast cash flow in the next 12 months could weaken its financial stability and pose challenges to debt management strategy. Trinseo's EBITDA improved to $112 million in the first half of 2024, from $93 million a year ago, thanks to business restructuring, improved plant operations and sales mix. Moody's expect reported EBITDA to improve to about $240 million in 2024 from $154 million in 2023, but free cash flow will remain negative due to $345 million cash outlays in 2024. The expected debt leverage of about 10x at the end of 2024 continues to constrain its financial flexibility. Trinseo has shut down several loss-making production facilities and reduced its cost base recently. However, weak European industrial activities, still high US interest rates and capacity expansions in China have slowed the expected recovery in a number of Trinseo's products including PS, ABS, PC and MMA. Management has indicated similar market conditions in Q3 2024 as Q2 2024. The uncertain macroeconomy beyond 2024 and the company's elevated cost position in Europe cast a shadow over its earnings potential and could prompt a reassessment of capital structure as debt maturity approaches. Trinseo's rating is supported by its diversified portfolio of thermoplastic products and large number of production facilities around the world that have substantial intrinsic value. The company has implemented restructuring initiatives to reduce costs, optimize assets and reduce its exposure to cyclical markets. Management continues to focus on conserving cash and seek opportunities including asset sales to repay debt. Trinseo's Speculative Grade Liquidity Rating remains unchanged at SGL-3, as the company maintained $352 million in liquidity, including $108 million cash, $93.5 million availability on its rated revolving credit facility (issued by Trinseo Materials Operating S.C.A.) and $150 million availability on its unrated securitization program at the end of June 2024. Its liquidity was reduced from about $471 million at the end of 2023, due to cash consumption in the first half of 2024. The company's 2028 Refinance Credit Agreement requires it to maintain at least $100 million of liquidity at the end of any calendar month. Moody's expect positive free cash flow in the second half of 2024 and management will sell its 50% ownership in Americas Styrenics, which should enhance liquidity before $115 million outstanding senior notes become due in September 2025 (issued by Trinseo Materials Operating S.C.A.). The negative outlook reflects Moody's expectation of a slow recovery in earnings and credit metrics and limited financial flexibility in the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade to the ratings can be triggered by a significant improvement in earnings and cash flow generation, with debt leverage below 5x, as well as adequate liquidity. The ratings could be downgraded if free cash flow remains negative and liquidity weakens, leverage remains above 7x for an extended period, or if the company engages in a financial restructuring including a distressed exchange offer. ESG CONSIDERATIONS Environmental, social and governance ("ESG") factors are important considerations in Trinseo's credit quality. Trinseo's CIS-4 (Credit Impact Score) mainly reflects high governance risks as evidenced by financial performance below management guidance, the large amount of debt on balance sheet and potential restructuring. The company also faces significant environmental and social risks due to the nature of the chemicals used and produced at its facilities. Trinseo PLC is one of the world's largest producer of styrene butadiene ("SB") latex, polystyrene, PMMA and other engineered polymer blends. Trinseo typically has revenues of $4-6 billion depending on petrochemical feedstock prices. As of the end of 2023, the company had 34 manufacturing plants and one recycling facility at 30 sites across 14 countries, and approximately 3,100 employees. The principal methodology used in these ratings was Chemicals published in October 2023. TRONOX INC: Court Rejects Bids to File Tardy Tort Claims -------------------------------------------------------- The Honorable Michael E. Wiles of the United States Bankruptcy Court for the Southern District of New York ruled on the Tort Claims Trustee's objections to 260 additional motions seeking relief from the claims bar date in the bankruptcy cases of Tronox Incorporated and its affiliates. Judge Wiles says allowing vast numbers of additional Category A claims would have a severe effect on the distribution fund and on other claimants. Accordingly, the 'prejudice' factor weighs strongly against the movants who seek permission to file late claims, the Court holds. These bankruptcy cases were filed in January 2009. Tronox and its affiliates filed lengthy schedules of creditor claims, including a 1,301-page list of creditors who had made litigation-related claims. The Court set August 12, 2009, as the deadline for filing of proofs of claim. On November 30, 2010, the Court confirmed a plan of reorganization, which later became effective on February 14, 2011. The Plan broadly defined the term "Tort Claims" so as to include claims that had already arisen or that might arise in the future. All Tort Claims were to be channeled to a Tort Claims Trust for processing, allowance and payment, and the Plan made clear that holders of "Tort Claims" could only seek recovery from the Trust and not from Reorganized Tronox. The Confirmation Order approved these terms, discharged the reorganized Tronox companies from all claims (including Tort Claims), and directed that holders of Tort Claims could only seek recourse from the Tort Claims Trust and not from Reorganized Tronox or its assets. The Trust was funded with a cash deposit of $12.5 million, the proceeds of available insurance policies, and the right to receive 12% of the proceeds of the fraudulent transfer litigation that had been filed against the prior owners of Tronox. The Plan established separate subcategories of Tort Claims, and provided that the total amounts allocated to the Trust would be divided among those subcategories of claims as follows: -- "up to" 6.25% would be available for "Indirect Environmental Claims;" -- 6.25% would be available for "Holders