/raid1/www/Hosts/bankrupt/TCR_Public/240829.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, August 29, 2024, Vol. 28, No. 241
Headlines
AB INTERNATIONAL: Cancels Planned 1-for-2,000 Reverse Split
ADM TRONICS: Posts $272,168 Net Income in Q1 2024
ALLEN MEDIA: $870MM Bank Debt Trades at 33% Discount
AMERICAN TIRE: $1BB Bank Debt Trades at 28% Discount
APPLIED DNA: Leviticus Partners, AMH Equity No Longer Hold Shares
APPTECH PAYMENTS: Receives Noncompliance Notice From Nasdaq
ARCH THERAPEUTICS: Reports $5.7 Million Net Loss in Fiscal Q3
ASP LS ACQUISITION: $1.38BB Bank Debt Trades at 29% Discount
AUDACY CAPITAL: $770MM Bank Debt Trades at 55% Discount
AULT ALLIANCE: Has 9.90% Stake in Mullen Automotive
AULT ALLIANCE: Stockholders OK Conversion of $5.4M Note to Equity
BIOTRICITY INC: Posts $6.95 Million Net Loss in First Quarter
BLACKSTONE MORTGAGE: S&P Alters Outlook to Neg., Affirms 'B+' ICR
BOWFLEX INC: Court Confirms Chapter 11 Plan of Liquidation
BROKEN VESSEL: Voluntary Chapter 11 Case Summary
CAMBER ENERGY: Incurs $2.82 Million Net Loss in Second Quarter
CAMBER ENERGY: Intends to File Amended Financial Reports
CARESTREAM DENTAL: $160MM Bank Debt Trades at 82% Discount
CIBUS INC: King to Step Down as CFO, to Take on New Role as CRO
CIRTRAN CORP: Incurs $396K Net Loss in Second Quarter
CLEAN ENERGY: Posts $831,878 Net Loss in Fiscal Q2
CRC RESTAURANT: Case Summary & Three Unsecured Creditors
CREATIVE TECHNOLOGIES: Involuntary Chapter 11 Case Summary
CUENTAS INC: Delays Filing of Second Quarter 2024 Form 10-Q
DEKALB-JACKSON COOPERATIVE: S&P Raises Rev. Bonds Rating to 'BB-'
DOYLESTOWN HOSPITAL: UPHS Transaction Credit Positive, Moody's Says
DRF LOGISTICS: U.S. Trustee Appoints Creditors' Committee
EBIX INC: Court Confirms Chapter 11 Reorganization Plan
EMPIRE TODAY: $595MM Bank Debt Trades at 26% Discount
EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 40% Discount
ETHEMA HEALTH: Posts $465,275 Net Loss in Fiscal Q2
EYECARE PARTNERS: $925MM Bank Debt Trades at 55% Discount
FCA CONSTRUCTION: Updates Unsecured Claims Pay; Amends Plan
FLEETPRIDE INC: Moody's Affirms B3 CFR & Alters Outlook to Negative
FLEXPOINT SENSOR: Incurs $120K Net Loss in Second Quarter
FUTURE FINTECH: Posts $1.8 Million Net Loss in Fiscal Q2
GAUCHO GROUP: David Reinecke Appointed as Director
GAUCHO GROUP: Says to Have Regained Compliance With Nasdaq Rule
GLUCOTRACK INC: Names Sandie Martha as VP of Clinical Operations
GOTO GROUP: $958.9MM Bank Debt Trades at 59% Discount
GROM SOCIAL: Suspended From Trading on Nasdaq
GUARDIAN ELDER: Seeks OK to Transfer Operations of 11 Facilities
H-FOOD HOLDINGS: $515MM Bank Debt Trades at 27% Discount
HARVARD APPARATUS: Appoints Mao Zhang to Board of Directors
IMERYS TALC: Enters J&J Settlement; Files Amended Plan
INNOVEREN SCIENTIFIC: Delays Filing of Q2 2024 Quarterly Report
INTERNATIONAL HOLDINGS: U.S. Trustee Unable to Appoint Committee
INVITAE CORP: Completes $239MM Asset Sale, Exits Bankruptcy
IQSTEL INC: Reports $1.9MM Net Loss in Fiscal Q2
J CABELAS: Unsecureds Will Get 5% of Claims over 60 Months
J FRANKLIN: Unsecureds Will Get 5% of Claims over 5 Years
KULR TECHNOLOGY: Keith Cochran Resigns as President and COO
LEROUX CREEK: Case Summary & 20 Largest Unsecured Creditors
LOGIX HOLDING: $250MM Bank Debt Trades at 26% Discount
LSCS HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable
MAGENTA BUYER: $750MM Bank Debt Trades at 77% Discount
MANHATTAN SCIENTIFICS: Incurs $158K Net Loss in Second Quarter
MARS PROJECT: Case Summary & Five Unsecured Creditors
MCCARTEY TIMBER: Unsecureds Owed $1M to Recover 2% over 3 Years
MEDICAL SOLUTIONS: $1.05BB Bank Debt Trades at 24% Discount
METRO COURIER: Unsecureds to Split $126K over 60 Months
MFT RESOURCES: Case Summary & 20 Largest Unsecured Creditors
MICHAELS COS: $1.95BB Bank Debt Trades at 19% Discount
MOBIVITY HOLDINGS: Posts $2.5 Million Net Loss in Fiscal Q2
NETCAPITAL INC: Inks $2.1M Stock Purchase Deal With H.C. Wainwright
NORDICUS PARTNERS: Incurs $258K Net Loss in First Quarter
NORTHEAST GROCERY: Moody's Cuts CFR to B3 & 1st Lien Loan to Caa1
NUWELLIS INC: Mutually Terminates Supply Agreement With DaVita
NUZEE INC: Inks Deal to Sell US$1.3M Convertible Notes to Investors
NXT ENERGY: Reports C$3.01 Million Net Loss in Fiscal Q2
OAKRIDGE PROPERTY: Voluntary Chapter 11 Case Summary
ONEMETA INC: Incurs $1.1 Million Net Loss in Second Quarter
OPGEN INC: To Restate Q1 2024 Form 10-Q Due to Accounting Error
ORCHID MERGER: $400MM Bank Debt Trades at 39% Discount
OUTLOOK THERAPEUTICS: Reports $44.4MM Net Income in Fiscal Q3
PECF USS: $2BB Bank Debt Trades at 43% Discount
PERFORMANCE PROPERTY: Case Summary & 16 Unsecured Creditors
PINNACLE FOODS: Unsecureds Will Get 3% of Claims over 60 Months
PLANET GREEN: Posts $5.7MM Net Income for Quarter Ended June 30
POET TECHNOLOGIES: Reports 2nd Quarter 2024 Financial Results
POLAR POWER: Posts $501,000 Net Income in Fiscal Q2
REALD INC: $60MM Bank Debt Trades at 29% Discount
RECESS HOLDCO: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative
REDLINE METALS: Case Summary & 20 Largest Unsecured Creditors
REFRESHING USA: Involuntary Chapter 11 Case Summary
REGO PAYMENT: Reports Net Loss of $2.6MM in Fiscal Q2
REKOR SYSTEMS: Reports Net Loss of $9.8MM in Fiscal Q2
REKOR SYSTEMS: Secures $15M Pre-Paid Advance From YA II PN
REMARK HOLDINGS: Posts $5.3 Million Net Loss in Fiscal Q2
REMSLEEP HOLDINGS: Post $225,599 Net Loss in Fiscal Q2
REPUBLIC FIRST: Case Summary & 11 Unsecured Creditors
ROYALE ENERGY: Reports Net Loss to $110,616 in Fiscal Q2
SAFE & GREEN: Posts $4.5 Million Net Loss in Fiscal Q2
SCIENTIFIC ENERGY: Posts $799K Net Profit in Second Quarter
SCORPIUS HOLDINGS: Incurs $9.28 Million Net Loss in Second Quarter
SENMIAO TECHNOLOGY: Inks Acquisition Deal With Jiangsu
SENMIAO TECHNOLOGY: Posts $762,818 Net Loss in Q2 2024
SERINDEEP INTERNATIONAL: U.S. Trustee Unable to Appoint Committee
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 29% Discount
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 31% Discount
SINGING MACHINE: Reports $6.1 Million Net Loss in Fiscal Q2
SIRVA INC: S&P Raises ICR to 'CCC+' Following Debt Exchange
SIRVA WORLDWIDE: Moody's Ups CFR to Caa1 & Alters Outlook to Stable
SIYATA MOBILE: Delivers SD7 Handsets to State of California
SKILLZ INC: Delays Filing of Q2 2024 Quarterly Report
SOLUNA HOLDINGS: Posts $9.15 Million Net Loss in Fiscal Q2
SONOMA PHARMACEUTICALS: Signs 5-Year Distribution Deal With Medline
SPI ENERGY: Gets Nasdaq Non-Compliance Notice Over 10-Q Non-Filing
SPLASH BEVERAGE: Posts $5.3 Million Net Loss in Fiscal Q2
SQRL SERVICE: Aug. 30 Deadline Set for Panel Questionnaires
STARCO BRANDS: Reports $11.6MM Net Loss in Fiscal Q2
TALPHERA INC: Posts $3.8 Million Net Loss in Fiscal Q2
TALPHERA INC: Registers 1.27MM Shares Under Equity Plans
TECTA AMERICA: S&P Upgrades ICR to 'B+' on Improving Leverage
TEMPO ACQUISITION: S&P Upgrades ICR to 'BB-' on Debt Repayment
TEXAS SOLIDS: Case Summary & 11 Unsecured Creditors
TKC INTERMEDIATE: Moody's Upgrades CFR to B3, Outlook Stable
VECTOR UTILITIES: Amends Unsecured Claims Pay Details
WAVEDANCER INC: Rebrands to Firefly Neuroscience Post-Merger
WILSON BUILDING: Unsecureds to Split $90K over 60 Months
WOOF HOLDINGS: $138.5MM Bank Debt Trades at 32% Discount
WOOF HOLDINGS: $235MM Bank Debt Trades at 52% Discount
WOOF HOLDINGS: $750MM Bank Debt Trades at 31% Discount
YUNHONG GREEN: Gets 2nd Nasdaq Notice Over Non-Filing of Form 10-Q
ZETA CHARTER SCHOOLS: S&P Assigns 'BB+' ICR, Outlook Stable
ZEVRA THERAPEUTICS: Swings to $19.9MM Net Loss in Fiscal Q2
[*] Joe Zujkowski Joins Latham & Watkins' NY Restructuring Practice
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
AB INTERNATIONAL: Cancels Planned 1-for-2,000 Reverse Split
-----------------------------------------------------------
As previously disclosed, on May 18, 2023, AB International Group
Corp.'s board of directors and majority shareholder approved
giving the board of directors discretionary authority for a period
of one year to file a certificate of change to our articles of
incorporation to conduct a reverse split of its issued and
outstanding shares of its common stock by a ratio of not less than
1-for-2,000 and not more than 1-for-20,000.
On April 22, 2024, the Company's board of directors approved a
reverse split of its common stock at the ratio of 1-for 2,000, and
has submitted an application with FINRA for the reverse split and
it is currently under review.
On August 19, 2024, however, the Board of Directors decided to
cancel the company's upcoming 1-for 2,000 reverse split. The Board
of Directors decided it would not be in the best interest of the
shareholders or the Company to execute a reverse split at this
time. The Company informed FINRA that it will not be moving forward
with the reverse split and withdrew its application.
About AB International
Headquartered in Mt. Kisco, N.Y., AB International Group Corp. is
an intellectual property (IP) and movie investment and licensing
firm, focused on the acquisition and development of various
intellectual property, including the acquisition and distribution
of movies.
AB International cautioned in its Quarterly Report for the period
ended February 29, 2024, that substantial doubt exists regarding
the Company's ability to continue as a going concern. According to
the Company, as of February 29, 2024, it had an accumulated deficit
of approximately $12.8 million and a working capital deficit of
approximately $0.7 million. For the six months ended February 29,
2024, the Company incurred a net loss, and the net cash used in
operating activities was approximately $40,000.
ADM TRONICS: Posts $272,168 Net Income in Q1 2024
-------------------------------------------------
ADM Tronics Unlimited, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $272,168 on $857,845 of net revenues for the three
months ended June 30, 2024, compared to a net loss of $132,261 on
$762,689 of net revenues for the three months ended June 30, 2023.
As of June 30, 2024, the Company had $2,507,522 in total assets,
$1,487,181 in total liabilities, and $1,020,341 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3wpxmc9h
About ADM Tronics Unlimited
Northvale, N.J.-based ADM Tronics Unlimited, Inc. is a
technology-based developer and manufacturer of diversified lines of
products. The Company derives revenue from the production and sale
of electronics for medical devices and other applications;
environmentally safe chemical products for industrial, medical, and
cosmetic uses; and research, development, regulatory, and
engineering services. The Company is a corporation that was
organized under the laws of the State of Delaware on November 24,
1969.
Somerset, N.J.-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated July 15, 2024, citing that the
Company has experienced losses from operations and negative cash
flows from operating activities, which raise substantial doubt
about its ability to continue as a going concern.
ALLEN MEDIA: $870MM Bank Debt Trades at 33% Discount
----------------------------------------------------
Participations in a syndicated loan under which Allen Media LLC is
a borrower were trading in the secondary market around 67
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $870 million Term loan facility is scheduled to mature on
February 10, 2027. About $840 million of the loan is withdrawn and
outstanding.
Allen Media LLC operates as a media company. The Company
specializes in video production, photography, senior pictures,
business portraits, graphic design work, photo editing, and
screenplay analysis services.
AMERICAN TIRE: $1BB Bank Debt Trades at 28% Discount
----------------------------------------------------
Participations in a syndicated loan under which American Tire
Distributors Inc is a borrower were trading in the secondary market
around 72.4 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 October
23, 2028. The amount is fully drawn and outstanding.
American Tire Distributors, Inc. distributes motor vehicle parts.
The Company offers custom wheels, tires, and other related
products. American Tire Distributor serves customers in the United
States.
APPLIED DNA: Leviticus Partners, AMH Equity No Longer Hold Shares
-----------------------------------------------------------------
Leviticus Partners, LP and its general partner, AMH Equity, LLC,
disclosed in a Joint Schedule 13G/A Report filed with the U.S.
Securities and Exchange Commission that as of August 19, 2024, they
ceased to beneficially own shares of Applied DNA Sciences, Inc.'s
common stock.
A full-text copy of the Leviticus' Report is available at:
https://tinyurl.com/2wmv6pky
About Applied DNA
Applied DNA Sciences, Inc. -- http://www.adnas.com/-- is a
biotechnology company developing and commercializing technologies
to produce and detect deoxyribonucleic acid ("DNA") and ribonucleic
acid ("RNA"). Using polymerase chain reaction ("PCR") to enable the
production and detection of DNA and RNA, the Company currently
operates in three primary business markets: (i) the enzymatic
manufacture of synthetic DNA for use in the production of nucleic
acid-based therapeutics (including biologics and drugs) and,
through its recent acquisition of Spindle, the development and sale
of a proprietary RNA polymerase ("RNAP") for use in the production
of mRNA therapeutics; (ii) the detection of DNA and RNA in
molecular diagnostics and genetic testing services; and (iii) the
manufacture and detection of synthetic DNA for industrial supply
chain security services.
Applied DNA Sciences reported a net loss of $10.02 million for the
12 months ended Sept. 30, 2023, compared to a net loss of $8.27
million for the 12 months ended Sept. 30, 2022. As of June 30,
2024, the Company had $16.69 million in total assets, $4.46 million
in total liabilities, and $12.23 million in total equity.
Melville, N.Y.-based Marcum LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated Dec. 7,
2023, 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.
APPTECH PAYMENTS: Receives Noncompliance Notice From Nasdaq
-----------------------------------------------------------
AppTech Payments Corp. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Aug. 21, 2024, it
received a deficiency letter from the Listing Qualifications
Department of The Nasdaq Stock Market LLC notifying the Company
that it is not in compliance with Nasdaq Listing Rule 5550(b)(1),
which requires the Company to maintain a minimum of $2,500,000 in
stockholders' equity for continued listing, and the Company also
does not meet the alternatives of market value of listed securities
or net income from continuing operations. The Deficiency Letter
has no immediate effect on the listing of the Company's securities,
and its common stock and warrants will continue to trade on The
Nasdaq Capital Market under the symbols "APCX" and "APCXW",
respectively, at this time.
The Notice states that the Company has 45 calendar days, or until
Oct. 7, 2024, to submit a plan to regain compliance. The Company
intends to submit to Nasdaq a plan to regain compliance with the
Listing Rule within the required timeframe. If Nasdaq accepts the
Company's plan, Nasdaq may grant the Company an extension of up to
180 calendar days from the date of the Notice, to evidence
compliance with the Listing Rule. If Nasdaq does not accept the
Company's plan, the Company will have the opportunity to appeal the
decision to a Nasdaq Hearings Panel. There can be no assurance
that the Company will be able to regain or maintain compliance with
Nasdaq listing criteria.
About AppTech Payments Corp.
Headquartered in Carlsbad, California, AppTech Payments Corp. --
www.apptechcorp.com -- is a Specialty Payments company with a
differentiated digital platform that powers seamless commerce
experiences. The FinZeo Platform fundamentally changes the way
companies of all sizes manage payments and banking. It drives
operational efficiencies and growth while providing the economic
convenience that merchants demand. The Company's clients can shop
from a robust suite of solutions and choose the services they want
to include in their customized, white-labeled portal.
San Diego, California-based DBBMcKennon, the Company's auditor
since 2014, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has limited revenues
and has suffered recurring losses from operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
ARCH THERAPEUTICS: Reports $5.7 Million Net Loss in Fiscal Q3
-------------------------------------------------------------
Arch Therapeutics, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $5,654,681 on $30,913 of revenues for the three months ended
June 30, 2024, compared to a net loss of $1,823,107 on $13,293 of
revenues for the three months ended June 30, 2023.
For the nine months ended, the Company reported a net loss of
$9,805,472 on $108,646 of revenues, compared to a net loss of
$4,525,640 on $36,207 of revenues for the same period in 2023.
The Company expects to incur substantial expenses for the
foreseeable future relating to research, development and
commercialization of its current and its potential future products.