of Asbestos Claims and Future Tort Claimants;" -- 6.25% would be available to "Holders of Property Damage Claims;" and -- the largest share (at least 81.25%) would be set aside for timely-filed Category D "Non-Asbestos Toxic Exposure Claims." These allocations were supported by representatives of various tort claimants and also by forecasts (backed by expert testimony at the confirmation hearing) that it was unlikely that there would be large numbers of future claims. The Confirmation Order approved these terms, and also approved a Tort Claims Trust Agreement and a set of Tort Claims Trust Distribution Procedures. Confirmation Order. The TDPs set forth the procedures that the Tort Claims Trustee would follow in reviewing claims. The confirmed Plan further clarified that Category D "Non-Asbestos Toxic Exposure Claims" would be limited to persons who had actually filed proofs of claim before the Bar Date. One of the key procedures in the TDPs was paragraph 2.2(b), which specified that a timely filed proof of claim in the Tronox bankruptcy case "shall be accepted as irrefutable and final proof of exposure and injury asserted in the proof of claim with respect to such exposure. The TDPs set forth the "allowed amounts" that would be assigned to tort claims depending on the nature of the injuries or claims alleged. These scheduled values were as follows for creosote victims: Disease Scheduled Value ------- --------------- Precancerous Skin Lesion $26,000 Skin Cancer $120,000 Lung Cancer $700,000 Breast Cancer $475,000 Other Cancer $600,000 Asthma Adult $150,000 Asthma Child $175,000 Cardiovascular $250,000 Respiratory $80,000 Medical Monitoring/Unimpaired $5,000 On March 10, 2021, the Court issued a Decision that ruled on approximately 4,676 separate motions that had been filed by tort claimants who sought permission to file claims notwithstanding their failure to do so by the claims bar date. Thereafter, the Court approved a modified set of instructions and notices that were to be sent to those claimants who received Determination Notices from the Trust. The modified forms summarized the rulings in the Court's March 2021 Decision and clarified the information that claimants needed to provide in order to support their motions for relief from the bar date. The Trustee has issued Determination Notices with respect to more than 35,000 Future Tort Claims. Some of those claimants have filed motions for relief from the bar date, and the Trustee has filed objections to 260 of those motions. In a March 2021 Decision, the Court established general principles that govern the review of motions for relief from the Bar Date. Those principles were affirmed on appeal and govern the 260 motions now before the Court. Some of the now-pending motions make claims based on alleged conditions that were diagnosed after the August 12, 2009 bar date. Any claims of that kind are to be resolved by the Tort Claims Trust under its normal dispute resolution procedures. Judge Wiles says, "Two of the grounds on which I previously held that a claim may qualify as a 'future' tort claim are (a) if the claim is based on an exposure to a harmful substance that occurred after August 12, 2009, or (b) if the claim is based on an exposure that occurred before August 12, 2009, but as to which no injury or disease was 'manifested' until on or after August 12, 2009. Claimants do not need to seek relief from the bar date in order to pursue such claims. In the March 2021 Decision I further clarified item (b) to make clear that a claim would be a Future Tort Claim if it were based on a condition or disease that was not 'diagnosed' until after the Bar Date." Many claimants have submitted long lists of diagnoses of multiple conditions, some of which were diagnosed before the bar date and others of which were diagnosed after the bar date. According to Judge Wiles, "In the March 2021 Decision I confirmed (without objection) that any claimant who was diagnosed after the Bar Date with a new and separate disease or condition would be treated as having a future tort claim with respect to that newly diagnosed disease or condition, and the Bar Date did not apply to the filing of a claim based on that newly diagnosed disease or condition. However, the Bar Date does apply to conditions or diseases first diagnosed before the Bar Date, and claims based on such conditions or diseases were barred unless the claimant could show proper grounds for relief from the Bar Date." Other claimants have alleged that they suffer from "continuing" conditions or illnesses (asthma or heart conditions, for example) that were first diagnosed before the bar date but that have continued to exist after the bar date. Those are claims that plainly accrued before the Bar Date. Their continuing character does not mean that the claim is based on a post-Bar Date diagnosis, the Court states. They are not to be treated as "future" tort claims in the absence of relief from the Bar Date based on excusable neglect or due process, the Court holds. A claimant who failed to file a claim by the applicable Bar Date may seek to excuse that failure by filing a motion with the Court. However, relief from a Bar Date does not revive a claim that expired for other reasons prior to the commencement of a bankruptcy case, the Court notes. Even if relief from the Bar Date were granted, section 502 of the Bankruptcy Code would still require disallowance of any claim that is not valid under applicable non-bankruptcy law, the Court says. Judge Wiles explains, "For example, claims that were barred by the statute of limitations prior to the Tronox bankruptcy filing could not be allowed as claims even if relief from the Bar Date were granted. Some relevant statutes of limitations raise issues that would require determination by the Tort Claims Trust under its dispute resolution procedures. Motions and claims that are based on exposures that occurred in Mississippi and Alabama, however, are subject to well-articulated statutes of limitation." The confirmation order that was entered in these cases in 2010 provided for a discharge of all claims against the Debtors and Reorganized Debtors (while channeling future tort claims to the Trust). However, a discharge may be challenged on due process grounds. Any claimant who makes such a challenge bears the burden of proof. The Court points out the failure to provide a form of notice that complies with due process requirements is a ground for relief from a discharge. In this case, Tronox sent bar date notices to individuals who had actually filed lawsuits against Tronox. However, Tronox did not know the identities of other potential victims of creosote exposure. Requiring direct notice, by mail, to persons whose identities and claims are not known would be an impossible standard, and one that due process does not require. Many Future Tort Claimants have complained that they did not actually see notices that were published. Nevertheless, bankruptcy proceedings, and many other legal proceedings, need a mechanism to provide finality as to the persons who are entitled to participate, and publication notices are given effect and are enforced even if claimants do not actually see them, the Court says. Some other claimants have alleged that they no longer lived in the areas where the notices were published. Again, however, due process requires what is reasonable, not what is impossible, the Court notes. The possibility that claimants may not reside in the areas covered by the local newspapers is the reason why notice was also published in a newspaper with a national circulation (The Wall Street Journal). Rule 3003(c)(2) of the Federal Rules of Bankruptcy Procedure states that a creditor who fails to file a proof of claim before the bar date "shall not be treated as a creditor with respect to such claim for the purpose of voting or distribution." However, Rule 9006 of the Federal Rules of Bankruptcy Procedure states that if an order of the court requires an action to be taken on or before a particular date, and if the action is not taken by the specified deadline, the court nevertheless may extend the deadline after the fact, and may permit the act to be done belatedly, "where the failure to act was the result of excusable neglect." The Court says the burden of proving "excusable neglect" rests with the party who seeks relief. The pending motions do not qualify for relief on grounds of excusable neglect, the Court finds. The Court notes the only funds that remain for distribution to persons injured by creosote exposures are the limited funds that were set aside for Category A claimants, which include persons injured from asbestos exposures and persons whose creosote-related injuries did not manifest themselves until after the bar date. Each "excusable neglect" claim that is allowed, on behalf of a claimant whose injuries were manifested in 2009 or in many cases much earlier, would further reduce the already low recoveries that can be expected by those persons whose illnesses had not even appeared until after 2009, and who therefore had no opportunity to file a claim before the Bar Date. "It is well-settled that if the allowance of late-filed claims on the grounds of excusable neglect would 'open the floodgates' to a large number of new claims, and if those additional claims would have a large impact on the recoveries of other creditors, then permitting the late-filed claims would be a form of prejudice that weighs against a finding of "excusable neglect," Judge Wiles concludes. Judge Wiles explains, "The late-filed claims plainly are having an enormous impact on these proceedings, and if the lateness is excused they will have further adverse impacts. The allowance of large numbers of late-filed claims in this case would drive down the recoveries of other Category A claimants and therefore would be prejudicial to those other claimants. The processing of late-filed claims also imposes huge administrative expenses, and additional litigation expenses would have to be incurred to evaluate and resolve the merits of the late-filed claims. In addition, pro rata distributions to Category A claimants cannot be made until the universe of participating claims is known, so that the time involved in resolving the merits of the late-filed claims inevitably would delay distributions to those claimants who have acted with more diligence in the pursuit and protection of their legal rights. These long delays and high costs weigh strongly against the movants' requests for permission to file late claims. The motions before the Court all involve claims that were filed in late 2015 or thereafter. Given the long delays, the prejudice to other claimants, and the effects that the allowance of late claims would have on the process, movants bear a particularly strong burden of showing reasons for their delays, the Court says. The Court has reviewed each motion individually to determine if, after all factors have been considered, the movant has demonstrated that relief based on excusable neglect should be granted. A copy of the Court's decision dated August 5, 2024, is available at https://urlcurt.com/u?l=vPcldB About Tronox Inc. Tronox Inc., aka New-Co Chemical, Inc., and 14 other affiliates filed for Chapter 11 protection on January 13, 2009 (Bankr. S.D.N.Y. Case No. 09-10156). The case is before Hon. Allan L. Gropper. Richard M. Cieri, Esq., Jonathan S. Henes, Esq., and Colin M. Adams, Esq., at Kirkland & Ellis LLP in New York, represent the Debtors. The Debtors also tapped Togut, Segal & Segal LLP as conflicts counsel; Rothschild Inc. as investment bankers; Alvarez & Marsal North America LLC, as restructuring consultants; and Kurtzman Carson Consultants serves as notice and claims agent. An official committee of unsecured creditors and an official committee of equity security holders were appointed in the cases. The Creditors Committee retained Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel. On Nov. 17, 2010, the Bankruptcy Court confirmed the Debtors' First Amended Joint Plan of Reorganization under Chapter 11 of the Bankruptcy Code, dated Nov. 5, 2010. Under the Plan, Tronox reorganized around its existing operating businesses, including its facilities at Oklahoma City, Oklahoma; Hamilton, Mississippi; Henderson, Nevada; Botlek, The Netherlands and Kwinana, Australia. TUMWATER MEADOWS: Seeks to Hire Marc Stern as Bankruptcy Counsel ---------------------------------------------------------------- Tumwater Meadows Adult Family Home Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Marc