The Company has not yet generated sufficient revenues to fund
operations and relies on issuance of debt and equity instruments to
generate working capital. In evaluating the going concern position
of the Company, management has considered potential funding
providers and believes that financing to fund future operations
could be provided by equity and/or debt financing. Even if the
Company is able to obtain additional financing, it may contain
undue restrictions on the Company's operations, in the case of debt
financing, or cause substantial dilution for its stockholders, in
the case of equity financing.
As of June 30, 2024, the Company had $1,397,644 in total assets,
$13,958,210 in total current liabilities, and $12,560,566 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/tjd2pvv9
About Arch Therapeutics Inc.
Framingham, Mass.-based Arch Therapeutics, Inc. is a biotechnology
company developing and marketing products based on its innovative
AC5 self-assembling technology platform.
Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated February 14, 2024, citing that during the year ended
September 30, 2023, the Company incurred a net loss and utilized
cash flows in operations, and has had recurring losses since
inception. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
ASP LS ACQUISITION: $1.38BB Bank Debt Trades at 29% Discount
------------------------------------------------------------
Participations in a syndicated loan under which ASP LS Acquisition
Corp is a borrower were trading in the secondary market around 71.3
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $1.38 billion Term loan facility is scheduled to mature on May
8, 2028. The amount is fully drawn and outstanding.
ASP LS Acquisition Corp. was formed to effectuate the acquisition
of Laser Ship, Inc. by the private equity firm American Securities
LLC.
AUDACY CAPITAL: $770MM Bank Debt Trades at 55% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Audacy Capital Corp
is a borrower were trading in the secondary market around 45
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $770 million Term loan facility is scheduled to mature on
November 18, 2024. About $632.4 million of the loan is withdrawn
and outstanding.
Audacy Capital Corp. owns and operates radio stations. The Company
focuses on sports, news, and music and entertainment. Audacy
Capital produces, co-produces, and co-promotes events across
markets, including concerts, multi-day musical festivals, speaker
series, trade shows, and sports-related events.
AULT ALLIANCE: Has 9.90% Stake in Mullen Automotive
---------------------------------------------------
Ault Alliance, Inc. disclosed in a Schedule 13G Report filed with
the U.S. Securities and Exchange Commission that as of July 8,
2024, the Company beneficially owned 4,410,629 shares of Mullen
Automotive Inc.'s Common Stock issuable upon exercise of Warrants
currently owned., representing 9.90%, based upon 40,141,186 shares
of Common Stock outstanding on August 9, 2024 as reported by Mullen
Automotive in its quarterly report on Form 10-Q filed with the
Securities and Exchange Commission on August 12, 2024 and assumes
exercise of the Warrants by Ault Alliance up to the Beneficial
Ownership.
A full-text copy of Ault Alliance's SEC Report is available at:
https://tinyurl.com/52xs24fp
About Ault Alliance
Ault Alliance, Inc. -- www.ault.com -- is a diversified holding
company pursuing growth by acquiring undervalued businesses and
disruptive technologies with a global impact. Through its wholly
and majority-owned subsidiaries and strategic investments,
headquartered in Las Vegas, NV, Ault Alliance owns and operates a
data center at which it mines Bitcoin and offers colocation and
hosting services for emerging artificial intelligence ecosystems
and other industries. The Company provides mission-critical
products that support a diverse range of industries, including
metaverse platforms, oil exploration, crane services,
defense/aerospace, industrial, automotive, medical/biopharma,
consumer electronics, hotel operations, and textiles. In addition,
Ault Alliance extends credit to select entrepreneurial businesses
through a licensed lending subsidiary.
Ault Alliance reported a net loss of $256.29 million for the year
ended Dec. 31, 2023, compared to a net loss of $189.83 million for
the year ended Dec. 31, 2022. As of March 31, 2024, the Company had
$299.78 million in total assets, $233.97 million in total
liabilities, $784,000 in redeemable non-controlling interests in
equity of subsidiaries, and $65.02 million in total stockholders'
equity.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has a working capital
deficiency, has incurred net 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.
AULT ALLIANCE: Stockholders OK Conversion of $5.4M Note to Equity
-----------------------------------------------------------------
Ault Alliance, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Aug. 26, 2024, it held a
Special Meeting of Stockholders at which the stockholders approved,
pursuant to Rule 713(a) of the NYSE American, the conversion of the
Company's 10% OID Convertible Promissory Note in the principal
amount of $5,390,000 into the Company's Common Stock, which Note
was issued pursuant to the Note Purchase Agreement dated July 18,
2024.
About Ault Alliance
Headquartered in Las Vegas, NV, Ault Alliance, Inc. --
http://www.ault.com-- is a diversified holding company pursuing
growth by acquiring undervalued businesses and disruptive
technologies with a global impact. Through its wholly and
majority-owned subsidiaries and strategic investments, Ault
Alliance owns and operates a data center at which it mines Bitcoin
and offers colocation and hosting services for the emerging
artificial intelligence ecosystems and other industries, and
provides mission-critical products that support a diverse range of
industries, including metaverse platform, oil exploration, crane
services, defense/aerospace, industrial, automotive,
medical/biopharma, hotel operations and textiles. In addition,
Ault Alliance extends credit to select entrepreneurial businesses
through a licensed lending subsidiary.
New York, New York-based Marcum LLP, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has a working capital
deficiency, has incurred net 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.
BIOTRICITY INC: Posts $6.95 Million Net Loss in First Quarter
-------------------------------------------------------------
Biotricity Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss
attributable to common stockholders of $6.95 million on $3.20
million of revenue for the three months ended June 30, 2024,
compared to a net loss attributable to common stockholders of $3.60
million on $3.02 million of revenue for the three months ended June
30, 2023.
As of June 30, 2024, the Company had $5.42 million in total assets,
$33.01 million in total liabilities, $2.19 million in series B
convertible redeemable preferred stock, and a total stockholders'
deficiency of $29.78 million.
"The Company is in the early stages of commercializing its product
ecosystem and is concurrently continuing in development mode,
operating a research and development program in order to develop,
obtain regulatory clearance for, and commercialize other proposed
products. The Company has incurred recurring losses from
operations, and as of June 30, 2024, had an accumulated deficit of
$134,448,077 and a working capital deficiency of $16,485,643.
Those conditions raise substantial doubt about its ability to
continue as a going concern for a period of one year from the
issuance of these condensed consolidated interim financial
statements," said Biotricity in the SEC filing.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1630113/000149315224033159/form10-q.htm
About Biotricity
Headquartered inRedwood City, CA, Biotricity Inc. is a medical
technology company focused on biometric data monitoring solutions.
The Company's aim is to deliver innovative, remote monitoring
solutions to the medical, healthcare, and consumer markets, with a
focus on diagnostic and post-diagnostic solutions for lifestyle and
chronic illnesses. The Company approaches the diagnostic side of
remote patient monitoring by applying innovation within existing
business models where reimbursement is established. The Company
believes this approach reduces the risk associated with traditional
medical device development and accelerates the path to revenue. In
post-diagnostic markets, the Company intends to apply medical grade
biometrics to enable consumers to self-manage, thereby driving
patient compliance and reducing healthcare costs. The Company
intends to first focus on a segment of the diagnostic mobile
cardiac telemetry market, otherwise known as COM, while providing
its chosen markets with the capability to also perform other
cardiac studies.
Richmond Hill, Ontario, Canada-based SRCO Professional Corporation,
the Company's auditor since 2015, issued a "going concern"
qualification in its report dated June 26, 2024, citing that the
Company has incurred recurring losses from operations, has negative
cash flows from operating activities, working capital deficiency
and has an accumulated deficit that raise substantial doubt about
its ability to continue as a going concern.
BLACKSTONE MORTGAGE: S&P Alters Outlook to Neg., Affirms 'B+' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Blackstone Mortgage Trust
Inc. (BXMT) to negative from stable. S&P also affirmed all its
ratings on BXMT, including its 'B+' issuer credit and senior
secured debt ratings.
As of June 30, 2024, BXMT's leverage was around 4.4x, up from 4.2x
as of Dec. 31, 2023. The rise in leverage is primarily driven by a
decline in BXMT's equity as it continues to build up specific
reserves related to its underperforming loans.
Year to date as of June 30, 2024, the net book value prior to loan
loss reserves on BXMT's impaired loans increased meaningfully to
about $2.9 billion from about $1.9 billion as of Dec. 31, 2023. As
of June 30, 2024, BXMT had $894 million in loan loss reserves, of
which, $759 million (85% of total reserve) relates to specific
troubled assets.
Asset quality--in particular U.S. office loans--has deteriorated
and eroded the credit performance of BXMT's loan portfolio for the
first six months of 2024. Amid uncertainty about future office
demand and secular changes involving remote work, office property
prices have plummeted in many markets, with limited price
discovery. As of June 30, 2024, BXMT had 36% exposure to office
(26% US office), the highest among publicly rated peers.
As of June 30, 2024, the company's net loan exposure to '4' and '5'
rated loans of $2.8 billion and $2.2 billion, made up 68% and 53%
of the company's ATE (our measure of its equity), respectively. In
addition, of the company's watch listed loans (internal risk rating
of '4'), S&P estimates that approximately 51% ($1.7 billion) of the
principal balance is concentrated in loans backed by U.S. office
properties. Any further deterioration or build-up of specific loan
loss reserves will continue to weigh on its operating performance.
The multifamily sector has also been strained because of increased
supply, slowing rent growth, and high interest rates. A rise in
troubled multifamily loans could hit asset quality since most CRE
lenders have increased their exposure to multifamily since 2020, to
offset office exposure. As of June 30, 2024, BXMT had 27% exposure
to multifamily. However, as of June 30, 2024, all of BXMT's
multifamily loans were currently performing.
To navigate through difficult CRE market conditions, CRE finance
companies will, in S&P's view, remain selective with originations
and focus on preserving liquidity.
Over the past 12 months, many CRE lenders' distributable earnings
have plunged, prompting some companies to cut their dividends to
protect liquidity. Beginning in the third quarter of 2024, BXMT
lowered its quarterly dividend per share by about 24% to $0.47 from
$0.62. Significant realized losses in the second quarter resulted
in distributable earnings of $0.49 per share, but distributable
earnings before realized losses were $0.56 per share. While the
dividend cut improves liquidity and earnings retention, S&P expects
it to be somewhat offset by climbing liquidity needs as asset
credit quality remains pressured and the real-estate owned (REO)
portfolio builds.
As of June 30, 2024, the company had $374 million of cash, and cash
equivalents on hand, and $1.2 billion of available borrowings under
secured debt. As of the same date, the company also had net
unfunded commitments of $959 million, with a weighted average
future funding period of 2.3 years.
BOWFLEX INC: Court Confirms Chapter 11 Plan of Liquidation
----------------------------------------------------------
BowFlex Inc. disclosed in a Form 8-K Report filed with the U.S.
Securities and Exchange Commission that on August 19, 2024, the
U.S. Bankruptcy Court for the District of New Jersey entered the
Findings of Fact, Conclusions of Law, and Order Confirming the
Second Amended Joint Chapter 11 Plan of Liquidation of BowFlex Inc.
and Its Debtor Affiliate.
As previously reported, on March 4, 2024, BowFlex Inc. and its
debtor affiliate filed voluntary petitions for relief under chapter
11 of title 11 of the United States Code 11 U.S.C. §§ 101–1532
in the United States Bankruptcy Court for the District of New
Jersey, thereby commencing chapter 11 cases for the Debtors. The
Chapter 11 Cases are jointly administered under the lead Debtor's
case In re BowFlex Inc., et al., Case No. 24-12364. Since that
time, the Debtors have operated as debtors in possession under the
Bankruptcy Code.
The confirmation of the Plan will serve to conclude the Debtors'
responsibilities in the Chapter 11 Cases upon the effective date of
the Plan.
The Debtors, with the assistance of their advisors, have sold
substantially all of their assets pursuant to orders of the
Bankruptcy Court. The Debtors' sole remaining assets include the
equity interests in the subsidiaries of Debtor BowFlex Inc.,
certain causes of action, letters of credit, deposits, tax refunds,
holdbacks, and restricted and unrestricted cash.
At that time, the following will occur pursuant to the terms of the
Plan: (a) title to all of the Debtors' remaining assets will
transfer to a liquidation trust established under an agreement
establishing such trust for the benefit of the Debtors' general
unsecured creditors; and (b) all responsibilities and duties on
behalf of the Debtors and their estates will pass to UMB Bank, N.A.
as liquidating trustee under the Liquidating Trust. In addition, at
that time, all officers and directors of the Debtors will be deemed
to have completed their responsibilities and have resigned.
The Liquidating Trust's duties will include, among other things:
(a) maintaining the Liquidating Trust; (b) reviewing and, if
appropriate, objecting to claims; (c) liquidating remaining
assets; (d) distributing any net liquidation proceeds to creditors
if and when available; (e) prosecuting certain retained causes of
action; and (f) related tasks concerning the winding up of the
Debtors' affairs and corporate existence, and closing of the
Chapter 11 Cases.
The Plan is a liquidating plan, such that all remaining assets of
the Debtors will be liquidated into cash proceeds, to the extent
practicable, by the Liquidating Trust under the supervision of the
Bankruptcy Court, and distributed by the Liquidating Trust
according to the priorities established under the law, which are
set forth in detail in the Plan, the Confirmation Order, and the
Liquidating Trust Agreement. In summary, these priorities require
that no junior class of claims can receive any distribution until
all senior classes have been paid in full. Shareholders of the
Company are not entitled to receive any distribution until all
creditors have been paid in full. It is not anticipated that the
Debtors' creditors will be paid in full, and therefore, the
Company's shareholders are not expected to receive any
distributions from the Liquidating Trust. As set forth in Sections
III.B and IV.G of the Plan and Paragraph 70 of the Confirmation
Order, interests in Debtor BowFlex Inc. shall be canceled,
released, and extinguished, and will be of no further force or
effect, and interests in Debtor New Jersey New Jersey LLC shall be
reinstated for administrative convenience or canceled and
released.
The Liquidating Trust, acting through the Liquidating Trustee, will
examine certain potential causes of action, and make its
independent determination whether to prosecute, settle and/or
abandon any and all such potential claims. The value of any claims
is currently unknown. The total amount of any future distributions
to the Debtors' creditors is presently unknown.
The Liquidating Trustee provides, among other things, corporate
trust services. Its website is https://www.umb.com/. The contents
of such website are not incorporated herein.
Upon the confirmation of the Plan, the Company had 75,000,000
shares of common stock, no par value per share, authorized, and
36,411,534 shares issued and outstanding. On the Effective Date,
all shares of the Company's common stock, and any rights to acquire
shares of the Company's common stock, together with any other
equity securities of the Company, will be extinguished without
consideration paid to the shareholders and other holders thereof.
This is the last filing that the Company anticipates making with
the Securities and Exchange Commission. The Company filed a Form 15
with the SEC on April 25, 2024, to terminate its future filing
obligations with the SEC.
About Bowflex Inc.
Headquartered in Vancouver, Washington, BowFlex Inc. (NYSE: BFX) is
a global leader in digitally connected home fitness solutions.
BowFlex Inc. and BowFlex New Jersey LLC concurrently filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D.N.J. Lead Case No. 24-12364) on March 4, 2024. In
the petition signed by Jim Barr as chief executive officer, the
Debtor disclosed $140,117,000 in total assets and $125,956,000 in
total liabilities.
Judge Andrew B. Altenburg Jr. presides over the case.
Joseph J. DiPasquale, Esq. at Fox Rothschild, LLP represents the
Debtor as counsel.
BROKEN VESSEL: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: Broken Vessel United Missionary, Full Gospel Baptist
Church, Inc.
720 17th Place SW
Birmingham, AL 35211
Business Description: The Debtor is a community focused religious
organization that offers worship services,
prayer meetings, and outreach programs.
Chapter 11 Petition Date: August 28, 2024
Court: United States Bankruptcy Court
Northern District of Alabama
Case No.: 24-02611
Judge: Hon. Tamara O Mitchell
Debtor's Counsel: Frederick M. Garfield, Esq.
SPAIN & GILLON, LLC
505 North 20th Street
Suite 1200 The Financial Center
Birmingham, AL 35203
Tel: (205) 328-4100
Email: fgarfield@spain-gillon.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Donald Moulton as president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/B3JVYPY/Broken_Vessel_United_Missionary__alnbke-24-02611__0001.0.pdf?mcid=tGE4TAMA
CAMBER ENERGY: Incurs $2.82 Million Net Loss in Second Quarter
--------------------------------------------------------------
Camber Energy, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $2.82 million on $9.92 million of revenue for the three months
ended June 30, 2024, compared to a net loss of $1.28 million on
$7.03 million of revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $29.17 million on $18.21 million of revenue, compared to a
net loss of $2.91 million on $14.28 million of revenue for the six
months ended June 30, 2023.
As of June 30, 2024, the Company had $78.98 million in total
assets, $75.87 million in total liabilities, and $3.11 million in
total stockholders' equity.
As of June 30, 2024, the Company had a long-term debt, net of
current, of $38,863,179 and a working capital deficiency of
$14,988,313. The largest components of current liabilities
creating this working capital deficiency is accrued interest on
notes payable to Discover Growth Fund, LLC of $5,811,159, drawings
by Simson-Maxwell against its bank credit facility of $4,381,161,
and a derivative liability of $3,202,691.
Camber stated, "These conditions raise substantial doubt regarding
the Company's ability to continue as a going concern. The
Company's ability to continue as a going concern is dependent upon
its ability to utilize the resources in place to generate future
profitable operations, to develop additional acquisition
opportunities, and to obtain the necessary financing to meet its
obligations and repay its liabilities arising from business
operations when they come due. Management believes the Company may
be able to continue to develop new opportunities and may be able to
obtain additional funds through debt and / or equity financings to
facilitate its business strategy; however, there is no assurance of
additional funding being available."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001309082/000147793224005263/cei_10q.htm
About Camber Energy
Based in Houston, Texas, Camber Energy, Inc. --
http://www.camber.energy/-- is a growth-oriented diversified
energy company. Through its wholly-owned subsidiary, Viking Energy
Group, Inc., Camber: (i) provides custom energy & power solutions
to commercial and industrial clients in North America; (ii) holds
an exclusive license in Canada to a patented carbon-capture system;
and (iii) has a majority interest in: (a) entities with the
intellectual property rights to patented and patent pending
electric transmission and distribution broken conductor protection
systems; and (b) an entity with intellectual property rights to a
patented medical and bio-hazard waste treatment system using ozone
technology.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated March 25, 2024, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
CAMBER ENERGY: Intends to File Amended Financial Reports
--------------------------------------------------------
Camber Energy, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Aug. 21, 2024, the Board
of Directors of the Company, based on the recommendation of the
Company's management and the Audit Committee, and after
consultation with the Company's independent registered public
accounting firm, concluded that the Company's previously issued
audited consolidated financial statements as of and for the year
ended Dec. 31, 2023 included in the Company's Annual Report on Form
10-K for the year ended Dec. 31, 2023 and the Company's previously
issued unaudited consolidated financial statements included in the
Quarterly Reports on Form 10-Q for the quarters ended Sept. 30,
2023 and March 31, 2024 should no longer be relied upon due to how
the Company valued its equity interest in Viking Energy, Inc. at
the closing date of the previously disclosed merger involving
Camber and Viking. Similarly, any previously furnished or filed
reports, related earnings releases, related management's discussion
and analysis of financial condition and results of operations,
investor presentations or similar communications of the Company
describing relevant portions of the Affected Financials should no
longer be relied upon.
The Company intends to file amendments to the Annual Report and the
Quarterly Reports, including restated financial statements and
related disclosures, as promptly as practicable. The restatements
to the financial statements in the Amended Reports will be non-cash
adjustments and do not impact the cash flows of the Company.
With respect to internal controls over financial reporting, the
Company has previously disclosed in the Affected Filings the
existence of a material weakness in internal control over financial
reporting due to a lack of internal resources to analyze and
interpret complex accounting issues.
About Camber Energy
Based in Houston, Texas, Camber Energy, Inc. --
http://www.camber.energy-- is a growth-oriented diversified energy
company. Through its majority-owned subsidiaries the Company
provides custom energy and power solutions to commercial and
industrial clients in North America, and has a majority interest
in: (i) an entity with intellectual property rights to a fully
developed, patented, proprietary Medical and Bio-Hazard Waste
Treatment system using Ozone Technology; and (ii) entities with the
intellectual property rights to fully developed, patented and
patent pending, proprietary Electric Transmission and Distribution
Open Conductor Detection Systems. Also, the Company holds a license
to a patented clean energy and carbon-capture system with
exclusivity in Canada and for multiple locations in the United
States. Various of the Company's other subsidiaries own interests
in oil properties in the United States. The Company is also
exploring other renewable energy-related opportunities and/or
technologies, which are currently generating revenue, or have a
reasonable prospect of generating revenue within a reasonable
period of time.
Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated March 25, 2024, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
CARESTREAM DENTAL: $160MM Bank Debt Trades at 82% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Carestream Dental
Inc is a borrower were trading in the secondary market around 18.5
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $160 million Term loan facility is scheduled to mature on
September 1, 2025. The amount is fully drawn and outstanding.
Carestream Health, Inc., headquartered in Rochester, New York, is a
supplier of imaging and IT systems to the medical and dental
communities and to other markets.
CIBUS INC: King to Step Down as CFO, to Take on New Role as CRO
---------------------------------------------------------------
Cibus, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that Wade King, chief financial officer of the
Company, has informed the Company that he will be taking an
indefinite leave of absence from the Company for family reasons,
effective Sept. 30, 2024. In connection with this leave of
absence, Mr. King notified the Company on Aug. 15, 2024 that he
would be stepping down from the role of chief financial officer,
effective Sept. 30, 2024.
In connection with the effectiveness of Mr. King's leave of
absence, the Company intends to appoint Carlo Broos, the Company's
Senior Vice President of Finance, to serve as interim chief
financial officer. Such appointment is expected to be effective as
of
Sept. 30, 2024.
Mr. Broos, age 53, has served as Senior Vice President of Finance
of the Company since 2024 and has significant public finance,
accounting and audit experience. Prior to his current role, Mr.
Broos previously served as the Company's Vice President of Finance
and Business Development after joining the Company in 2011. Before
joining the Company, Mr. Broos served as the Head of Finance
(Services) for Syngenta Europe Africa Middle East from 2008 to
2011, as CFO Netherlands and CFO Belgium for Syngenta from 2005 to
2008, as Group Controller for Advanta from 2002 to 2005 and as
Audit Manager at Deloitte (Netherlands) from 1995 to 2002. Mr.
Broos completed a Master of Science in Business Administration from
Radboud University in 1995 and completed a post-master program in
accountancy at Tilburg University in the Netherlands in 1999,
becoming Registered Accountant (the equivalent of a CPA) in the
Netherlands.
As of Aug. 21, 2024, no new compensatory arrangements have been
entered into in connection with the anticipated appointment of Mr.
Broos to be interim chief financial officer.
Upon Mr. King's return from his leave of absence, the Company
anticipates him taking on a newly established chief risk officer
role.
About Cibus
Headquartered in San Diego, CA, Cibus -- http://www.cibus.com/--
is an agricultural biotechnology company that uses proprietary gene
editing technologies to develop plant traits (or specific genetic
characteristics) in seeds. Its primary business is the development
of plant traits that help address specific productivity or yield
challenges in farming such as traits addressing plant agronomy,
disease, insects, weeds, nutrient-use, or the climate. These
traits are referred to as productivity traits and drive greater
farming profitability and efficiency. They do this in several
ways, including, but not limited to, making plants resistant to
diseases or pests or enabling plants to process nutrients more
efficiently. Certain of these traits lead to the reduction in the
use of chemicals like fungicides, insecticides, or the reduction of
fertilizer use, while others make crops more adaptable to their
environment or to climate change. The ability to develop
productivity traits in seeds that can increase farming productivity
and reduce the use of chemicals in farming is the promise of gene
editing technologies. In addition, Cibus is developing, through
partner-funded projects, certain alternative plant-based oils or
bio-based fermentation products to meet the functional needs of the
new sustainable ingredients industry to replace current ingredients
that are identified to raise environmental challenges, such as
ingredients derived from fossil fuels, materials that cause
deforestation, or materials that raise other sustainability
challenges.
San Diego, California-based BDO USA, P.C., the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated March 21, 2024, citing that the Company has incurred
recurring losses from operations and negative cash flows from
operations.
CIRTRAN CORP: Incurs $396K Net Loss in Second Quarter
-----------------------------------------------------
CirTran Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $396,109 on $390,491 of net sales for the three months ended
June 30, 2024, compared to a net loss of $242,987 on $458,511 of
net sales for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $914,197 on $819,882 of net sales, compared to a net loss
of $723,332 on $671,920 of net sales for the six months ended June
30, 2023.
As of June 30, 2024, the Company had $2.28 million in total assets,
$24.98 million in total liabilities, and a total stockholders'
deficit of $22.69 million.
The Company had a working capital deficiency of $20,195,795 as of
June 30, 2024, and a net loss from continuing operations of
$837,674 for the six months ended June 30, 2024. As of June 30,
2024, the Company had an accumulated deficit of $59,931,388. The
Company said these conditions raise substantial doubt about its
ability to continue as a going concern.
Cirtran stated, "Our ability to continue as a going concern is
dependent upon our ability to successfully accomplish our business
plan and eventually attain profitable operations. The accompanying
unaudited consolidated financial statements do not include any
adjustments that may be necessary if we are unable to continue as a
going concern.
"In the coming year, our foreseeable cash requirements will relate
to development of business operations and associated expenses. We
may experience a cash shortfall and be required to raise additional
capital.
"Historically, we have mainly relied upon shareholder loans and
advances to finance operations and growth. Management may raise
additional capital by retaining net earnings, if any, or through
future public or private offerings of our stock or loans from
private investors, although we cannot assure that we will be able
to obtain such financing. Our failure to do so could have a
material and adverse effect upon our shareholders and us."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000813716/000149315224033786/form10-q.htm
About CirTran Corp.
CirTran Corporation specializes in manufacturing, marketing,
distribution, and technology services in a wide variety of consumer
products, including tobacco products, medical devices, and
beverages, around the world. It has an innovative and
consumer-focused approach to brand portfolio management, resting on
a strong understanding of consumers domestically, and has
established a footprint in more than 50 key international markets.
Spokane, Wash.-based Fruci & Associates II, PLLC, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 19, 2024, citing that the Company has an
accumulated deficit, net losses, and negative cash flows from
operations. These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.
CLEAN ENERGY: Posts $831,878 Net Loss in Fiscal Q2
--------------------------------------------------
Clean Energy Technologies, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss attributable to the Company of $831,878 for the three
months ended June 30, 2024, compared to a net loss attributable to
the Company of $757,632 for the three months ended June 30, 2023.
The Company had a working capital of $300,071 as of June 30, 2024,
The company also had an accumulated deficit of $25,429,293 as of
June 30, 2024 and used $1,612,034 in net cash from operating
activities for the six months ended June 30, 2024. Therefore, there
is substantial doubt about the ability of the Company to continue
as a going concern. There can be no assurance that the Company will
achieve its goals and reach profitable operations and is still
dependent upon its ability (1) to obtain sufficient debt and/or
equity capital and/or (2) to generate positive cash flow from
operations.
For the six months ended June 30, 2024, its total revenue was
$1,709,151 compared to $3,274,001 for the same period in 2023. the
Company's first half of 2024's total revenue was lower than the
same period in 2023 due to deconsolidation of our Shuya entity and
substantially lower revenue from its NG business in general due to
slow down of economy in China.
For the six months ended June 30, 2024, gross profit was $429,035
compared to $444,018 for the same period in 2023. The increase in
gross profit margin was due to higher-margin business from non-NG
operations.
For the six months ended June 30, 2024, the Company's operating
expense was $2,221,990 compared to $1,498,702 for the same period
in 2023. The increase in expenses contributed to salaries expenses
and professional fees for legal & accounting.
For the six months ended June 30, 2024, it had a net loss of
$2,251,278 compared to net loss of $1,868,163 for the same period
in 2023 due to increased in salaries expense contributed to CETY
Renewables new engineers and operational and technology directors,
fees and marketing campaign expenses attributed to CETY's expansion
plans and loss from deconsolidation of Shuya.
For the quarter ended June 30, 2024, stockholder's equity was
$4,579,726, compared to $5,869,198 as of December 31, 2023. This
decrease in stockholder's equity can be attributed to net loss for
the year-to-date results.
As of June 30, 2024, the Company had $9,312,911 in total assets,
$4,733,185 in total liabilities, and $4,579,726 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mtmpjyjd
About Clean Energy
Headquartered in Costa Mesa, California, Clean Energy Technologies,
Inc. -- http://www.cetyinc.com/-- develops renewable energy
products and solutions and establishes partnerships in renewable
energy that make environmental and economic sense. The Company's
mission is to be a segment leader in the Zero Emission Revolution
by offering eco-friendly energy solutions, clean energy fuels, and
alternative electric power for small and mid-sized projects in
North America, Europe, and Asia. The Company targets sustainable
energy solutions that are profitable for it, profitable for its
customers, and represent the future of global energy production.
Diamond Bar, California-based TAAD, LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has an accumulated
deficit, a working capital deficit, and negative cash flows from
operations. These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.
CRC RESTAURANT: Case Summary & Three Unsecured Creditors
--------------------------------------------------------
Debtor: CRC Restaurant Group LLC
5590 N Atlantic Avenue
Cocoa Beach, FL 32931
Chapter 11 Petition Date: August 28, 2024
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 24-04571
Judge: Hon. Tiffany P Geyer
Debtor's Counsel: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
1501 E. Concord Street
Orlando, FL 32803
Tel: 407-894-6834
Email: jeff@bransonlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Danny Chopra as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/GXLILDI/CRC_Restaurant_Group_LLC__flmbke-24-04571__0001.0.pdf?mcid=tGE4TAMA
CREATIVE TECHNOLOGIES: Involuntary Chapter 11 Case Summary
----------------------------------------------------------
Alleged Debtor: Creative Technologies, LLC
2732 Grand Ave Ste 122
Everett WA 98201
Involuntary Chapter
11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-33934
Judge: Hon. Eduardo V Rodriguez
Petitioners' Counsel: Ericka F. Johnson, Esq.
Steven D. Adler, Esq.
BAYARD, P.A.
600 North King Street, Suite 400
Wilmington DE 19801
Tel: 302-429-4275
Email: ejohnson@bayardlaw.com
sadler@bayardlaw.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/TBB66QQ/Creative_Technologies_LLC__txsbke-24-33934__0001.0.pdf?mcid=tGE4TAMA
Alleged creditors who signed the petition:
Petitioner Nature of Claim Claim Amount
1. Stillwater Ventures LLC Machine Value & $2,373,750
8272 Sunset Blvd., Ste. B Arrears
West Hollywood CA 90046
2. Gray Family Enterprises LLC Machine Value $2,175,000
23233 N. Pima Rd., Ste. 113-367
Scottsdale AZ 85255
3. Rosewater Ventures LLC Machine Value & $4,032,750
8272 Sunset Blvd., Ste. B Arrears
West Hollywood CA 90046
4. Coldwater Vending LLC Machine Value & $4,062,500
8272 Sunset Blvd., Ste. B Arrears
West Hollywood CA 90046
CUENTAS INC: Delays Filing of Second Quarter 2024 Form 10-Q
-----------------------------------------------------------
Cuentas, Inc., disclosed via Form 12b-25 filed with the U.S.
Securities and Exchange Commission that it could not complete the
filing of its Quarterly Report on Form 10-Q for the quarter ended
June 30, 2024, due to a delay in obtaining and compiling
information required to be included in the Company's Form 10-Q,
which delay could not be eliminated by the Company without
unreasonable effort and expense. In accordance with Rule 12b-25 of
the Securities Exchange Act of 1934, as amended, the Company will
file its Form
10-Q no later than the fifth calendar day following the prescribed
due date.
It is expected that operating loss will be approximately $822,000
Q2 of 2024 compared to $3,089,000 in Q2 of 2023 primarily due to
decrease in operating expenses, decrease in share based
compensation and decrease in impairment of intangible assets.
About Cuentas
Headquartered in Miami, Florida, Cuentas, Inc. --
http://www.cuentas.com-- is creating an alternative financial
ecosystem for the growing global population who do not have access
to traditional financial alternatives. The Company's proprietary
technologies help to integrate FinTech (Financial Technology),
e-finance and e-commerce services into solutions that deliver next
generation digital financial services to the unbanked, under-banked
and underserved populations nationally in the USA. The Cuentas
Platform integrates Cuentas Mobile, the Company's Mobile
Telecommunications solution, with its core financial services
offerings to help entire communities enter the modern financial
marketplace. Cuentas has launched its General Purpose Reloadable
(GPR) Card, which includes a digital wallet, discounts for
purchases at major physical and online retailers, rewards, and the
ability to purchase digital content.
Cuentas, Inc. reported a net loss of $2.19 million for the year
ended Dec. 31, 2023, compared to a net loss of $14.53 million for
the year ended Dec. 31, 2022. As of March 31, 2024, the Company
had $3.45 million in total assets, $3.84 million in total
liabilities, and a total stockholders' deficit of $395,000.
Tel-Aviv, Israel-based Yarel + Partners, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has incurred net
losses since its inception, and has not yet generated sufficient
revenues to support its operations. As of December 31, 2023, there
is an accumulated deficit of approximately $55 million and a
negative working capital of approximately $3 million. These
conditions, along with other matters, raise substantial doubt about
the Company's ability to continue as a going concern.
DEKALB-JACKSON COOPERATIVE: S&P Raises Rev. Bonds Rating to 'BB-'
-----------------------------------------------------------------
S&P Global Ratings raised its underlying rating to 'BB-' from 'B+'
on DeKalb-Jackson Cooperative District (DKJCD), Ala.'s series 2016
bonds. The outlook is stable.
"The upgrade primarily reflects the revenue support derived from
DeKalb-Jackson Water and Sewer District's (DJWSD's)
subordinate-lien water revenue pledge," said S&P Global Ratings
credit analyst Scott Garrigan, "and the stable outlook primarily
reflects stabilization in the combined water and natural gas
systems' financial performance despite continued operating
subsidies provided to the gas system."
The DKJCD bonds are secured by net system revenue of Upper Sand
Mountain Gas District's (USMGD) natural gas distribution system and
a subordinate pledge of DJWSD's net water system revenue. Both the
rate covenant and additional bonds tests are based on generating
net revenue from the combined gas and water operations totaling no
less than 1.2x annual debt service. While S&P does not carry a
rating on DJWSD's water revenue bonds, S&P would note that the
water district is permitted to issue additional senior-lien water
revenue debt if net revenue of the water district equals 1.2x
maximum annual debt service (MADS) on the senior-lien debt only,
with no requirement of sufficiency for total debt service.
The cooperative district was established to allow DJWSD to
financially support USMGD as a start-up gas utility. At the end of
fiscal 2023, the cooperative district had $33 million in long-term
debt outstanding ($11.8 million in water district debt and $18.5
million in gas district debt). Because the gas system is not fully
self-supporting, it benefits from its relationship with DJWSD's
subordinate-lien water revenue pledge.
"The stable outlook reflects an improvement in overall financial
performance, supported by water rate increases in 2023, that should
be sustainable in the near term, absent significant fluctuations in
gas prices," added Mr. Garrigan. S&P notes that management has a
pass-through gas cost adjustment mechanism and a firm gas delivery
contract for amounts in excess of expected needs, but still has
exposure to price fluctuations.
DOYLESTOWN HOSPITAL: UPHS Transaction Credit Positive, Moody's Says
-------------------------------------------------------------------
Moody's Ratings will assess the credit impact of Doylestown
Hospital's (Doylestown, PA) (B3 stable) planned integration with
University of Pennsylvania Health System (UPHS, PA) (Aa3 stable)
closer to the transaction's expected closing date in early 2025. On
August 14, 2024 the two organizations announced the signing of a
definitive agreement for Doylestown to become part of UPHS, and are
currently awaiting regulatory approvals. Should the affiliation be
consummated, UPHS proposes to assume ultimate financial
responsibility for the outstanding debt and pension obligations of
Doylestown Health. Credit impact will depend upon the specific
details of the transaction. Upon closing, Doylestown Hospital would
become UPHS' seventh hospital.