Stern, Esq., an attorney practicing in Seattle, Washington, as its counsel. The attorney will render these services: (a) prepare the schedules; (b) analyze financial affairs of the Debtor; (c) negotiate the use of cash collateral; (d) prepare a Chapter 11 Plan; (e) review executory contracts; and (f) perform such other or further matters as may arise during the course of administering this Chapter 11 case. The attorney's hourly rate is $500, associate's rate is $250 per hour, and paralegal is $125 per hour. Mr. Stein received a retainer of $7,500 from the Debtor. Mr. Stern 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: Marc S. Stern 1825 NW 65th Street Seattle, WA 98117 Telephone: (206) 448-7996 Email: marc@hutzbah.com About Tumwater Meadows Adult Family Home Tumwater Meadows Adult Family Home, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 24-41141) on May 22, 2024, with $500,001 to $1 million in both assets and liabilities. Judge Mary Jo Heston presides over the case. Marc S. Stern, Esq., represents the Debtor as counsel. UNITED PF: $116MM Bank Debt Trades at 25% Discount -------------------------------------------------- Participations in a syndicated loan under which United PF Holdings LLC is a borrower were trading in the secondary market around 74.5 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $116 million Term loan facility is scheduled to mature on December 29, 2028. The amount is fully drawn and outstanding. United PF Holdings, LLC operates fitness and recreation centers. US TELEPACIFIC: $331.5MM Bank Debt Trades at 62% Discount --------------------------------------------------------- Participations in a syndicated loan under which US TelePacific Corp is a borrower were trading in the secondary market around 38.5 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $331.5 million Payment-in-kind Term loan facility is scheduled to mature on May 4, 2026. The amount is fully drawn and outstanding. US TelePacific Corp., doing business as TPx Communications, provides communications and managed services. VECTOR GROUP: JT Group Deal No Impact on Moody's 'B1' CFR --------------------------------------------------------- Moody's Ratings said Vector Group Ltd.'s 'B1' CFR and stable outlook are unaffected by the agreement to be acquired by the JT Group. On August 21, 2024, Vector Group Ltd. announced that it had entered into a definitive agreement to be acquired by JT Group, a diversified conglomerate with a global presence in tobacco, pharmaceuticals, and processed foods. JT Group is the parent of Japan Tobacco Inc. The planned merger has no impact to Vector's ratings, including the B1 Corporate Family Rating (CFR) or stable outlook, because Moody's expect that the company's debt will be repaid as part of the acquisition transaction. Assuming the acquisition closes as anticipated, Moody's expect to withdraw Vector's existing ratings upon the closing of the transaction and repayment of the existing outstanding debt. Rated debt instruments consist of $875 million 5.75% senior secured notes due February 2029 that are rated Ba3 and $555 million 10.5% senior unsecured notes due November 2026 that are rated B3. The acquisition is structured as a cash tender offer for all outstanding shares of Vector Group at $15.00 per share. This equates to an approximate total equity value of $2.4 billion, in addition to the redemption or repayment of Vector Group's existing debt. The merger has received unanimous approval from the Boards of Directors of both companies and the company expects the transaction to close in the fourth quarter of 2024. Vector Group's B1 CFR reflects its relatively small scale compared to larger US tobacco companies, the significant secular decline in combustible cigarettes, and limited pricing flexibility. The company participates in the discount and deep discount cigarette segments of an industry that is highly regulated and is exposed to very high social risks related to the adverse health consequences of smoking. These factors are driving steady cigarette volume declines that could accelerate due to proposed regulatory restrictions on menthol and nicotine content. Vector's credit profile also reflects its aggressive financial policy, modest free cash flow and the ongoing threat of adverse tobacco litigation and regulation. Partially offsetting these risks is Vector's good history of increasing EBITDA and improving share in the US cigarette market. Additionally, the company holds a cost advantage based on its beneficial terms provided under the MSA. Vector also has very good liquidity with a large cash balance. Free cash flow stability has improved since the company cut its dividend by 50% in 2020 but shareholder distributions remain a material use of cash from operations. Vector Group Ltd., founded in 1980 and headquartered in Miami, Florida, is a publicly traded holding company engaged primarily in the manufacturing and marketing of discount cigarettes in the United States. The company's key cigarette brands include Montego, Eagle 20's, Pyramid, Grand Prix, Liggett Select and Eve. The company also has a small real estate investment portfolio. Vector generated roughly $953 million in revenue (net of excise taxes) for the 12 months ended June 2024. VISION CARE: Taps Opus Consulting Partners as Financial Consultant ------------------------------------------------------------------ Vision Care of Maine, Limited Liability Company seeks approval from the U.S. Bankruptcy Court for the District of Maine to employ Opus Consulting Partners, LLC as its financial consultant. The firm's services include: (a) review of current pro forma financials and budget projections focusing on revenue generation, related cost structure, capital expenditures, and overall profitability; (b) review bookkeeping procedures and situations to rebuild Debtor's financials; (c) review cashflow levels and bank statements; (d) review operation and the Debtor's business locations, reporting structures and management; (e) participate in meeting and conference calls with executives, stakeholders, and legal counsel, when requested; (f) prepare cashflow projections and advise on systems to improve cashflow; (g) consult and assist in generating a plan of reorganization and