Moody's believe the merger would be credit positive for Doylestown
and neutral for UPHS. UPHS has significantly greater scale and
therefore the integration would only modestly dilute its margins
and liquidity. Doylestown generates about $416 million in annual
revenue compared to UPHS' $10 billion. Assuming successful
integration, Doylestown's financial performance should improve as
it takes advantage of UPHS' large economies of scale to manage
expenses and targeted clinical investments to increase market share
and patient volume. Doylestown has also faced elevated debt
structure risks with narrowness to financial covenants. UPHS would
benefit from an increased presence in Bucks County, built on
current collaborations between the two organizations, and the
opportunity for additional referrals to its flagship campus for
more complex care. UPHS has successfully integrated several other
hospitals outside of its Philadelphia market over the last decade,
including, most recently, Princeton Health in 2018.
Given the not-for-profit healthcare sector's history of a material
percentage of announced transactions failing to close, Moody's
incorporate the credit impact of such transactions at the point of
closing and when impact on the credit can reasonably be estimated.
As the transaction finalizes, Moody's will assess the credit impact
based on terms and plans for integration.
DRF LOGISTICS: U.S. Trustee Appoints Creditors' Committee
---------------------------------------------------------
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of DRF
Logistics, LLC.
The committee members are:
1. Ambi Robotics
1610 5th Street
Berkley, CA 94710-1716
Sandra Kazee
(510) 788-1216
sandra@ambirobotics.com
2. Spot Freight, Inc.
141 S. Meridian St. – Suite 200
Indianapolis, IN 46225
Andrew Krop
(312) 493-3658
akrop@spotnic.com
3. Hackbarth Delivery Service, Inc.
3200 Executive Park Cir
Mobile, AL 36606
Kelly Picard
(251) 510-8030
khpicard@hackbarthdelivery.com
4. RXO Capacity Solutions, LLC
(f/k/a XPO Logistics, LLC
11215 N. Community House Rd.
Charlotte, NC 28277
Jon Paul Anthony
(980) 867-2031
jon.anthony@rxo.com
5. U.S. Pack Logistic, LLC
4563 Judge Rd., Suite 100
Orlando, FL 32812
Matt Kachaluba
(609) 667-8582
matt.kachaluba@gouspack.com
6. MilatinAmerica SA
Gral M.Miguel de Guemes 676 5”A
B1638 Vicente Lopez
Provincia de Buenos Aires
Camila Morchon
+54 9 221 503 4474
cmorchon@mailamericas.com
7. Ryder Transportation Services
2333 Ponce de Leon Blvd., Suite 700
Coral Gables, FL 33134
Mike S. Mandell
(954) 439-4477
mandms@ryder.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 DRF Logistics
Headquartered in Austin, Texas, DRF Logistics, LLC and DRF, LLC are
providers of domestic ecommerce parcel services, as well as
cross-border logistics services, operating approximately $35
billion in total addressable market and working with over 350
customer brands, including leading retailers and marketplaces. The
Debtors' domestic parcel services include delivery, returns,
underlying client and consumer-facing software. The Debtors'
cross-border services include modular delivery solutions to over
200 destinations.
DRF Logistics and DRF filed their voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead
Case No. 24-90447) in August 8, 2024, listing $100 million to $500
million in both assets and liabilities. The petitions were signed
by Eric Kaup as chief restructuring officer.
Judge Christopher M Lopez presides over the case.
Gabriel Adam Morgan, Esq., at Weil, Gotshal & Manges LLP represents
the Debtors as counsel.
EBIX INC: Court Confirms Chapter 11 Reorganization Plan
-------------------------------------------------------
As previously disclosed, on December 17, 2023, Ebix, Inc., and
certain of its direct and indirect subsidiaries filed voluntary
petitions under Chapter 11 of title 11 of the United States Code in
the United States Bankruptcy Court for the Northern District of
Texas (such court and such proceedings, under the caption In re
Ebix, Inc., et al., Case No. 23-80004 (SWE)).
On August 2, 2024, the Bankruptcy Court entered Findings of Fact,
Conclusions of Law, and Order (I) Confirming the Third Amended
Joint Chapter 11 Plan of Ebix, Inc. and Its Debtor Affiliates and
(II) Granting Related Relief confirming the Third Amended Joint
Chapter 11 Plan of Reorganization of the Company and its Debtor
Affiliates. The Debtors expect that the effective date of the Plan
will occur once all conditions precedent to the Plan have been
satisfied (defined in the Plan as the "Effective Date").
Summary of the Plan
The Claims and Interests in the Debtors (other than the DIP Claims,
General Administrative Expense Claims, Professional Claims, and
Priority Tax Claims) have been classified into 8 classes, the
treatment of which is set forth in Article III of the Plan. Among
other things, the Plan provides for:
* the Global Settlement by and among the Debtors, the DIP
Secured Parties, the Prepetition Secured Lender Parties, the
Creditors' Committee, and the Plan Sponsor, pursuant to which,
among other things, (i) the Plan Sponsor shall fund the New Money
Investment (inclusive of the Plan Sponsor Deposit) in the amount of
no less than $145 million, and Holders of the Prepetition Secured
Lender Claims shall receive Pro Rata distribution of the net
proceeds from the New Money Investment; and (ii) the Plan Sponsor
shall fund $3.5 million, which shall be contributed to the GUC
Recovery Pool and be distributed only to the Holders of Allowed Non
Lender GUC Claims;
* cancellation of all of the Debtors' Existing Equity
Interests (Class 7), including the Company's common stock, and
issuance of the Reorganized Ebix Interests to the Plan Sponsor on
the Effective Date;
* establishment of the Litigation Trust pursuant to the
Litigation Trust Agreement, as applicable; and
* implementation of Reorganization Transactions to effectuate
a corporate reorganization of the Debtors.
Capital Structure
There were 30,901,440 shares of the Company's common stock
outstanding as of August 2, 2024. On the Effective Date, the
Company's common stock will be cancelled, released, and
extinguished, and the holders thereof will not receive a
distribution or compensation on account of their equity interests.
Under the Plan, the Post-Effective Date Debtors' New Organizational
Documents will become effective on the Effective Date. The
Reorganized Ebix Interests issued pursuant to the Plan will be
issued pursuant to the exemption from the registration requirements
of the Securities Act of 1933, as amended found in section 4(a)(2)
of the Securities Act or other available exemption from
registration under the Securities Act, as applicable.
Certain Information Regarding Assets and Liabilities of the
Company
In the Debtors' most recent monthly operating report filed with the
Bankruptcy Court on July 22, 2024, the Debtors reported total
assets of approximately $533 million and total liabilities of
approximately $1.05 billion as of June 30, 2024.
About Ebix, Inc.
Ebix Inc. -- https://www.ebix.com/ -- is headquartered in Atlanta,
Ga., and it supplies software and electronic commerce solutions to
the insurance industry. With approximately 200 offices across six
continents, Ebix, (NASDAQ: EBIX) endeavors to provide on-demand
infrastructure exchanges to the insurance, financial services,
travel, and healthcare industries.
Ebix and its affiliates filed Chapter 11 petitions (Bankr. N.D.
Tex. Lead Case No. 23-80004) on Dec. 17, 2023. At the time of the
filing, Ebix reported between $500 million and $1 billion in both
assets and liabilities.
Judge Scott W. Everett oversees the cases.
The Debtors tapped Sidley Austin, LLP as bankruptcy counsel;
O'Melveny and Myers, LLP as special counsel; AlixPartners, LLP as
financial advisor; and Jefferies, LLC as investment banker. Omni
Agent Solutions, Inc. is the claims agent.
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by McDermott Will & Emery, LLP.
EMPIRE TODAY: $595MM Bank Debt Trades at 26% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Empire Today LLC is
a borrower were trading in the secondary market around 73.6
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $595 million Term loan facility is scheduled to mature on April
3, 2028. The amount is fully drawn and outstanding.
Headquartered in Northlake, Ill., Empire Today, LLC is a specialty
retailer of carpet, hard floor, and window treatments. The company
offers shop-at-home sales in the largest metropolitan markets in
the U.S.
EMPLOYBRIDGE LLC: $925MM Bank Debt Trades at 40% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Employbridge LLC is
a borrower were trading in the secondary market around 60.3
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $925 million Term loan facility is scheduled to mature on July
19, 2028. The amount is fully drawn and outstanding.
Employbridge, LLC operates as an industrial staffing company. The
Company offers temporary associates in manufacturing, logistics,
warehousing, and contact centers.
ETHEMA HEALTH: Posts $465,275 Net Loss in Fiscal Q2
---------------------------------------------------
Ethema Health Corporation filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $465,275 on $1,490,100 of revenues for the three months
ended June 30, 2024, compared to a net loss of $232,155 on
$1,565,959 of revenues for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $839,478 on $2,790,200 of revenues, compared to a net loss
of $407,872 on $2,866,005 of revenues for the same period in 2023.
As of June 30, 2024, the Company had $12,349,272 in total assets,
$20,489,030 in total liabilities, and $8,139,758 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/5cwsy9b6
About Ethema Health
Headquartered in West Palm Beach, Florida, Ethema Health
Corporation -- http://www.ethemahealth.com/-- operates in the
behavioral healthcare space, specifically in the treatment of
substance use disorders.
New York, NY-based RBSM LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated May 7,
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.
EYECARE PARTNERS: $925MM 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 $925 million Term loan facility is scheduled to mature on
February 18, 2027. The amount is fully drawn 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.
FCA CONSTRUCTION: Updates Unsecured Claims Pay; Amends Plan
-----------------------------------------------------------
FCA Construction LLC submitted an Amended Subchapter V Plan of
Reorganization dated August 2, 2024.
The Debtor has determined that the highest and best return to
creditors will be through continuing operations and making
Distributions to creditors over the course of 3-year plan (equal to
36 months).
In particular, the Debtor believes it has the potential for a
bright future, particularly in light of its reputation in the
industry and inventory of contracts and projects. The Debtor's
bankruptcy and Plan will enable the Debtor to shed its economic
burdens so that it can pay creditors through the Plan and grow.
The Plan is to be funded through several sources, including: (i)
cash on hand; (ii) operating revenues; and (v) any recoveries from
the Litigation (if any).
All Allowed General Unsecured Claims will be eligible for a pro
rata Distribution over 3 years from disposable income of the Debtor
after payment of Administrative Expenses, Allowed Priority Tax
Claims, and Allowed Priority Unsecured Claims, as well as after
payments payment of expenditures necessary for continuation,
preservation, or operation of the business of the debtor.
At this time, it is not possible to estimate what the precise
Distributions to General Unsecured Creditors will be because (i)
the Debtor is still accruing Administrative Expenses, (ii) the
Debtor's projected disposable income is based on a forecast, (iii)
it is presently unclear what recoveries, if any, the Debtor's
estate will realize from the Litigation; (iv) the Debtor may object
to certain claims; and (v) Distributions to General Unsecured
Claimants will be contingent on the Debtor's net revenue less costs
from new projects during the life of the Plan.
Therefore, the amount available for Distributions to Allowed
General Unsecured Claims may increase or decrease prior to a final
distribution based on the foregoing and based upon what value the
Debtor can realize from the various sources of recoveries.
Based on the projections and estimates set forth in this Plan and
the size of the General Unsecured Claims pool, the Debtor estimates
that Distributions will be in the range of 4.31% to 5.79% of the
amount Allowed General Unsecured Claims, net of any recoveries from
Litigation, depending on whether contemplated objections to certain
Claims will be sustained. However, additional Administrative
Expense Claims and/or Priority Tax Claims could lead to a lesser
amount for Distributions.
The Liquidation Analysis reveals that in a hypothetical Chapter 7,
unsecured creditors would not receive a distribution. This Plan
proposes to pay Allowed Unsecured Claims its projected disposable
income of $226,530.74 in year 1, $15,209.44 in year 2, and
$7,889.44 in year 3, for a total of $249,629.62 which is greater
than the liquidation value of $0.00.
Additionally, as of the date of this Amended Plan, the Debtor has
over $900,000 of postpetition payables which are funded by
continuing work on current projects. In a chapter 7 case, all work
would cease and these amounts could gain administrative expense
status, leaving the estate even more insolvent than the liquidation
analysis demonstrates.
The Liquidation Analysis also contains a subpart demonstrating
hypothetical recoveries in respect of the Litigation under
different scenarios. Under the Plan, no matter the amount of the
recovery of such contingent and disputed assets, any amounts would
be distributed to holders of Class 5 Claims (general unsecured
claims) in addition to amounts distributed from disposable income.
Under a chapter 7 scenario, these amounts would not necessarily be
payable to unsecured creditors, and additional administrative
expenses would exist due to a trustee's commission, assuming the
trustee's counsel charged customary contingency fees.
The Debtor is also pursuing Causes of Action based on amounts it
believes it is owed or damages. As the Reorganized Debtor, the
Debtor intends to continue to pursue these Retained Causes of
Action. The Litigation represents Causes of Action that are
property of the Debtor's estate and will vest in the Reorganized
Debtor under this Plan and the Bankruptcy Code if the Plan is
confirmed consensually under Section 1191(a) of the Bankruptcy
Code. If the Plan is confirmed under Section 1191(b) of the
Bankruptcy Code, the Litigation will remain assets of the Debtor's
estate. The Litigation may result in recoveries ("Litigation
Recoveries") to the estate or the Reorganized Debtor, or the estate
or Reorganized Debtor may recover nothing.
To the extent there are Litigation Recoveries, the Debtor will
distribute such amounts to holders of Class 5 Claims (i.e., general
unsecured claims), after deducting for (i) costs and expenses, (ii)
attorneys' fees, and (iii) any allowed administrative expense
claims (collectively, "Litigation Costs and Fees"). Litigation
Costs and Fees will be subject to Court approval after notice and
motion to parties in interest, including holders of Class 5 Claims,
the U.S. Trustee, the Subchapter V Trustee, and holders of Secured
Claims. Litigation Recoveries less approved Litigation Costs and
Fees will be distributed pro rata to holders of Class 5 Claims.
Class 5 consists of General Unsecured Claims. The General Unsecured
Claims Class will receive a pro rata portion of the Debtor's
projected annual disposable income over a period of 12 quarters.
These payments will be made directly by the Debtor as the
disbursement agent (as opposed to the Subchapter V Trustee). These
payments will be made on a quarterly basis, beginning on the 15th
day of the third month following the Plan Effective Date. This
Class is impaired.
In addition to distributions from disposable income, holders of
Class 5 Claims will be entitled to Litigation Recoveries (less
Litigation Costs and Fees) pro rata up to the amount of their
Allowed Claims, though such distributions shall not include any
recovery in respect of the Turnover Property. Any distributions of
such net Litigation Recoveries shall be payable at the end of the
calendar year in which (i) a final unappealable order or judgment
has been entered in favor of the Debtor, (ii) the Debtor has
exclusive ownership, title, possession, and control of Litigation
Recoveries proceeds, (iii) a final order of the Bankruptcy Court or
other court authorizing the Debtor to pay Litigation Costs and Fees
is entered, and (iv) the Debtor actually pays Litigation Costs and
Fees.
The Litigation Recoveries are contingent and disputed assets, and
there may be no distributions in respect of Litigation Recoveries
due to lack of success in the Litigation, or, even if the Debtor
receives some proceeds, because Litigation Costs and Fees exceed
the Litigation Recoveries. There shall be no distribution in
respect of the Turnover Property.
The Debtor will fund its plan payments from its disposable income
earned from the Debtor's operations. To date, the Debtor has filed
monthly operating reports for April and May of 2024.
Through the Debtor's already secured projects and its anticipated
projects, the Debtor's total anticipated gross revenue from
September 2024 through August 2027 is $15,100,000. After costs and
expenses of $14,513,152.50], Administrative Expense and Priority
Tax Claim payments, and payments in respect of Allowed Secured
Claims the projected disposable income over three years is
anticipated to be $249,629.62.
A full-text copy of the Amended Subchapter V Plan dated August 2,
2024 is available at https://urlcurt.com/u?l=Ysd5kI from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Tristan Manthey, Esq.
Fishman Haygood, LLP
201 St. Charles Avenue, Suite 4600
New Orleans, LA 70170-4600
Telephone: (504) 556-5525
Facsimile: (504) 586-5250
Email: tmanthey@fishmanhaygood.com
About FCA Construction LLC
FCA Construction LLC is a general contractor specializing in
residential construction and roofing, commercial construction and
roofing, disaster recovery, disaster roof replacement, and
electrical and mechanical services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. La. Case No. 24-10702) on April 11,
2024. In the petition signed by Albert Courcelle, III, member, the
Debtor disclosed $3,417,686 in assets and $7,768,774 in
liabilities.
Judge Meredith S. Grabill oversees the case.
Tristan Manthey, Esq., at FISHMAN HAYGOOD, L.L.P., is the Debtor's
legal counsel.
FLEETPRIDE INC: Moody's Affirms B3 CFR & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Ratings affirmed FleetPride, Inc.'s B3 corporate family
rating and the B3-PD probability of default rating. At the same
time, Moody's affirmed the B3 rating on the company's senior
secured first lien term loan and the Caa2 rating on its backed
senior secured second lien term loan. The outlook was changed to
negative from stable.
The change in outlook to negative reflects Moody's expectation for
key credit metrics, including debt-to-EBITDA, EBITA-to-interest and
free cash flow to remain very weak as the domestic freight
downcycle extends further into 2024. FleetPride's strategy to
better position its business for a trucking turnaround via tuck-in
acquisitions and higher marketing spend continues but signs of a
freight market recovery in the near term remain limited. Lower
volumes, higher operating expenses and rising debt levels have
resulted in the latest twelve months operating margin below 3% and
pro forma debt-to-EBITDA over 8x at June 30, 2024.
RATINGS RATIONALE
FleetPride's ratings reflect very high financial leverage and
exposure to cyclical end markets. Results are largely tied to
trucking and freight activity in the US. Liquidity remains adequate
but the company has continued to draw on the revolving credit
facility to fund acquisitions. FleetPride's credit profile is
supported by its size and scale as the largest independent
distributor of non-discretionary aftermarket parts to the
heavy-duty truck market, broad inventory selection and strong
customer base. FleetPride continues to outperform broader industry
trends with growth driven by increasing market share with smaller
accounts, e-commerce, private label and service offerings.
The North American freight market remains mired in a slowdown with
more recent market conditions weak though not deteriorating. The
market for heavy-duty commercial truck replacement parts broadly
correlates with general economic activity and trends in freight
shipment volumes. The level of freight volume is a strong indicator
of overall fleet usage and thus the need for fleet operators to
purchase replacement parts. The current downturn reflects a
reduced need for replacement parts and/or operators pulling back on
maintenance spending.
The negative outlook reflects Moody's concern that operating
results will remain weak in the event the freight downturn lingers
into 2025. While Moody's expect that FleetPride will see
meaningfully stronger metrics once a trucking recovery develops,
the timing of a crucial inflection point remains uncertain.
Moody's expect FleetPride's liquidity to be adequate with a modest
cash position and negative free cash flow, largely as a result of
significantly higher interest expense. FleetPride's cash flow is
subject to working capital swings given the need to maintain
significant inventory balances. In addition, the fourth quarter is
typically a seasonal cash burn. Inclusive of a recently acquired
entity and pending acquisitions under letters of intent, pro forma
availability under a $350 million asset-based lending (ABL)
facility is just under $190 million. The company is currently in
the process of extending the ABL from the current expiration date
of November 2025.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with an operating margin maintained
at 4% or higher, debt-to-EBITDA below 5.75x and expectations for a
return to positive free cash flow. EBITA-to-interest approaching
2x would also be important for an upgrade.
The ratings could be downgraded if the freight downturn extends
well into 2025, resulting in deteriorating liquidity, continued
negative free cash flow, debt-to-EBITDA in excess of 7x, the
operating margin approaching 2% or EBITA-to-interest remaining
below 1.5x.
The principal methodology used in these ratings was Distribution
and Supply Chain Services published in February 2023.
FleetPride, Inc. is a leading independent US distributor of
aftermarket heavy-duty truck and trailer parts. The company
distributes brand name heavy-duty vehicle parts and select private
label brands through five distribution centers and over 300
branches nationwide. In addition, the company provides a limited
range of remanufactured products, as well as truck and trailer
repair services. Revenue for the twelve months ended June 30, 2024
was approximately $1.7 billion.
FleetPride has been owned by private equity firm American
Securities since a leveraged buyout in late-2018.
FLEXPOINT SENSOR: Incurs $120K Net Loss in Second Quarter
---------------------------------------------------------
Flexpoint Sensor Systems, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $120,010 on $58,049 of design, contract and testing
revenue for the three months ended June 30, 2024, compared to a net
loss of $210,097 on $37,506 of design, contract and testing revenue
for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $292,502 on $71,254 of design, contract and testing
revenue, compared to a net loss of $418,941 on $49,764 of design,
contract and testing revenue for the same period in 2023.
As of June 30, 2024, the Company had $5.18 million in total assets,
$5.22 million in total liabilities, and a total stockholders'
deficit of $38,020.
Flexpoint stated, "The Company continues to accumulate significant
operating losses and has an accumulated deficit of $31,964,646 at
June 30, 2024. These factors raise substantial doubt about the
Company's ability to continue as a going concern for a period of
one year from the issuance of these financial statements. The
financial statements do not include any adjustments that might
result from the outcome of these uncertainties.
"Management is seeking additional funding to provide operating
capital for its operations until such time as revenues are
sufficient to sustain our level of operations. However, there is
no assurance that additional funding will be available on
acceptable terms, if at all."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000925660/000154812324000109/flxt-20240630.htm.htm
About Flexpoint
Headquartered in West Jordan, Utah, Flexpoint Sensor Systems, Inc.
-- http://www.flexpoint.com/-- is principally engaged in
designing, engineering and manufacturing bend sensor technology and
products using its patented Bend Sensor technology, (a flexible
potentiometer technology). The Company continues to make further
improvements to its technologies, manufacturing and developing
fully integrated devices and related products that the Company has
been marketing and selling to a variety of companies in diverse
industries.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated April 8, 2024, citing that the
Company has net losses and an accumulated deficit. These factors,
among others, raise substantial doubt about the Company's ability
to continue as a going concern.
FUTURE FINTECH: Posts $1.8 Million Net Loss in Fiscal Q2
--------------------------------------------------------
Future FinTech Group Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $1,799,006 on $4,202,888 of revenues for the three
months ended June 30, 2024, compared to a net loss of $1,537,821 on
$3,721,250 of revenues for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $5,122,635 on $9,325,855 of revenues, compared to a net
loss of $3,785,298 on $7,085,700 of revenues for the same period in
2023.
As of June 30, 2024, the Company had $58,298,437 in total assets,
$18,586,277 in total liabilities, and $39,712,160 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/4tn4bx35
About Future FinTech Group
New York, N.Y.-based Future FinTech Group Inc. is a holding company
incorporated under the laws of the State of Florida. The Company
historically engaged in the production and sale of fruit juice
concentrates (including fruit purees and fruit juices) and fruit
beverages (including fruit juice beverages and fruit cider
beverages) in the PRC. Due to drastically increased production
costs and tightened environmental laws in China, the Company
transformed its business from fruit juice manufacturing and
distribution to financial technology-related service businesses.
The main business of the Company includes supply chain financing
services and trading in China, asset management business in Hong
Kong, and cross-border money transfer service in the UK.
Orange, Calif.-based Fortune CPA, Inc., the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered losses from
operations, which raise substantial doubt about its ability to
continue as a going concern.
GAUCHO GROUP: David Reinecke Appointed as Director
--------------------------------------------------
Gaucho Group Holdings, Inc., announced the appointment of David
Reinecke to the Company's Board of Directors effective Aug. 16,
2024. Mr. Reinecke replaces Peter J.L. Lawrence, who retired from
the Board on Aug. 16, 2024.
Mr. Reinecke brings extensive experience in global finance,
strategy, and corporate development to Gaucho Holdings. Currently,
he is the chief financial officer and serves as a member of the
Executive Board of DEAG Deutsche Entertainment AG, where he has
been instrumental in driving the company's financial and
operational strategies, as well as in managing its expansion into
new markets. Mr. Reinecke's background also includes significant
roles at leading corporate and investment banks, such as Morgan
Stanley, Credit Suisse, and N26, where he has specialized in
mergers and acquisitions, debt and equity capital markets, fund
raising, and strategic advisory services. His expertise in these
areas is expected to be invaluable to Gaucho Holdings as the
Company navigates the evolving economic landscape in Argentina.
Gaucho Holdings believes Mr. Reinecke's strategic insight and
financial acumen will complement the Company's ongoing efforts to
expand its presence in the luxury markets of Argentina. The real
estate market in Argentina, including the reemergence of mortgages,
presents a timely opportunity for Gaucho Holdings to capitalize on
the increasing demand for high-quality assets. As a NASDAQ-listed
company, Gaucho Holdings is uniquely positioned to participate in
the anticipated growth of Argentine asset values and explore new
opportunities that align with its long-term vision.
"I have been following Gaucho Holdings' success story since their
inception and feel honored to be officially part of the family,"
commented David Reinecke. "With Argentina on the rise, I see
tremendous potential for further growth, and I believe Gaucho
Holdings is well positioned to capitalize on these opportunities in
the future."
"We are excited to welcome David Reinecke to our Board of
Directors," said Scott Mathis, CEO and Founder of Gaucho Group
Holdings, Inc. "David's deep experience in finance and corporate
strategy will be instrumental as we embark on a fresh plan to take
advantage of the opportunities being created in the new Argentina.
We feel it's time to double down on all things Argentina,
leveraging our existing assets and complementing them with new
endeavors to build value and drive growth for our stockholders."
The Company believes Mr. Reinecke's addition to the Board will
further enhance its ability to execute its strategic initiatives
and create value for its stakeholders in the years to come.
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.
GAUCHO GROUP: Says to Have Regained Compliance With Nasdaq Rule
---------------------------------------------------------------
Gaucho Group Holdings, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Aug. 20, 2024, the
Company received an email notification from the Listing
Qualifications Department of the Nasdaq Stock Market that as of
June 30, 2024, the Company did not meet the required continued
listing equity standard of stockholder equity of at least $2.5
million pursuant to Nasdaq Rule 5550(b)(1), as set forth on the
Company's Quarterly Report on Form 10-Q for the period ended June
30, 2024 as filed with the SEC on Aug. 14, 2024.
The Company said that as of Aug. 16, 2024, it is in compliance with
Rule 5550(b)(1), based on the conversion of promissory notes on
Aug. 16, 2024 into shares of Senior Preferred Convertible Stock as
detailed in its Current Report on Form 8-K, filed with the SEC on
Aug. 21, 2024. Based on the Company's projections, the Company
will remain in compliance for the next 12 months.
Nasdaq will continue to monitor the Company's ongoing compliance
with the stockholders' equity requirement and, if at the time of
its next period report the Company does not evidence compliance
with Rule 5550(b)(1), it may be subject to delisting from Nasdaq.
The notification has no immediate effect on the Company's Nasdaq
listing and the Company's Common Stock will continue to trade on
Nasdaq under the ticker symbol "VINO."
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.
GLUCOTRACK INC: Names Sandie Martha as VP of Clinical Operations
----------------------------------------------------------------
Glucotrack, Inc. announced Aug. 27 that Sandie Martha has joined
the Company as Vice President of Clinical Operations.
"Sandie brings a wealth of knowledge and expertise to the team in
leading clinical trials for both glucose monitoring and
cardiology," said Paul Goode, PhD, president and CEO of Glucotrack.
"The breadth and depth of her experience leading global clinical
trials will be invaluable, and we are excited to have her join our
team as we embark on Continuous Blood Glucose Monitor (CBGM) human
clinical trials to ultimately bring this technology to market for
the millions of people living with diabetes."
Ms. Martha brings over 20 years of clinical research experience in
both medical technology and drug development, leading all aspects
of clinical trials including protocol development and execution,
clinical site training and monitoring, and regulatory submissions.
Ms. Martha brings an impressive track record of strategic planning
and successful delivery of clinical trials to quickly advance
products through the clinical lifecycle. She previously served as
Vice President of Clinical Affairs at Glysens, where she led
planning and execution for domestic and international clinical
trials for an implantable continuous glucose monitor. Her
background also includes clinical operations roles in continuous
glucose monitoring with Dexcom, in-hospital glucose monitoring with
Luminous Medical and cardiology with Intersection Medical. Her
most recent clinical role was with Truvian, an automated benchtop
platform that enables comprehensive routine blood testing. Ms.
Martha holds a Master of Science in Physiology from San Diego State
University and a Bachelor of Science in Biological Sciences from
the University of Miami.
Ms. Martha will be responsible for executing the company's Clinical
Trial Program including strategic partnering with CROs, clinical
centers and investigators, developing and executing clinical
protocols, and managing the monitoring and analysis of data for
clinical study reports for regulatory agency submissions for the
Company's CBGM.
"Having seen loved ones struggle with their diabetes management, I
am passionate about the potential for advanced glucose monitoring
technologies. The real-time continuous blood glucose data provided
by Glucotrack's CBGM offers a less intrusive approach to glucose
monitoring for extended periods of time, enabling people to live
less encumbered by the hassles of traditional glucose monitoring
approaches. I am thrilled to join the Glucotrack leadership team
in bringing this innovative technology to people with diabetes,"
said Ms. Martha.
About GlucoTrack Inc.
Rutherford, N.J.-based GlucoTrack, Inc. is focused on the design,
development, and commercialization of novel technologies for people
with diabetes. Glucotrack's CBGM is a long-term, implantable
system that continually measures blood glucose levels with a sensor
longevity of 2+ years, no on-body wearable component and with
minimal calibration.
Tel-Aviv, Israel-based Fahn Kanne & Co., Grant Thornton Israel, the
Company's auditor since 2010, issued a "going concern"
qualification in its report dated March 28, 2024, citing that the
Company has incurred net losses and negative cash flows from its
operations and comprehensive loss since its inception and as of
December 31, 2023, there is an accumulated deficit of
[$109,853,000]. These conditions, along with other matters, raise
substantial doubt about the Company's ability to continue as a
going concern.
GOTO GROUP: $958.9MM Bank Debt Trades at 59% Discount
-----------------------------------------------------
Participations in a syndicated loan under which GoTo Group Inc is a
borrower were trading in the secondary market around 40.8
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $958.9 million Term loan facility is scheduled to mature on
April 28, 2028. About $956.5 million of the loan is withdrawn and
outstanding.
GoTo, formerly LogMeIn Inc., is a flexible-work provider of
software as a service and cloud-based remote work tools for
collaboration and IT management.
GROM SOCIAL: Suspended From Trading on Nasdaq
---------------------------------------------
Grom Social Enterprises, Inc. disclosed in a Form 8-K filed with
the Securities and Exhchange Commission that as a result of the
Company's failure to effect the reverse split on Aug. 13, 2024 and
its inability to evidence compliance with Nasdaq's bid price rule
for a minimum of ten consecutive trading sessions by the Aug. 27,
2024 deadline, the Company received a letter from the staff of the
Listing Qualifications Department of The Nasdaq Stock Market LLC,
indicating that Nasdaq has determined to delist the securities of
the Company. The Company may request that the Nasdaq Listing and
Hearing Review Council review this Decision by submitting a written
request for review within 15 days. The Company did not request the
Nasdaq Listing and Hearing Review Council to review the Decision.
The Company's securities were suspended from trading on Nasdaq on
Aug. 19, 2024 and have not traded on Nasdaq since that time.
The Company anticipates its listed securities will continue to
trade on the OTC Pink Open Market. The Company expects its common
stock to trade under the symbol "GROM" and its warrants to trade
under the symbol "GROMW." The Company intends to explore its
eligibility for listing on either the OTCQX Best Market or OTCQB
Venture Market. The Company cannot provide assurance that its
common stock will continue to trade on the OTC Market, that brokers
will continue to provide public quotes of the Company's common
stock, that the brokers will develop a market for the Company's
common stock, or that the trading volume of the Company's common
stock will be sufficient enough to generate an efficient trading
market.
As previously reported, on Feb. 29, 2024, Grom Social received a
letter from Nasdaq indicating that as the bid price for the
Company's listed securities closed at less than $1 per share for
the previous 30 consecutive business days, the Company's securities
will be delisted from the Nasdaq Capital Market based upon the
Company's non-compliance with the minimum bid price requirement for
continued listing on the Nasdaq Capital Market (Nasdaq Listing Rule
5550(a)(2), unless the Company requests a hearing before the Nasdaq
Hearings Panel by March 7, 2024. Also as previously reported,
following the hearing, on April 15, 2024 the hearing panel granted
the Company's request for an exception with milestones based on the
Company's timeline that required the Company to effect a reverse
stock split on or before Aug. 13, 2024, and to demonstrate
compliance with the Minimum Bid Price Requirement on or before
Aug. 27, 2024.
About Grom Social Enterprises
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
http://www.gromsocial.com-- is a media, technology and
entertainment company that focuses on (i) delivering content to
children under the age of 13 years in a safe secure platform that
is compliant with the Children's Online Privacy Protection Act
("COPPA") and can be monitored by parents or guardians, (ii)
creating, acquiring, and developing the commercial potential of
Kids & Family entertainment properties and associated business
opportunities, (iii) providing world class animation services, and
(iv) offering protective web filtering solutions to block unwanted
or inappropriate content.
Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated April 16, 2024, citing that the
Company's significant operating losses, working capital deficit and
negative cash flows from operations raise substantial doubt about
its ability to continue as a going concern.
GUARDIAN ELDER: Seeks OK to Transfer Operations of 11 Facilities
----------------------------------------------------------------
Guardian Elder Care at Johnstown, LLC is seeking court approval to
transfer the operations of 11 skilled nursing facilities to
affiliates of Valley West Health, LLC.
In its motion, Johnstown asked the U.S. Bankruptcy Court for the
Western District of Pennsylvania to approve the agreement for the
private sale of assets owned and used by its affiliates to operate
the 1,200-bed facilities in Pennsylvania.
Guardian Elder Care at Clarion, LLC and 10 other affiliates of
Johnstown operate the facilities, which are being managed by
Guardian Healthcare Home Office II, LLC.
The agreement requires the consummation of the deal prior to Oct.
31. Upon the closing, all claims and encumbrances will attach to
the proceeds. The new operators will not assume and will not be
liable for any claims or encumbrances against the assets.
The new operators have already submitted change in ownership
licensure applications to the Pennsylvania Department of Health.
The applications are pending approval.
Jeffrey Hampton, Esq., attorney for Johnstown, said they opted for
a private transaction to avoid a prolonged sale process, which "is
not likely to yield a higher and better offer."
"It would be detrimental to their estates and creditors to incur
added costs and delay associated with a public auction and
post-petition sale process," the attorney said in the motion.
The motion is on the court's calendar for Sept. 24.
About Guardian Elder Care at Johnstown
Guardian Elder Care at Johnstown, LLC, its affiliates, and their
non-debtor affiliates are a private, family-owned organization that
has provided inpatient and outpatient services to predominately
small and/or rural communities through a network of skilled nursing
facilities and personal care homes since 1995. Guardian Healthcare
maintains 19 skilled nursing facilities, with one facility in West
Virginia and the remaining facilities located in Pennsylvania.
Through its facilities, Guardian Healthcare maintains more than
1,700 skilled nursing, personal care, and independent living beds,
providing long-term care and rehabilitation services.
Guardian Elder Care at Johnstown and its affiliates sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70299) on July 29, 2024. In the petitions
signed by Allen Wilen, chief restructuring officer, Guardian Elder
Care at Johnstown disclosed up to $10 million in assets and up to
$50 million in liabilities.
Judge Jeffery A. Deller oversees the cases.
The Debtors tapped Saul Ewing LLP as legal counsel, Eisner Advisory
Group LLC as financial advisor, and Omni Agent Solutions, Inc. as
claims and noticing agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
H-FOOD HOLDINGS: $515MM Bank Debt Trades at 27% Discount
--------------------------------------------------------
Participations in a syndicated loan under which H-Food Holdings LLC
is a borrower were trading in the secondary market around 72.6
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $515 million Term loan facility is scheduled to mature on May
30, 2025. About $486.7 million of the loan is withdrawn and
outstanding.
H-Food Holdings, LLC and Matterhorn Parent, LLC is a food contract
manufacturer.
HARVARD APPARATUS: Appoints Mao Zhang to Board of Directors
-----------------------------------------------------------
Harvard Apparatus Regenerative Technology, Inc., announced the
appointment of Mao Zhang as an independent director to its Board of
Directors, adding strength in the areas of business innovation,
strategy and finance.