implementation of such plan; (h) assist in preparation of schedules, statements of financial affairs and monthly operating reports; and (i) perform other services, that in the Debtor's estimation, create value in the restructuring process. The hourly rates of the firm's professionals are as follows: Jacques Santucci $300 Casey Skovran $250 Alice Evans $250 Max Flatow $200 Garrett Krisko $200 Analysts $150 In addition, the firm will seek reimbursement for expenses incurred. Casey Skovran, a senior consultant at Opus Consulting Partners, 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: Casey Skovran Opus Consulting Partners LLC 1700 Snsom Street Suite 200 Philidelphia, PA 19019 Telephone: (207) 619-1899 Email: info@opuscg.com About Vision Care of Maine Vision Care of Maine Limited Liability Company is a medical group practice located in Bangor, ME that specializes in Ophthalmology and Optometry offering vision care services including glasses, contacts, surgeries for cataracts, retina disease and cornea disease and glaucoma. Vision Care of Maine sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Me. Case No. 24-10166) on August 5, 2024. In the petition signed by Curt Young, manager, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Michael A. Fagone oversees the case. The Debtor tapped George J. Marcus, Esq., at Marcus, Clegg, Bals & Rosenthal, PA as counsel and Opus Consulting Partners, LLC as financial consultant. WALSAM 316: Gets Court OK to Sell 4-6 Bleecker Property by Auction ------------------------------------------------------------------ Walsam 316, LLC got the green light from the U.S. Bankruptcy Court for the Southern District of New York to sell its real property by auction. The company is selling its property located at 4-6 Bleecker St., New York. It acquired the property in July 2015, with the purpose of converting it into a condominium. Walsam 316 will hold an auction on Sept. 16, at 10:00 a.m. (prevailing Eastern Time) if it receives offers by the bid deadline. Interested buyers have until Sept. 13, at 5:00 p.m. (prevailing Eastern Time) to place their bids on the property. Bidders must provide a deposit in the form of a bank check in the amount of 10% of the opening bid. A court hearing to approve the sale of the property to the winning bidder is scheduled for Sept. 19. Objections to the sale are due by Sept. 18. About Walsam 316 Walsam 316, LLC, a New York-based company, filed its voluntary petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 24-11231) on July 15, 2024, listing $500,000 to $1 million in assets and $10 million to $50 million in liabilities. Ephraim I. Diamond, chief restructuring officer, signed the petition. Judge Michael E. Wiles oversees the case. Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP serves as the Debtor's legal counsel. WARFIELD HISTORIC: Hires Sudow Kohlhagen LLP as Special Counsel --------------------------------------------------------------- Warfield Historic Properties, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to employ Sudow Kohlhagen LLP as special real estate counsel. The firm will provide these services: a. prepare contracts for sale and handle related work with respect to certain parcels of real property in the town of Sykesville, Maryland; b. provide general legal advice and handle related work with respect to the underlying operation of the business; and c. serve as the escrow agent of escrow accounts. The firm will be paid at these rates: William E. Sudow $475 per hour Eunice A. Moon $475 per hour Partners $475 per hour Paraprofessional $150 per hour The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. William E. Sudow, Esq., a partner at Sudow Kohlhagen LLP, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: William E. Sudow, Esq. Sudow Kohlhagen LLP 1000 Maine Ave SW #325 Washington, DC 20024 Tel: (202) 769-5790 About Warfield Historic Properties Warfield Historic Properties, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 24-12500) on March 26, 2024. In the petition signed by Roger Conley as president, the Debtor estimated $1 million to $10 million in both assets and liabilities. Michael J. Lichtenstein, Esq, at Shulman Rogers, P.A. represents the Debtor as counsel. WEST CENTRO LLC: Hits Chapter 11 Bankruptcy in Louisiana -------------------------------------------------------- West Centro LLC filed Chapter 11 protection in the Eastern District of Louisiana. According to court filing, the Debtor reports $3,478,874 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 Sept. 9, 2024 at 11:00 a.m. in Room Telephonically on telephone conference line: 866-790-6904. participant access code: 3156784. About West Centro LLC West Centro LLC is primarily engaged in renting and leasing real estate properties. The Debtor is the owner of the real property located at 2100-2108 Franklin Street Gretna, LA 70053 valued at $2.4 million. West Centro LLC sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 24-11536) on Aug. 7, 2024. In the petition filed by Cullan Maumus of MagNola Ventures, LLC, as manager, the Debtor reports total assets of $3,362,535 and total liabilities of $3,478,874. The Honorable Bankruptcy Judge Meredith S. Grabill oversees the case. The Debtor is represented by: Patrick Garrity, Esq. THE DERBES LAW FIRM, LLC 3027 Ridgelake Drive Metairie LA 70002 Tel: 504-207-0908 Email: pgarrity@debeslaw.com WEST CENTRO: Hires Derbes Law Firm LLC as Counsel ------------------------------------------------- West Centro, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to employ Derbes Law Firm, L.L.C. as counsel. The firm's services include: (a) providing legal advice with respect to its powers and duties as debtor-in-possession in the continued management of its business and property; (b) attending meetings with representatives of its creditors and other parties in interest; (c) taking all necessary action to protect and preserve the Debtor's estate; (d) preparing on behalf of the Debtor motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; (e) negotiating and preparing on the Debtor's behalf a plan of reorganization, disclosure statement, and all related agreements and/or documents, and taking any necessary action on behalf of the Debtor to obtain confirmation of such plan; (f) appearing