Mr. Mao Zhang is the founder and chief executive officer of
StellarS Capital, a multi-billion-dollar alternative asset
management firm established in 2016. He has over 15 years of
experience in financial markets including hedge fund and private
equity. He began his career with Magnetar Capital in 2007, leading
its Asian business. He holds a Bachelor of Science degree from the
University of Pennsylvania.
"We are pleased to welcome Mao Zhang to the Harvard Apparatus
Regenerative Technology Board," said Jerry He, chairman of Harvard
Apparatus Regenerative Technology, "Mao's deep business and
investment experience will be instrumental in helping the company
to pursue the mission to serve the unmet patient needs. His
appointment will be invaluable to Harvard Apparatus Regenerative
Technology at a time of significant opportunity and growth."
Mr. Zhang commented, "I am very pleased to be joining the Board of
Directors for Harvard Apparatus Regenerative Technology at this
exciting stage of its clinical development. Harvard Apparatus
Regenerative Technology is developing promising novel cell
therapies with the potential to change and extend the lives of
patients with regenerated organs. I look forward to helping
Harvard Apparatus Regenerative Technology reach its financial and
strategic objectives."
In connection with his appointment, the Company will grant Mr.
Zhang, on the fifth business day following his appointment, stock
options with a value of $25,000 at the grant date that will vest in
full in equal quarterly increments over a period of one year from
the grant date. In addition, for his service, Mr. Zhang will
receive compensation commensurate with that received by the
Company's other non-employee directors, which as may be modified by
the Board from to time, currently includes annual compensation of
cash fees of $20,000 to be paid in quarterly increments, and an
annual grant of stock options, granted on the fifth business day
following the Corporation's annual stockholders meeting, with a
value of $25,000 at the grant date to vest in full in equal
quarterly increments over a period of one year from the grant date.
In addition, all non-employee directors shall be reimbursed for
their expenses incurred in connection with attending Board and
committee meetings.
About Harvard Apparatus
Headquartered in Holliston, Massachusetts, Harvard Apparatus
Regenerative Technology, Inc. -- www.hregen.com -- is a
clinical-stage biotechnology company focused on the development of
regenerative medicine treatments for disorders of the
gastro-intestinal system and other organs that result from cancer,
trauma or birth defects. The Company's technology is based on its
proprietary cell-therapy platform that uses a patient's own stem
cells to regenerate and restore function to damaged organs. The
Company believes that its technology represents a next generation
solution for restoring organ function because it allows the patient
to regenerate their own organ, thus eliminating the need for human
donor or animal transplants, the sacrificing of another of the
patient's own organs or permanent artificial implants.
Boston, MA-based Marcum LLP, the Company's auditor since 2022,
issued a "going concern" qualification in its report dated March
28, 2024, citing that the Company has suffered recurring losses
from operations, has an accumulated deficit, uses cash flows in its
operations, and will require additional financing to continue to
fund its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
IMERYS TALC: Enters J&J Settlement; Files Amended Plan
------------------------------------------------------
Imerys Talc America, Inc. and Its Debtor Affiliates submitted a
Revised Disclosure Statement describing Revised Second Joint Plan
of Reorganization dated August 2, 2024.
In developing the Plan, the Debtors engaged in good-faith, arm's
length negotiations with Imerys S.A., the Tort Claimants'
Committee, the FCR, and certain other parties in interest. The
Debtors are pleased to report that both the Tort Claimants'
Committee and the FCR support the Plan and are Plan Proponents.
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.
The J&J Settlement
The Debtors, Imerys S.A., Cyprus, the Tort Claimants' Committee,
the Cyprus Tort Claimants' Committee, the FCR, and the Cyprus FCR
entered into a settlement with the J&J Settling Parties (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 Debtors, Cyprus and related parties under the J&J
Agreements, (ii) the existence and scope of any obligation of the
Debtors, Cyprus 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
Debtors and/or Cyprus 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
Cyprus Mines Plan, and the Trust Distribution Procedures. The J&J
Settlement provides for proceeds of $505 million plus all receipts
on any claim allowed by The Home Insurance Company in Liquidation
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.
Like in the prior iteration of the Plan, Class 3a Unsecured Claims
Against the North American Debtors. Creditors will recover 100% of
their claims. Each holder of an Allowed Unsecured Claim against the
North American Debtors will be paid the Allowed Amount of its
Unsecured Claim on the Distribution Date. Such payment will be (i)
in full, in Cash, plus post petition interest at the federal
judgment rate in effect on the Petition Date, or (ii) upon such
other less favorable terms as may be mutually agreed upon between
the holder of the Unsecured Claim and the applicable North American
Debtor or Reorganized North American Debtor. Class 3a is
unimpaired.
Class 3b Unsecured Claims Against ITI. Creditors will recover 100%
of their claims. The legal, equitable, and contractual rights of
the holders of Unsecured Claim against ITI are unaltered by the
Plan. Except to the extent that a holder of an Unsecured Claim
against ITI agrees to a different treatment, on and after the
Effective Date, Reorganized ITI will continue to pay or dispute
each Unsecured Claim in the ordinary course of business in
accordance with applicable law. Class 3b is unimpaired.
Sources of Consideration for Plan Distributions:
(1) North American Debtor Claims
All Cash consideration necessary for payments or
distributions on account of the North American Debtor Claims shall
be obtained from (i) the Cash on hand of the North American Debtors
on the Effective Date, including Cash derived from business
operations, (ii) the Sale Proceeds, and (iii) the Imerys Cash
Contribution.
(2) Talc Personal Injury Claims
All Cash consideration necessary for payments or
distributions on account of Talc Personal Injury Claims shall be
obtained from (i) the Cash on hand of the North American Debtors on
the Effective Date or the post-Effective Date proceeds from the
business operations of the Reorganized North American Debtors or
the sale of the Purchased Properties, other than the Cash placed in
the Reserves, if any, (ii) the Imerys Settlement Funds, (iii) the
amount of the Imerys Cash Contribution, after such funds have been
disbursed in accordance with Section 10.7.2 of the Plan; (iv) all
Cash remaining in the Reserves, if applicable; (v) all proceeds
from the Talc Personal Injury Trust Assets; (vi) the Rio
Tinto/Zurich Contribution; (vii) the Cyprus Contributions; (viii)
the XL Contribution; and (ix) the J&J Settlement Proceeds.
(3) ITI Claims
All Cash consideration necessary for payments or
distributions under the Plan on account of ITI Claims, for the
avoidance of doubt, other than Talc Personal Injury Claims, shall
be obtained from the Cash on hand at Reorganized ITI.
(4) Transfer of Funds Between the North American Debtors
The North American Debtors will be entitled to transfer funds
between and among themselves as they determine to be necessary or
appropriate to enable them to satisfy their obligations under the
Plan; provided that any transfer of funds from ITC to another North
American Debtor shall be subject to review by the Information
Officer. Except as set forth therein, any changes in intercompany
account balances resulting from such transfers will be accounted
for and settled in accordance with the Debtors' historical
intercompany account settlement practices and will not violate or
otherwise be affected by the terms of the Plan.
(5) Funding by the Talc Personal Injury Trust
The Talc Personal Injury Trust shall have no obligation to
fund costs and expenses other than those set forth in the Plan, the
Cyprus Mines Plan, and/or the Talc Personal Injury Trust Documents,
as applicable.
A full-text copy of the Revised Disclosure Statement dated August
2, 2024 is available at https://urlcurt.com/u?l=h8DZ6O from Prime
Clerk, LLC, the claims agent.
Counsel for the Debtors:
Mark D. Collins, Esq.
Michael J. Merchant, Esq.
Amanda R. Steele, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Tel: (302) 651-7700
Fax: (302) 651-7701
E-mail: collins@rlf.com
merchant@rlf.com
steele@rlf.com
-and-
Jeffrey E. Bjork, Esq.
Kimberly A. Posin, Esq.
Helena G. Tseregounis, Esq.
Shawn P. Hansen, Esq.
LATHAM & WATKINS LLP
355 South Grand Avenue, Suite 100
Los Angeles, CA 90071-1560
Tel: (213) 485-1234
Fax: (213) 891-8763
E-mail: jeff.bjork@lw.com
kim.posin@lw.com
helena.tseregounis@lw.com
shawn.hansen@lw.com
Counsel for the Tort Claimants' Committee:
Natalie D. Ramsey, Esq.
Mark A. Fink, Esq.
ROBINSON & COLE LLP
1201 North Market Street, Suite 1406
Wilmington, Delaware 19801
Telephone: (302) 516-1700
Facsimile: (302) 516-1699
E-mail: nramsey@rc.com
mfink@rc.com
- and -
Michael R. Enright, Esq.
ROBINSON & COLE LLP
280 Trumbull Street
Hartford, CT 06103
Tel: (860) 275-8290
Fax: (860) 275-8299
E-mail: menright@rc.com
Counsel for the Future Claimants' Representative:
Robert S. Brady, Esq.
Edwin J. Harron, Esq.
Sharon M. Zieg, Esq.
YOUNG CONAWAY STARGATT &
TAYLOR LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
E-mail: rbrady@ycst.com
eharron@ycst.com
szieg@ycst.com
Counsel for Imerys S.A. and the Persons Listed on Schedule II of
the Plan:
Christopher Kiplok, Esq.
Erin Diers, Esq.
HUGHES HUBBARD & REED LLP
One Battery Park Plaza
New York, NY 10004
Tel: (212) 837-6000
Fax: (212) 422-4726
E-mail: christopher.kiplok@hugheshubbard.com
erin.diers@hugheshubbard.com
About Imerys Talc America
Imerys Talc America, Inc. and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling and distributing talc. Its
talc operations include talc mines, plants and distribution
facilities located in Montana (Yellowstone, Sappington, and Three
Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and
Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also
utilizes offices located in San Jose, Calif., and Roswell, Ga.
Imerys Talc America and its subsidiaries, Imerys Talc Vermont,
Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The
Debtors were estimated to have $100 million to $500 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as their legal counsel, Alvarez & Marsal North America,
LLC as financial advisor, and CohnReznick LLP as restructuring
advisor. Prime Clerk, LLC, is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
tort claimants in the Debtors' Chapter 11 cases. The tort
claimants' committee is represented by Robinson & Cole, LLP.
INNOVEREN SCIENTIFIC: Delays Filing of Q2 2024 Quarterly Report
---------------------------------------------------------------
Innoveren Scientific, Inc. disclosed in a Form 12b-25 filed with
the Securities and Exchange Commission that it experienced delays
in completing its Quarterly Report on Form 10-Q for the quarter
ended June 30, 2024, within the prescribed time period, due to
delays in assembling the financial information required to be
reviewed by the Company's independent auditor, and in completing
the accounting of certain transactions affecting the registrant.
The delay could not be eliminated without unreasonable effort or
expense.
The Company plans to file its Quarterly Report on Form 10-Q for the
quarter ended June 30, 2024, on or before the fifteenth day
following the prescribed due date.
The Company has not filed annual report 10-K for the period ended
December 31, 2023, and quarterly report 10-Q for the period ended
March 31, 2024.
About Innoveren Scientific
Innoveren Scientific Inc. (formerly H-CYTE Inc.) --
http://www.InnoverenScientific.com-- is a life science and biotech
incubator company, focused on advancing new technologies in areas
of unmet need across multiple indications, with the ultimate goal
of improving patient lives. The Company is currently focusing on
acquiring and developing early-stage companies or their
technologies in the areas of therapeutics, medical devices, and
diagnostics. The goal is to develop these companies and incubate
their technologies to meaningful clinical inflection points.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated May 10, 2023, citing that the Company has negative working
capital, has an accumulated deficit, has a history of significant
operating losses and has a history of negative operating cash flow
that raise substantial doubt about its ability to continue as a
going concern.
INTERNATIONAL HOLDINGS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of International Holdings, LLC, according to court
dockets.
About International Holdings
International Holdings, LLC sought protection for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
24-03878) on July 27, 2024, listing up to $10 million in assets and
up to $50,000 in liabilities.
Judge Lori V Vaughan presides over the case.
Mark S. Roher, Esq., at the Law Office of Mark S. Roher, P.A.
represents the Debtor as counsel.
INVITAE CORP: Completes $239MM Asset Sale, Exits Bankruptcy
-----------------------------------------------------------
Invitae Corporation disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that on July 22-23, 2024,
the U.S. Bankruptcy Court for the District of New Jersey held a
confirmation hearing to approve the Company's Third Amended Joint
Plan of Invitae Corporation and Its Debtor Affiliates Pursuant to
Chapter 11 of the Bankruptcy Code and the transactions contemplated
thereunder.
As previously disclosed, on February 13, 2024, the Company and
certain of its direct and indirect subsidiaries filed voluntary
petitions to commence proceedings under chapter 11 of title 11 of
the United States Code in the United States Bankruptcy Court for
the District of New Jersey. The Chapter 11 Cases are being jointly
administered under the caption In re Invitae Corporation, et al.
On May 1, 2024, the Company entered into an asset purchase
agreement with Laboratory Corporation of America Holdings, solely
in its capacity as guarantor, and with Labcorp Genetics Inc., an
affiliate of Labcorp, as purchaser, as a result of the Purchaser
being selected as the successful bidder in an auction authorized by
the Court pursuant to, inter alia, sections 105, 363, and 365 of
the Bankruptcy Code and the Order (I) Approving the Sale of the
Acquired Assets Free and Clear of all Liens, Claims, and
Encumbrances and (II) Authorizing the Debtors to Enter Into and
Perform Their Obligations under the Labcorp Asset Purchase
Agreement. Pursuant to the Asset Purchase Agreement, the Company
will sell certain assets of the Company and its subsidiaries for a
cash purchase price of $239,000,000 plus additional non-cash
considerations, including the Purchaser's assumption of certain
liabilities of the Business. As per the terms of the transaction,
the Purchaser will be responsible for the payment of the Assumed
Cure Costs in respect of the assigned contracts that are part of
the Business.
On August 5, 2024, pursuant to the Asset Purchase Agreement and the
Sale Order, the Company and Purchaser closed the Sale Transaction.
The Bankruptcy Court approved the Plan, and on August 2, 2024, the
Bankruptcy Court entered the Findings of Fact, Conclusions of Law,
and Order Confirming the Third Amended Joint Plan of Invitae
Corporation and Its Debtor Affiliates Pursuant to Chapter 11 of the
Bankruptcy Code confirming the Plan.
The Plan became effective on August 7, 2024, when the Company
Parties filed a Notice of (A) Entry of the Order Confirming the
Third Amended Joint Plan of Invitae Corporation and Its Debtor
Affiliates Pursuant to Chapter 11 of the Bankruptcy Code and (B)
Occurrence of Effective Date with the Bankruptcy Court.
The Plan authorized, among other things, the (i) distribution of
proceeds and (ii) winding down of the remainder of the Company
Parties' estates following the consummation of the Sale Transaction
pursuant to the Sale Order.
As a result of the Plan becoming effective, all of the Company's
equity interests, consisting of outstanding shares of the Company's
common stock, $0.0001 par value per share, were cancelled,
released, extinguished, and discharged and will be of no further
force or effect as of the Effective Date without consideration and
have no value.
Accordingly, the Plan provides that on the Effective Date the
Company's existing board of directors and any remaining officers
shall be dismissed without any further action. Each of the
Company's directors, Randal W. Scott, PhD, Eric Aguiar, M.D., Jill
Frizzley, Geoffrey S. Crouse, Christine M. Gorjanc, Kenneth D.
Knight, Kimber D. Lockhart, Chitra Nayak, and William H. Osborne,
and the Company's remaining officers, including Kenneth D. Knight,
Chief Executive Officer, Ana J. Schrank, Chief Financial Officer,
Thomas R. Brida, General Counsel, Chief Compliance Officer and
Secretary, and David B. Sholehvar, M.D., Chief Operating Officer,
ceased being directors and officers of the Company on the Effective
Date.
About Invitae Corp.
Invitae Corporation is a medical genetics company that is in the
business of delivering genetic testing services, digital health
solutions, and health data services that support a lifetime of
patient care and improved outcomes.
Invitae Corp. and five of its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Lead Case No.
24-11362) on Feb. 13, 2024. In the petition filed by Ana Schrank,
chief financial officer, disclosed $535,115,000 in assets against
$1,618,519,000 in debt.
Judge Michael B. Kaplan oversees the case.
Kirkland & Ellis LLP and Kirkland & Ellis International LLP are the
Debtors' bankruptcy counsel and Cole Schotz, P.C. is the Debtors'
co-bankruptcy counsel. Moelis & Company LLC is the Debtors'
investment banker. FTI Consulting Inc is the Debtors' restructuring
advisor. Kurtzman Carson Consultants LLC is the Debtors's notice
and claims agent. Deloitte Touche Tohmatsu Limited serves as the
Debtors' tax advisor.
* * *
This concludes the Troubled Company Reporter's coverage of Invitae
Corporation until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
IQSTEL INC: Reports $1.9MM Net Loss in Fiscal Q2
------------------------------------------------
iQSTEL Inc. filed with the U.S. Securities and Exchange Commission
its Quarterly Report on Form 10-Q reporting a net loss of
$1,963,887 on $78,635,764 of revenue for the three months ended
June 30, 2024, compared to a net loss of $161,644 on $32,824,829 of
revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $2,544,103 on $130,050,642 of revenue, compared to a net
loss of $320,466 on $57,491,358 of revenue for the same period in
2023.
As of June 30, 2024, the Company had $29,986,660 in total assets,
$22,414,781 in total liabilities, and $7,571,879 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mwshjejf
About iQSTEL Inc.
Coral Gables, Fla.-based iQSTEL Inc. (OTCQX: IQST) is a technology
company with a presence in 19 countries and 70 employees that
offers leading-edge services through its business divisions. The
company's Telecom Division, which represents the majority of
current operations and the source for all of the company's revenues
for the financial periods presented, offers VoIP, SMS, proprietary
Internet of Things (IoT) solutions (www.iotsmartgas.com and
www.iotsmarttank.com), and international fiber-optic connectivity
through its subsidiaries: Etelix (www.etelix.com), SwissLink
Carrier (www.swisslink-carrier.com), Smartbiz Telecom
(www.smartbiztel.com), Whisl Telecom (www.whisl.com), IoT Labs
(www.iotlabs.mx), and QGlobal SMS (www.qglobalsms.com).
iQSTEL finished the year ended December 31, 2023 with a loss of
$219,436 as compared to a loss of $5,865,761 during the year ended
December 31, 2022.
Pittsburgh, Pa.-based Urish Popeck & Co., LLC, the company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 1, 2024, citing that the company has suffered
recurring losses from operations and does not have an established
source of revenues sufficient to cover its operating costs, which
raise substantial doubt about its ability to continue as a going
concern.
J CABELAS: Unsecureds Will Get 5% of Claims over 60 Months
----------------------------------------------------------
J Cabelas, LLC filed with the U.S. Bankruptcy Court for the
District of South Carolina a Plan of Reorganization for Small
Business dated August 2, 2024.
The Debtor was organized on June 18, 2020, as J Cabelas LLC, and is
a South Carolina limited liability company. Ronald B. Jennings Jr.,
and Nadyne D Jennings, are both 50% owners/members of the Debtor.
In May 2021 the Debtor began operations as a fast casual
restaurant.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $5,000.00
annually for a 60-month total of approximately $25,000.00 projected
disposable income for plan payments. The final Plan payment is
expected to be paid in September 2029.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future earnings. The Debtor does not anticipate that sales of
assets or loan proceeds will be necessary for the continued
operation and that the Debtor will be able to continue to operate
based solely on its cash flow from future operations.
Class 3 consists of all non-priority unsecured claims, including
the unsecured portion of the Class 2 Creditors. Class 3 claims will
be paid 5.0% (rounded to the next dollar) of each allowed claim
amount. The Debtor's principal, Franklin Felton, Sr., guaranteed
many of the debts of this Class.
The Debtor shall commence making a semi-annual payment to each
creditor, on a pro-rata basis, with the first payment being due six
months after confirmation of the plan. Any Creditor whose total
distribution amount is less than $500.00 may be paid in full during
the pendency of the plan. The allowed unsecured claims total
$451,006.67. This class is impaired.
Class 5 consists of Equity interests of the Debtor. Ron Jennings
and Nadyne Jennings are each 50% members of the Debtor and shall
retain their interest in the Debtor.
The Debtor shall fund the Plan from earnings. Estimated semi annual
payments to Class 3 on are estimated to be $2,500.00, being
approximately $ 5,000.00 per annum.
A full-text copy of the Plan of Reorganization dated August 2, 2024
is available at https://urlcurt.com/u?l=C84dCE from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Michael H. Conrady, Esq.
Campbell Law Firm, P.A.,
890 Johnnie Dodds Blvd.,
Mt. Pleasant, SC 29465
Tel: (843) 884-6874
Fax: (843) 884-0997
About J Cabelas
J. Cabelas, LLC, was organized on June 18, 2020, as J Cabelas LLC,
and is a South Carolina limited liability company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.S.C. Case No. 24-01458) on April 24,
2024, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Helen E. Burris presides over the case.
The Debtor tapped Kevin Campbell, Esq., at Campbell Law Firm, PA,
as legal counsel and Ferrari Accounting and Advisory as accountant.
J FRANKLIN: Unsecureds Will Get 5% of Claims over 5 Years
---------------------------------------------------------
J Franklin, LLC, filed with the U.S. Bankruptcy Court for the
District of South Carolina a Plan of Reorganization for Small
Business dated August 2, 2024.
The Debtor was organized on June 18, 2020, as J. Knox Abbott LLC,
and in October 2020 changed its name to J Franklin LLC.
J Franklin is a South Carolina limited liability company. Ronald B.
Jennings Jr., and Nadyne D Jennings, are both 50% owners/members of
the Debtor. In December 2020 the Debtor began operations as a fast
casual restaurant.
By June of 2021, the members took over 3 additional locations,
including the location that was previously closed. In ramping up
operations, members had not fully appreciated the working capital
needed to manage and operate the underperforming locations and was
in need of capital. The Debtor started loaning money to its
affiliates to help stabilize them.
The Debtor and its affiliates attempted to receive traditional
sources of funding to stabilize and to meet monthly financial
obligations, but were repeatedly declined. The Debtor was contacted
by a broker offering a traditional line of credit to help with the
cash flow needs. The broker stated that for the Debtor to receive
the line of credit (LOC), the Debtor would need to obtain an MCA to
show payment history for 4-5 weeks. After dozens of attempts from
traditional lenders, the Debtor felt that it had no other option
but to seek the funds in an attempt to receive the LOC.
In early 2024 the Debtor began working with an attorney to try to
restructure its debt. Unfortunately, the MCA lenders did not want
to offer relief, by the time the slower seasons came around, the
business struggled to maintain the payments. Because the Debtor
could not get all lenders to agree to a reasonable restructuring
plan, it had no choice but to file for Sub-Chapter V bankruptcy
relief in April 2024.
The Plan Proponent's financial projections show that the Debtor
will have projected disposable income of approximately $6,000.00
annually for a 60-month total of approximately $30,000 projected
disposable income for plan payments. The final Plan payment is
expected to be paid in September 2029.
This Plan of Reorganization proposes to pay creditors of the Debtor
from future earnings. The Debtor does not anticipate that sales of
assets or loan proceeds will be necessary for the continued
operation and that the Debtor will be able to continue to operate
based solely on its cash flow from future operations.
Non-priority unsecured creditors holding allowed claims will
receive distributions representing no less than the liquidation
yield which the Debtor believes to be approximately 0%. The
Debtor's Plan provides for an approximate 5.0% percent distribution
to non-priority unsecured creditors. The Plan provides for the
payment of administrative, priority, secured and unsecured claims.
Class 3 consists of all non-priority unsecured claims, including
the unsecured portion of the Class 2 Creditors. Class 3 claims will
be paid approximately 5.0% (rounded to the next dollar) of each
allowed claim amount. The Debtor's principal, Franklin Felton, Sr.,
guaranteed many of the debts of this Class. The Debtor shall
commence making a semi-annual payment to each creditor listed
above, on a pro-rata basis, with the first payment being due six
months after confirmation of the plan. Any Creditor whose total
distribution amount is less than $500.00 may be paid in full during
the pendency of the plan. The allowed unsecured claims total
$590,397.03. This class is impaired.
The Debtor has two members/owners, who shall retain their equity
interest in the Debtor.
The Debtor shall fund the Plan from earnings. Estimated semi annual
payments to Class 3 on are estimated to be $925.00 for year one.
After the payment of Class 4, the semi-annual payments to Class 3
will increase to approximately $3,750 for years two through five.
The total payments will be approximately $31,850.
A full-text copy of the Plan of Reorganization dated August 2, 2024
is available at https://urlcurt.com/u?l=cQGyw6 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Michael H. Conrady, Esq.
Campbell Law Firm, P.A.,
890 Johnnie Dodds Blvd.,
Mt. Pleasant, SC 29465
Tel: (843) 884-6874
Fax: (843) 884-0997
About J Franklin
J. Franklin, LLC, is a South Carolina limited liability company.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.S.C. Case No. 24-01457) on Apr. 24, 2024.
In the petition signed by Ronald B. Jennings, Jr., managing member,
the Debtor disclosed up to $500,000 in assets and up to $1 million
in liabilities.
Judge Helen E. Burris oversees the case.
The Debtor tapped Kevin Campbell, Esq., at Campbell Law Firm, PA,
as legal counsel, and Ferrari Accounting and Advisory as
accountant.
KULR TECHNOLOGY: Keith Cochran Resigns as President and COO
-----------------------------------------------------------
KULR Technology Group, Inc. announced Aug. 21 the mutually agreed
upon resignation of Keith Cochran as president and chief operating
officer, effective Aug. 20, 2024. KULR has re-allocated the
oversight of its day-to-day operations among its executive level
management, headed by Chief Executive Officer, Michael Mo.
"On behalf of the Board and rest of the Company, I want to thank
Keith for his years of service to the Company," said Michael Mo.
"We are appreciative of Keith's expertise and leadership throughout
his tenure as President and Chief Operating Officer and wish him
well in his future endeavors."
KULR's Board believes the new leadership structure fully aligns
with the Company's accelerated strategic shift to Webster, Texas,
which the Company has designated as its principal executive office.
While Webster is already the Company's largest office, its San
Diego location will continue to be a critical innovation hub.
The Separation and General Release Agreement contains customary
protections, including a general release of claims by Mr. Cochran
in favor of the Company and certain other related parties. The
Agreement will only go effective after the Revocation Period has
expired. Pursuant to the terms of the Agreement, on the Effective
Date, Mr. Cochran will be entitled to termination benefits in the
form of (i) a lump sum payment of $99,551.12 subject to legally
required payroll withholdings/deductions, (ii) early settlement of
vested grants and accelerated vesting of a portion of the Mr.
Cochran's outstanding equity awards in the aggregate amount of
875,000 shares of the Company's common stock underlying such
grants, deliverable no earlier than Nov. 25, 2024, and (iii)
continuation of COBRA health insurance premiums for four months, in
exchange for release of claims in favor of the Company and its
affiliates.
About KULR Technology Group
KULR Technology Group Inc. -- www.kulrtechnology.com -- is an
energy management platform company offering proven solutions that
play a critical role in accelerating the electrification of the
circular economy. Leveraging a foundation in developing,
manufacturing, and licensing next-generation carbon fiber thermal
management technologies for batteries and electronic systems, KULR
has evolved its holistic suite of products and services to enable
its customers across disciplines to operate with efficiency and
sustainability in mind.
Los Angeles, Calif.-based Marcum LLP the Company's auditor since
2018, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has a working capital
deficit, has incurred losses from operations, 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.
LEROUX CREEK: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Leroux Creek Food Corporation, LLC
9754 3100 Road
Hotchkiss, CO 81419
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-15015
Judge: Hon. Michael E Romero
Debtor's Counsel: Jeffrey A. Weinman, Esq.
ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C.
1600 Stout Street
1900
Denver, CO 80202
Tel: 303-534-4499
Email: jweinman@allen-vellone.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Tuft as president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KLVEEPQ/Leroux_Creek_Food_Corporation__cobke-24-15015__0003.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/KDS6TWY/Leroux_Creek_Food_Corporation__cobke-24-15015__0001.0.pdf?mcid=tGE4TAMA
LOGIX HOLDING: $250MM Bank Debt Trades at 26% Discount
------------------------------------------------------
Participations in a syndicated loan under which Logix Holding Co
LLC is a borrower were trading in the secondary market around 74.4
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
December 23, 2024. The amount is fully drawn and outstanding.
Logix Holding Company, LLC operates as a holding company. The
Company, through its subsidiaries, provides wireline telecom
services. Logix Holding serves customers in the United States.
LSCS HOLDINGS: Moody's Affirms 'B3' CFR, Outlook Remains Stable
---------------------------------------------------------------
Moody's Ratings has affirmed the ratings of LSCS Holdings, Inc.
(d/b/a "Eversana"), including its B3 corporate family rating, B3-PD
probability of default rating, B2 senior secured first lien bank
credit facility (consisting of a revolver and term loan) rating,
and Caa2 senior secured second lien term loan rating. The outlook
remains stable.
The rating affirmation reflects Moody's view that, despite recent
headwinds, Eversana will maintain steady credit metrics over the
next 12 to 18 months. Moody's view Eversana's financial leverage as
high, calculated at approximately 7 times for the last twelve month
period ending June 30, 2024, but expected to decline to the high 6
times range over the next 12 to 18 months. Moody's also view
Eversana's liquidity as adequate, reflected by a nearly fully drawn
receivables securitization facility, partially drawn bank revolving
credit facility, and modest cash on hand.
RATINGS RATIONALE
Eversana's B3 CFR is constrained by the company's high financial
leverage with Moody's adjusted debt-to-EBITDA of approximately 7
times for the last twelve months ended June 30, 2024. Moody's
expect that Eversana's financial leverage will remain high but
decline to the high 6 times range over the next 12 to 18 months.
The rating is also constrained by the company's adequate liquidity,
moderate (albeit growing) absolute size and scale, along with
meaningful customer concentration in the pharmaceutical sector.
Conversely, Eversana's rating benefits from a diverse range of drug
commercialization services that the company offers to its primarily
pharmaceutical company customers. The rating is also supported by
the multi-year duration of Eversana's contracts, growth prospects
driven by favorable pharmaceutical industry fundamentals, and high
revenue visibility provided by contract backlog.
Moody's view Eversana's liquidity as adequate, highlighted by
negative free cash flow in light of elevated interest expense. As
of June 30, 2024, the company had approximately $12 million of
unrestricted cash. Eversana's year-to-date 2024 free cash flow is
approximately negative $4 million and Moody's expect Eversana's
free cash flow to be modestly negative over the next 12 to 18
months, after accounting for mandatory first lien term loan
amortization. The company's liquidity is further supported by
$71.5 million of availability under its $90 million bank revolving
credit facility expiring in December 2026. As of June 30, 2024, the
$175 million accounts receivable revolving facility expiring
January 2026 had approximately $170 million outstanding. The bank
revolving credit facility has a springing first lien net leverage
ratio covenant of 7.5 times when the facility draw exceeds 35% of
the total commitment. As of June 30, 2024, the first lien net
leverage ratio was approximately 3.8 times. Moody's expect Eversana
will maintain sufficient cushion if the covenant were to be
tested.
Eversana's senior secured first lien credit facility, comprised of
a $90 million revolving credit facility expiring in December 2026
and $725 million (approximately $706 million outstanding) term loan
due December 2028, is rated B2, one notch above the B3 CFR. This
reflects the benefit of a layer of loss absorption provided by the
$290 million senior secured second lien term loan, rated Caa2,
which matures in December 2029.
The stable outlook reflects Moody's expectation that Eversana will
grow modestly and deleverage, and improve working capital swings
reducing negative free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company demonstrates effective
management of growth while achieving greater scale. An adoption of
more conservative financial policies with adjusted debt/EBITDA
sustained below 5.5 times could result in a ratings upgrade.
Additionally, a ratings upgrade could occur if the company sustains
positive free cash flow generation and improves its liquidity
position.
The ratings could be downgraded if the company's expansion strategy
fails to produce profitable revenue growth, or if the company
undertakes debt-funded acquisitions or shareholder distributions.
The ratings could be downgraded if the company were to experience a
weakening of liquidity, partially reflected in sustained negative
free cash flow or interest coverage is sustained below one times.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Headquartered in Chicago, Illinois, LSCS Holdings, Inc. (dba
"Eversana") is a provider of drug commercialization services for
pharmaceutical and biotechnology companies. The company provides
several services including strategic advisory, market access,
global pricing, HEOR, and agency, in addition to commercial
solutions such as patient services, pharmacovigilance, channel
management, and deployment solutions. The company is privately
owned by JLL Partners and Water Street Healthcare Partners.
MAGENTA BUYER: $750MM Bank Debt Trades at 77% Discount
------------------------------------------------------
Participations in a syndicated loan under which Magenta Buyer LLC
is a borrower were trading in the secondary market around 22.5
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $750 million Term loan facility is scheduled to mature on July
27, 2029. The amount is fully drawn and outstanding.
Magenta Buyer, LLC (McAfee) is a provider of cybersecurity software
that derives revenue from the sale of security products,
subscriptions, SaaS, support and maintenance, and professional
services.
MANHATTAN SCIENTIFICS: Incurs $158K Net Loss in Second Quarter
--------------------------------------------------------------
Manhattan Scientifics, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $158,000 on $0 of revenue for the three months ended June 30,
2024,
compared to a net loss of $229,000 on $0 of revenue for the three
months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $540,000 on $0 of revenue, compared to a net loss of
$649,000 on $0 of revenue for the six months ended June 30, 2023.
As of June 30, 2024, the Company had $74,000 in total assets, $2.42
million in total liabilities, $1.06 million in series D convertible
preferred mandatory redeemable stock and a total stockholders'
deficit of $3.40 million.
As of June 30, 2024, the Company has an accumulated deficit of
$72,955,000 and negative working capital of $2,371,000.
Manhattan Scientifics stated, "Because of these conditions, the
Company will require additional working capital to develop business
operations. The Company intends to raise additional working
capital through the continued licensing of its technology as well
as to generate revenues for other services. There are no
assurances that the Company will be able to achieve the level of
revenues adequate to generate sufficient cash flow from operations
to support the Company's working capital requirements. To the
extent that funds generated are insufficient, the Company will have
to raise additional working capital. No assurance can be given
that additional financing will be available, or if available, will
be on terms acceptable to the Company. If adequate working capital
is not available, the Company may not continue its operations.
"These factors raise substantial doubt about the Company's ability
to continue as going concern within one year from the date of
filing these financial statements. These financial statements do
not include any adjustments to reflect the possible future effects
on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible
inability of the Company to continue as a going concern.
"The ability to continue as a going concern is dependent on out
generating cash from the sale of our common stock and/or obtaining
debt financing and attaining future profitable operations.
Management's plan includes selling our equity securities and/or
obtaining debt financing to fund our capital requirement and
ongoing operations; however, there can be no assurance the Company
will be successful in these efforts."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1099132/000147793224005089/mhtx_10q.htm
About Manhattan Scientifics
Headquartered in New York, Manhattan Scientifics, Inc. operates as
a technology incubator that seeks to acquire, develop and
commercialize life-enhancing technologies in various fields. To
achieve this goal, the Company continues to identify emerging
technologies through strategic alliances with scientific
laboratories, educational institutions, scientists and leaders in
industry and government. The Company and its executives have a
long-standing relationship with Los Alamos Laboratories in New
Mexico.
Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2020, issued a "going concern" qualification in its
report dated April 1, 2024, citing that the Company has an
accumulated deficit, negative cash flows form operations, and
negative working capital, which raises substantial doubt about its
ability to continue as a going concern.
MARS PROJECT: Case Summary & Five Unsecured Creditors
-----------------------------------------------------
Debtor: The Mars Project Investors, LLC
4131 30th Street
San Diego, CA 92104
Business Description: The Debtor is the fee simple owner of real
property located at 3484, 3488, 3492 &
3498 Adams Avenue, San Diego, CA 92116
having an appraised value of $21 million.
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Southern District of California
Case No.: 24-03192
Debtor's Counsel: Christopher V. Hawkins, Esq.