before this Court to protect the interests of the Debtor before this Court; (g) performing all other necessary legal services and provide all necessary legal advice to the Debtor in connection with this Chapter 11 case; (h) advising the Debtor concerning executory contract and unexpired lease assumptions, assignments and rejections and lease restructuring and recharacterizations; and (i) commencing and conducting litigation necessary and appropriate to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal of completing the Debtor's successful reorganization. The firm will be paid at these rates: Albert J. Derbes, IV, Esq. $495 per hour Mark S. Goldstein, Esq. $495 per hour Eric J. Derbes, Esq. $425 per hour Patrick S. Garrity, Esq. $495 per hour Wilbur J. "Bill" Babin, Jr., Esq. $495 per hour McKenna D. Dorais, Esq. $190 per hour Beau P. Sagona, Esq. $475 per hour Hugh J. Posner, CPA $275 per hour Frederick L. Bunol, Esq. $390 per hour Bryan J. O'Neill, Esq. $290 per hour Jared S. Scheinuk, Esq. $290 per hour Notary $100 per hour Paralegal(s) $80 per hour Legal Assistant $60 per hour The firm received an initial advance deposit in the amount of $20,000. The firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Patrick Garrity, Esq., a partner at Derbes Law Firm, L.L.C., disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Patrick S. Garrity, Esq. Derbes Law Firm, L.L.C. 3027 Ridgelake Drive Metairie, LA 70002 Tel: (504) 837-1230 Fax: (504) 832-0322 About West Centro, LLC The Debtor is primarily engaged in renting and leasing real estate properties. The Debtor is the owner of the real property located at 2100-2108 Franklin Street Gretna, LA 70053 valued at $2.4 million. West Centro, LLC in New Orleans LA, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. La. Case No. 24-11536) on August 7, 2024, listing $3,362,535 in assets and $3,478,874 in liabilities. Cullan Maumus of MagNola Ventures, LLC, the Debtor's manager, signed the petition. Judge Meredith S Grabill oversees the case. THE DERBES LAW FIRM, LLC serve as the Debtor's legal counsel. WIDEOPENWEST FINANCE: S&P Downgrades ICR to 'B-', On Watch Neg. --------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on U.S.-based cable overbuilder WideOpenWest Finance LLC (WOW) to 'B-' from 'B' and its senior secured debt rating to 'B' from 'B+'. S&P has kept all ratings on CreditWatch with negative implications, where it placed them on May 10, 2024. The CreditWatch reflects S&P's view that the company's liquidity is tight and it could further lower the rating at least one notch if it cannot obtain financing through debt issuance or third-party investments to improve its liquidity position in the near-term. WOW has limited liquidity and has exhausted its revolving credit facility. As of June 30, 2024, the company had about $21 million of cash on balance sheet but no availability under its $250 million revolving credit facility due December 2026. It recorded nearly break-even free operating cash flow (FOCF) during the second quarter of 2024, primarily due to a sizeable pull back in its expansion capex spend, which will hurt WOW's longer-term competitive positioning, in our view. While liquidity is currently tight, S&P believes there are some options to bolster its liquidity position in the near-term. This could come from debt issuance, albeit at high rates, asset sales, or third-party investments. While management has taken actions to reduce costs and scale back capex, the longer-term viability of its business depends on its expansion into new markets, which will help offset broadband subscriber losses in its existing markets. In the absence of additional capital, a continued reduction in capital spending would likely result in overall high-speed data (HSD) subscriber losses and sharp revenue and EBITDA declines. WOW continues to lose high-margin broadband customers. Over the past eight quarters, the company lost on average over 4,000 of its net broadband subscribers each quarter. During the second quarter of 2024, the company experienced a net loss of 4,700 subscribers, largely because of the discontinuance of the Affordable Connectivity Program (ACP). However, S&P believes the company is vulnerable to losing additional net subscribers due to increasing competition, outside of the impact of ACP. This has also contributed to slower average revenue per user (ARPU) growth. S&P said, "As such, our base-case forecast assumes that HSD revenue declines 1%-2% in 2024. Coupled with video and fixed-line telephony customer losses, we expect total revenue will fall over 7% in 2024. While cost-cutting initiatives could preserve margins in the near term, we believe it will be difficult to grow EBITDA unless the company increases HSD customers and revenue. "WOW is in a worse competitive position than its peers. We believe it will be increasingly challenging for WOW to improve performance over the next two years because of a deteriorating market position as both fixed wireless access (FWA) and fiber-to-the-home (FTTH) broadband service take share. As a cable overbuilder, WOW has historically competed by offering better customer service at a lower price relative to the incumbents. However, Comcast and Charter are bundling competitively priced mobile offerings with in-home broadband service to preserve their customer base. At the same time, the wireless carriers are leveraging their mobile networks to offer in-home broadband at a discounted price, while incumbent telecom providers are deploying FTTH to capture high-ARPU broadband customers. "As a result, we now expect WOW's HSD customer base to decline 1%-2% annually in 2024 and 2025. The company will need to expand into new markets to add high-margin HSD customers to offset declines in its existing business. If WOW can bolster its liquidity position, we believe the company's FOCF deficits will accelerate because of higher capex as it aggressively builds out into new markets. However, if WOW scales back its capital spending longer term, which we expect in 2024 because of its tight liquidity position, we believe that competitive pressures will continue to result in declining broadband subscribers, lower revenue, and EBITDA." A special committee of the Board of Directors is still reviewing an unsolicited bid from an investor consortium. The company indicated that it is evaluating an unsolicited bid from DigitalBridge Investments LLC and various Crestview entities to acquire the remaining shares that Crestview does not own for about $4.80 per share in cash. S&P estimates that Crestview currently holds a 38% stake in the company. While no terms have been disclosed, the implications of a potential take-private transaction are unclear. However, since the investor consortium consists of private equity firms, it would likely not support a higher rating but could also alleviate liquidity issues if a new owner provides additional capital for investments. CreditWatch The CreditWatch reflects S&P's view that the company's liquidity is tight and that it could lower the rating at least one notch if it cannot obtain financing through debt issuance or third-party investments to improve its liquidity position in the near term. WOLVERINE WORLD: S&P Affirms 'B' Issuer Credit Rating, Outlook Neg ------------------------------------------------------------------ S&P Global Ratings affirmed all its ratings, including its 'B' issuer credit rating on U.S–based footwear company Wolverine World Wide Inc. S&P said, "The negative outlook recognizes that current leverage is outside of our expectation for the rating and reflects the potential for a lower rating within the next two quarters if the company cannot improve operating performance and adjusted leverage sustains above 7x. "The rating affirmation reflects our expectation for deleveraging in the second half of 2024, such that adjusted leverage improves to below 7x by the end of 2024. The company's operating performance in the first half of 2024 has been in line with our expectations. We expect it to improve in the second half as innovative products hit the shelves, less discounting occurs, and the year-over-year comparison becomes easier as the company laps a very weak fourth quarter 2023, which includes restructuring costs and costs from divestiture. The company is now largely done with its stabilization efforts and began its transformation stage in its turnaround plan. "Although the business is still declining year over year, there was some sequential improvement in the first two quarters. Revenue for the ongoing business declined 18.4% year over year in the second quarter, compared to a 24.5% decline in the first quarter. We expect sequential improvement in the third quarter and forecast revenue for the ongoing business to decline 11% year over year. We expect gross margin to expand from profit-improvement initiatives related to product and logistic costs, as well as lapping some supply chain transitory costs, partially offset by incremental investment in the brands. As a result, we forecast adjusted leverage for the 12 months ending Sept 30, 2024, to come down to the mid-teens area and significantly improve to mid-6x by the end of 2024 as the company continues to pay down debt and laps a very weak fourth quarter 2023. "Net inventory for the ongoing business at the end of the second quarter was down 44% year over year due to the company's increasing focus on inventory reduction. We expect the company to continue to reduce its inventory level in 2024 and expect positive free operating cash flow (FOCF) of $110 million in 2024 due to continued working capital improvement. "Over the next two quarters, we will track the company's progress in improving the underlying businesses to determine if the company remains on track to reduce adjusted leverage to below 7x by the end of 2024." The negative outlook reflects the potential for a lower rating within the next two quarters if the company cannot improve operating performance and adjusted leverage sustains above 7x. S&P could lower its ratings if the company cannot improve its operating performance and adjusted leverage sustains above 7x. This could occur if the company: -- Cannot slow the sales and profit decline due to increasing competition in the industry and accelerating share loss; -- Cannot improve profitability or realize cost savings as planned in a challenging macroeconomic environment; or -- Prioritizes shareholder returns over restoring its credit metrics. S&P could revise the outlook to stable if the company improves its operating performance by prioritizing growth brands and focusing on profit improvement, leading it to believe there is a clear path to lower and sustain leverage below 7x. This could occur if: -- New products resonate well with consumers and the top line inflects to growth; -- Consumer demand improves and the company improves profit through its margin improvement and cost-saving initiatives; or -- The company prioritizes debt repayment from free cash flow generation. WP NEWCO: $1.01BB Bank Debt Trades at 41% Discount -------------------------------------------------- Participations in a syndicated loan under which WP NewCo LLC is a borrower were trading in the secondary market around 59.5 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024, according to Bloomberg's Evaluated Pricing service data. The $1.01 billion Term loan facility is scheduled to mature on May 11, 2028. The amount is fully drawn and outstanding. WP Company LLC, doing business as The Washington Post, operates as a publishing company. The Company publishes new articles in the areas of politics, opinions, sports, current affairs, entertainment, and lifestyle. The Washington Post serves customers in the States of District of Columbia, Maryland, and Virginia. YOUNG MEN'S CHRISTIAN: Case Summary & 20 Top Unsecured Creditors ---------------------------------------------------------------- Debtor: Young Men's Christian Association of Metropolitan Huntsville, Alabama d/b/a Heart of the Valley YMCA Downtown Express YMCA Hogan Family YMCA Southeast Family YMCA YMCA Camp Cha-La-Kee YMCA Downtown Early Childhood Education Center YMCA Northwest Early Childhood Education Center YMCA Southeast Early Childhood Education Center 238 Business Park Blvd Suite 101 Madison, AL 35758 Business Description: The Debtor is a non-profit organization that offers programs to support the needs of a growing and diverse communities including child care, health & fitness, teen programs and community programs. Chapter 11 Petition Date: August 23, 2024 Court: United States Bankruptcy Court Northern District of Alabama Case No.: 24-81638 Debtor's Counsel: Kevin D. Heard, Esq. HEARD, ARY & DAURO, LLC 303 Williams Avenue Park Plaza, Suite 921 Huntsville, AL 35801 Tel: 256-535-0817 E-mail: kheard@heardlaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Jeff Collen as interim chief executive officer. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HSCW7ZQ/Young_Mens_Christian_Association__alnbke-24-81638__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount 1. 501(c) Agencies Trust Trade Debt $6,024 c/o Trust Department 400 Race Street, Suite 200 San Jose, CA 95126 2. Amazon Capital Trade Debt $5,290 Services, Inc. PO Box 035184 Seattle, WA 98124 3. Arab Electric Cooperative Utilities $3,824 PO Box 1068 Guntersville, AL 35976 4. Big Marlin Group Trade Debt $3,790 425 West Guadalupe Road, Suite 101 Gilbert, AZ 85233 5. Bizzy Beez Cleaning Trade Debt $3,500 184 Arnett Raod Madison, AL 35756 6. Garrie Mechanical Trade Debt $8,986 Contractors, LLC 888 Old Mountain Fork Road New Market, AL 35761 7. Gordon Food Services Trade Debt $4,191 GFS Florida Division PO Box 88029 Chicago, IL 60680-1029 8. Hatch, Inc. Trade Debt $23,072 PO Box 88576 Milwaukee, WI 53288-0576 9. HD Supply Trade Debt $8,000 formerly Home Depot Pro PO Box 404468 Atlanta, GA 30384-4468 10. Huntsville Utilities Rent $20,718 PO Box 2048 Huntsville, AL 35804 11. Huntsville Utilities Utilities $19,573 112 Spragins St NW Huntsville, AL 35801 12. Kronos Saashr Trade Debt $4,482 3040 Route 22 West, Suite 200 Somerville, NJ 08876 13. Les Mills Trade Debt $1,694 PO Box 74008587 363 West Erie St., Suite 200 Chicago, IL 60674-8587 14. Madison Utilities Utilities $1,952 101 Ray Sanderson Drive Madison, AL 35758 15. Marsh & McLennan Insurance $10,400 PO Box 744833 Atlanta, GA 30374-4833 16. Redstone Federal Credit Card $38,348 Credit Union Debt Attn: Bankruptcy Department 220 Wynn Drive NW Huntsville, AL 35893 17. Struthers Recreation Trade Debt $123,963 PO Box 1178 Pelham, AL 35124 18. Wood Fruitticher Trade Debt $5,025 Grocery Co, Inc. PO Box 830119 Birmingham, AL 35283 19. YMCA of the USA National Dues $11,333 101 N. Wacker Drive Chicago, IL 60606 20. YMCA Retirement Fund Retirement Funds $18,715 120 Broadway New York, NY 10271-1999 YS GARMENTS: Moody's Cuts CFR to Caa2 & Alters Outlook to Negative ------------------------------------------------------------------ Moody's Ratings downgraded YS Garments, LLC's (dba "Next Level Apparel") ratings including its corporate family rating to Caa2 from Caa1 and probability of default rating to Caa2-PD from Caa1-PD. Moody's also downgraded its backed senior secured bank credit facilities ratings to Caa2 from Caa1. The outlook was changed to negative from stable. The downgrades reflects social considerations related to responsible production as the company took a material write-down to previously purchased inventory because of a lack of required supply chain documentation for US Customs. The downgrade also reflects its weak liquidity as it works to replenish inventory levels following the write-down. The company has taken steps including better vetting of and paring back on the number of suppliers, hiring consultants and implementing relevant AI and other technology tools to prevent a recurrence of the issue. Concurrently, Moody's have revised the company's Social Issuer Profile Score ("IPS") to S-5 from S-4. The downgrades also reflect the company's underperformance to Moody's 2024 revenue and EBITDA expectations resulting in risk to remaining in compliance with its maintenance covenants. The downgrades also consider the refinance risk associated with its revolving credit facility, which Moody's anticipate could be almost fully drawn by year-end, and becomes current in February 2025. Its term loan also becomes current in August 2025. The outlook change to negative reflects the company's weak liquidity, depressed revenue and EBITDA levels, uncertain customer demand and refinancing risk. RATINGS RATIONALE Next Level Apparel's Caa2 CFR reflects its small revenue scale and narrow product focus relative to the global apparel industry. The rating also reflects its high concentration of sales with three large distributor customers which can cause significant volatility in performance and risks of private equity ownership. The rating also reflects Next Level's currently high leverage, weak interest coverage and weak liquidity. The rating is supported by Next Level Apparel's well-recognized position within premium blanks and the limited fashion risk of its product. Consideration is also given to the shift in consumer preference towards higher quality basic apparel designs, fabric, and fit and Next Level Apparel's asset-light and fully outsourced production model which in previous stable operating environments have allowed for strong profit margins that were consistent with many premium apparel brands. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company returns to historical levels of profitability, refinances its capital structure in a timely fashion and has adequate liquidity which is supported by strong free cash flow generation. Quantitatively, the ratings could be upgraded if lease-adjusted debt/EBITDA is sustained below 5.0x and EBITA/Interest is sustained over 1.5x. The ratings could be downgraded if the company's overall operating performance or liquidity profile further deteriorates, including sustained free cash flow deficits. Inability to maintain covenant compliance or refinance its revolver and term loan in a timely fashion could also lead to a downgrade. Ratings could also be downgraded should the probability of default increase for any reason or recovery expectations are reduced. Headquartered in Torrance, California, YS Garments, LLC's (dba "Next Level Apparel") designs and provides branded active wear to the premium basic segment of the US wholesale wearables promotional products industry. Private equity firm Blue Point Capital Partners acquired a majority stake in the company in August 2018. The principal methodology used in these ratings was Retail and Apparel published in November 2023. ********* 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. 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