FENNEMORE LLP
600 B Street, Suite 1700 San Diego, CA 92101
Tel: 619-233-4100
Email: chawkins@fennemorelaw.com
Total Assets: $21,000,923
Total Liabilities: $9,537,112
The petition was signed by Seamus Garland as president of INI
Greenfield MC, the Manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/R4RORSY/The_Mars_Project_Investors_LLC__casbke-24-03192__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Five Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Allen Matkins Legal Fees $750
600 West Broadway
27th Floor
San Diego, CA 92101
2. Crosbie Gliner Legal Fees $437
Schiffman Southard
& Swanson LLP
12750 High Bluff
Drive, Suite 250
San Diego, CA 92130
3. Fenceworks Rental Systems Services $93
870 N. Main St.935 W
San Marcos Blvd,
Suite 103
San Marcos, CA 92078
4. Pasco, Laret, Suiter Services $4,042
and Associates PLSA
1911 San Diego Ave.,
Suite 100
San Diego, CA 92110
5. Studio E Architects Services $14,391
2258 1st Avenue
San Diego, CA 92101
MCCARTEY TIMBER: Unsecureds Owed $1M to Recover 2% over 3 Years
---------------------------------------------------------------
McCartey Timber Co, LLC submitted a First Amended Plan of
Reorganization for Small Business dated August 2, 2024.
The Debtor's financial projections show that the Debtor will have
projected disposable income that is sufficient to pay creditors
holding allowed secured and priority unsecured claims while
maintaining a minimal and necessary level of liquidity and/or
working capital.
The Plan provides for a 2% distribution to creditors holding
nonpriority unsecured claims which is more favorable than the
amount these creditors would receive in a liquidation.
This Plan, under Chapter 11 of the Bankruptcy Code proposes to pay
certain creditors of the Debtor, from cash flow from future
earnings. The Debtor intends to keep the assets disclosed within
its bankruptcy schedules, with the exception of the assets
surrendered herein the Plan. The Debtor does not intend to
liquidate or dispose of any property; however, if disposition or
liquidation of property becomes necessary for a successful
reorganization, the Debtor will undertake such necessary
disposition or liquidation.
A secured creditor will retain its lien on the collateral under
this Plan, to the extent of the secured value of the claim, unless
there is an express provision herein that states otherwise. A
secured creditor will receive payment on its secured claim, as set
forth in this Plan, out of the Debtor's future earnings on the
terms set forth herein this Plan. This Plan provides for payment to
creditors holding administrative and priority unsecured claims.
This Plan provides for a 2% distribution to creditors holding
allowed non-priority unsecured claims.
The Internal Revenue Service filed Proofs of Claim numbers 1 and 9
in the amounts of $39,455.06 and $28,010.40, respectively. Claim 1
represents that the amount of $34,438.56 is entitled to priority
status with the remainder of $5,016.50 being non-priority ("Claim
#1"). Claim 9 applies to post-petition periods ("Claim 9"). The
Debtor objected to Claim #1 and Claim #2. Thereafter, the IRS
amended said claims as follows: a) Claim #1, as amended to the
amount of $5,233.67, represents that the amount of $217.17 is
entitled to priority with the remainder of $5,016.50 being non
priority; and b) Claim #9, as amended to the amount of $70.44, is
entitled to priority.
Upon confirmation of this Plan, the priority unsecured portions of
Claim #1 and Claim #9 in the amount of $287.61 will be paid in
full, together with interest at 7.00% per annum, in a single
monthly installment payment of $289.29, with the same due within 30
days of the Effective Date. The unsecured claim or unsecured
portion thereof Claim #1 is accounted for within Class 3.
Class 3 consists of Non-priority unsecured creditors. Upon
confirmation of this Plan, the creditors holding the aforesaid
non-priority unsecured claims will be paid a total distribution of
approximately 2% of the amount of each respective claim, without
interest, in 3 equal payments, with the first of said payments
being due on the anniversary date of the entry of the confirmation
order, the second of said payments being due on the second
anniversary date, and the third of said payments being due on the
third anniversary date. The allowed unsecured claims total
$1,040,775.84.
The restructuring shall be effective as of the Effective Date, with
payments to be made as set forth herein. The Debtor shall be
allowed a 10-day grace period within which to remit monthly
payments. The Debtor can satisfy the debt at any time without
penalty or unaccrued interest. Upon payment and receipt of the
final installment or amount specified in this Plan, the unsecured
claims shall be deemed paid and satisfied in full.
The Debtor will retain its personal property (excepting the
surrendered collateral), subject to the encumbrances and liens
thereon as provided herein, which will allow the Debtor to operate
its business and pay its creditors from future earnings derived
from such operations. As applicable and necessary, the Debtor will
submit, to the supervision and control of the Trustee, all or such
required portion of its future earnings or other future income as
is necessary to effectuate execution of this Plan. The Debtor's
monthly operating reports support feasibility.
A full-text copy of the First Amended Plan dated August 2, 2024 is
available at https://urlcurt.com/u?l=NKZcu1 from PacerMonitor.com
at no charge.
Attorney for the Debtor:
Anthony B. Bush, Esq.
The Bush Law Firm, LLC
Parliament Place Professional Center
3198 Parliament Circle 302
Montgomery, AL 36116
Telephone: (334) 263-7733
Facsimile: (334) 832-4390
Email: anthonybbush@yahoo.com
abush@bushlegalfirm.com
About McCartey Timber Co LLC
McCartey Timber Co LLC operates a timber harvesting and/or logging
business in Butler County, Alabama.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Ala. Case No. 24-30537) on March 8,
2024. In the petition signed by Michael S. McCartey, member, the
Debtor disclosed up to $10 million in both assets and liabilities.
Anthony Bush, Esq., at The Bush Law Firm, LLC, is the Debtor's
legal counsel.
MEDICAL SOLUTIONS: $1.05BB Bank Debt Trades at 24% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Medical Solutions
Holdings Inc is a borrower were trading in the secondary market
around 76.1 cents-on-the-dollar during the week ended Friday, Aug.
23, 2024, according to Bloomberg's Evaluated Pricing service data.
The $1.05 billion Term loan facility is scheduled to mature on
November 1, 2028. The amount is fully drawn and outstanding.
Medical Solutions provides contingent clinical labor solutions to
hospitals across the US. It was acquired by Centerbridge Partners,
L.P. and Caisse de depot et placement du Quebec from TPG Growth in
2021.
METRO COURIER: Unsecureds to Split $126K over 60 Months
-------------------------------------------------------
Metro Courier, Inc. filed with the U.S. Bankruptcy Court for the
District of Kansas a Plan of Reorganization dated August 2, 2024.
The Debtor is a shipping company headquartered in Wichita, Kansas
and providing shipping services to commercial customers throughout
the State of Kansas.
The Debtor's Plan is for a period of 5 years beginning the date the
first installment Plan payment is paid under the confirmed Plan,
and ending 5 years thereafter (the "Plan Period"). Upon entry of an
Order confirming this Plan (the "Confirmation Order"), all property
of the estate shall vest in the Debtor free and clear of all liens
and encumbrances, except such liens and encumbrances as are
specifically provided for in this Plan or in the Confirmation
Order.
The Plan provides for full payment of all allowed administrative,
priority and secured claims. The Plan provides for payment of a
portion of allowed unsecured claims. The Debtor will be able to
make payments under this Plan from its business revenues by its
cash flow projections.
Class 13 consists of all timely filed and allowed general
non-priority unsecured claims, including that portion of the claims
of secured creditors which exceeds the value of their collateral.
After payment in full of the allowed administrative and priority
claims, the Debtor shall pay general unsecured creditors on a pro
rata basis from Plan payments made to the unsecured creditor class.
The Debtor's payments to the unsecured creditor class shall be in
the total amount of $126,000 and paid at the rate of $2,100 per
month for 60 months, with disbursements to allowed general
unsecured claims made on an annual basis.
The first payment by the Debtor to the general unsecured claims
shall be made the month following payment in full of allowed
administrative claims, and shall continue each month thereafter.
After a total of $126,000 has been paid to the Class 13 unsecured
creditor class, the Debtor shall make no further payments to
unsecured claimants. To the extent general unsecured claims are not
paid, the claims shall be discharged.
Upon entry of an Order confirming this Plan, all real estate and
personal property of the Debtor shall vest in Debtor free and clear
of all liens and encumbrances except such liens and encumbrances as
are specifically provided for in this Plan or in the Confirmation
Order.
A full-text copy of the Plan of Reorganization dated August 2, 2024
is available at https://urlcurt.com/u?l=wdHw3f from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Mark J. Lazzo, Esq.
Mark J. Lazzo, P.A.
3500 N. Rock Road
Bldg. 300, Suite B
Wichita, KS 67226
Tel: (316) 263-6895
Email: mark@lazzolaw.com
About Metro Courier
Metro Courier, Inc., owns and operates a courier business in
Wichita, Kansas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 24-10263) on April 5,
2024. In the petition signed by Anita L. Vara, president, the
Debtor disclosed up to $50,000 in both assets and liabilities.
The Debtor tapped Mark J. Lazzo, Esq., at Mark J. Lazzo PA as legal
counsel; Ron D. Beal, PA, as special counsel; and Koch Siedhoff
Hand & Dunn, LLP as accountant.
MFT RESOURCES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: MFT Resources, LLC
f/k/a Master Flow Technologies, LLC
4115 Hwy 1
Natchitoches LA 71457
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Western District of Louisiana
Case No.: 24-80523
Judge: Hon. Stephen D Wheelis
Debtor's Counsel: Thomas R. Willson, Esq.
THOMAS R. WILLSON
1330 Jackson Street, Suite C
Alexandria LA 71301
Tel: (318) 442-8658
Email: rocky@rockywillsonlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Waylon R. White as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/PIIDAJI/MFT_Resources_LLC__lawbke-24-80523__0001.0.pdf?mcid=tGE4TAMA
MICHAELS COS: $1.95BB Bank Debt Trades at 19% Discount
------------------------------------------------------
Participations in a syndicated loan under which Michaels Cos
Inc/The is a borrower were trading in the secondary market around
81.3 cents-on-the-dollar during the week ended Friday, Aug. 23,
2024, according to Bloomberg's Evaluated Pricing service data.
The $1.95 billion Term loan facility is scheduled to mature on
April 17, 2028. The amount is fully drawn and outstanding.
The Michaels Companies, Inc. doing business as Michaels operates as
a chain of arts and crafts stores. The Company provides arts,
crafts, floral and wall decor, framing, and merchandise for makers
and do-it-yourself home decorators. Michaels Companies serves
customers in North America.
MOBIVITY HOLDINGS: Posts $2.5 Million Net Loss in Fiscal Q2
-----------------------------------------------------------
Mobivity Holdings Corp. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $2,516,120 on $1,473,040 of revenues for the for the three
months ended June 30, 2024, compared to a net loss of $2,272,082 on
$1,861,171 of revenues for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $4,770,362 on $3,073,947 of revenues, compared to a net
loss of $4,750,257 on $3,742,653 of revenues for the same period in
2023. The Company had an accumulated deficit of $134,730,970 as of
June 30, 2024.
As of June 30, 2024, the Company had $2,158,258 in total assets,
$15,186,878 in total liabilities, and $13,028,620 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3yhxczv4
About Mobivity
Headquartered in Chandler, Arizona, Mobivity Holdings Corp. is in
the business of developing and operating proprietary platforms
through which brands and enterprises can conduct national and
localized, data-driven marketing campaigns.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered net
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
NETCAPITAL INC: Inks $2.1M Stock Purchase Deal With H.C. Wainwright
-------------------------------------------------------------------
Netcapital Inc. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Aug. 23 it entered into an At The
Market Offering Agreement with H.C. Wainwright & Co., LLC, to sell
shares of the Company's common stock, par value $0.001 per share,
having an aggregate sales price of up to $2,100,000, from time to
time, through an "at the market offering" program under which
Wainwright will act as sales agent. The sales, if any, of the
Shares made under the ATM Agreement will be made by any method
permitted by law deemed to be an "at the market offering" as
defined in Rule 415 promulgated under the Securities Act of 1933,
as amended.
The Company will pay Wainwright a commission rate equal to 3.0% of
the aggregate gross proceeds from each sale of Shares and have
agreed to provide Wainwright with customary indemnification and
contribution rights. The Company will also reimburse Wainwright
for certain specified expenses in connection with entering into the
ATM Agreement. The ATM Agreement contains customary
representations and warranties and conditions to the sale of the
Shares pursuant thereto.
The Company is not obligated to sell any of the Shares under the
ATM Agreement and may at any time suspend solicitation and offers
thereunder. The offering of Shares pursuant to the ATM Agreement
will terminate on the earlier of (1) the sale, pursuant to the ATM
Agreement, of Shares having an aggregate offering price of
$2,100,000 and (2) the termination of the ATM Agreement by either
us or Wainwright, as permitted therein.
The Shares will be issued pursuant to our shelf registration
statement on Form S-3 (File No. 333-333-267921) filed by the
Company with the SEC on Oct. 18, 2022 and declared effective by the
SEC on Oct. 26, 2022. Concurrently, the Company also filed a
prospectus supplement, dated Aug. 23, 2024, with the SEC in
connection with the offer and sale of the Shares.
About Netcapital Inc.
Headquartered in Boston, MA, Netcapital Inc. -- www.netcapital.com
-- is a fintech company with a scalable technology platform that
allows private companies to raise capital online from accredited
and non-accredited investors. The Company gives all investors the
opportunity to access investments in private companies. The
Company's model is disruptive to traditional private equity
investing and is based on Title III, Regulation Crowdfunding ("Reg
CF") of the Jumpstart Our Business Startups Act ("JOBS Act"). In
addition, the Company has recently expanded its model to include
Regulation A offerings. The Company generates fees from listing
private companies on its funding portal located at
www.netcapital.com. The Company also generates fees from advising
companies with respect to their Reg A offerings posted on
www.netcapital.com. The Company's consulting group, Netcapital
Advisors Inc., which is a wholly owned subsidiary, provides
marketing and strategic advice to companies in exchange for cash
fees and/or equity positions. The Netcapital funding portal is
registered with the SEC, is a member of the Financial Industry
Regulatory Authority ("FINRA"), a registered national securities
association, and provides investors with opportunities to invest in
private companies.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated July 29, 2024, citing that the
Company has a negative working capital, net operating losses, and
negative cash flows from operations. These factors, among others,
raise substantial doubt about the Company's ability to continue as
a going concern.
NORDICUS PARTNERS: Incurs $258K Net Loss in First Quarter
---------------------------------------------------------
Nordicus Partners Corporation filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $258,169 on $0 of revenue for the three months ended
June 30,
2024, compared to a net loss of $40,296 on $0 of revenue for the
three months ended June 30, 2023.
As of June 30, 2024, the Company had $20.80 million in total
assets, $65,155 in total liabilities, and $20.74 million in total
stockholders' equity.
Nordicus stated, "The Company has minimal revenue and has incurred
losses since inception resulting in an accumulated deficit of
$44,141,696 as of June 30, 2024. As a result, we expect our funds
will not be sufficient to meet our needs for more than twelve
months from the date of issuance of these financial statements.
Accordingly, there is substantial doubt about the ability to
continue as a going concern.
"The ability to continue as a going concern is dependent upon the
Company's recent acquisition, its generating profitable operations
in the future and/or obtaining the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due. Management intends to finance
operating costs over the next twelve months with existing cash on
hand, the private placement of common stock and the exercise of
outstanding warrants. The financial statements of the Company do
not include any adjustments that may result from the outcome of
these uncertainties."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1011060/000149315224033179/form10-q.htm
About Nordicus Partners
Nordicus Partners Corporation, headquartered in Beverly Hills, CA,
is a financial consulting company, specializing in providing Nordic
companies with the best possible conditions to establish themselves
on the U.S. market, taking advantage of management's combined +90
years of experience in the corporate sector, serving in different
capacities both domestically and globally. The Company also
operates as a business incubator, in which it can provide added
value by accelerating and smoothing companies' transition to the
U.S. through a number of support resources and services such as
office space, lawyers, bookkeepers, marketing specialists, etc.
with years of experience navigating through the U.S. marketplace.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated July 2, 2024, citing that the
Company has an accumulated deficit, net losses, and minimal
revenue. These factors, among others, raise substantial doubt
about the Company's ability to continue as a going concern.
NORTHEAST GROCERY: Moody's Cuts CFR to B3 & 1st Lien Loan to Caa1
-----------------------------------------------------------------
Moody's Ratings downgraded Northeast Grocery, Inc.'s corporate
family rating to B3 from B2, its probability of default rating to
B3-PD from B2-PD and its senior secured 1st lien term loan rating
to Caa1 from B3. The outlook is stable.
The downgrade reflects Northeast Grocery's weak operating
performance which has resulted in higher than expected financial
leverage, weak interest coverage and lower than expected free cash
flow. Debt/EBITDA was 4.5x while EBITA/Interest was 1.0x for the
fiscal year ending April 28, 2024, both of which exceed Moody's
downgrade thresholds. Moody's expect Northeast Grocery to continue
to face a difficult consumer spending environment which will
constrain revenue growth but that disciplined expense management
when combined with continued debt repayment should result in
relatively flat debt to EBITDA and interest coverage over the next
12 months.
RATINGS RATIONALE
Northeast Grocery's B3 corporate family rating reflects the
company's relatively small scale within the highly competitive
grocery retail sector and its regional geographic concentration in
just six Northeast states with the large majority of stores in New
York. The rating also reflects the company's weak EBITA to interest
at 1.0x and relatively high debt/EBITDA at 4.5x. Northeast
Grocery's profitability was weakened by decreased funds from the
government's Supplemental Nutrition Assistance Program ("SNAP")
which adversely affected the company's customer base as well as by
high labor costs. Moody's expect earnings will be negatively
affected by flat to negative low single digit same store sales but
will benefit from a number of strategic initiatives that management
has undertaken to improve the company's operating performance.
Some of these include headcount reductions, better procurement, and
better merchandising. Debt repayment will in part reflect the
company's 7.5% yearly amortization payments.
The ratings are supported by Northeast Grocery's solid position in
its regional markets. With the use of partners, such as Instacart,
the company will continue delivery and curbside pickup at most of
its stores. The company also benefits from operating margins that
are in line with many larger peers. Northeast Grocery's positive
free cash flow is also positive rating factors.
The Caa1 rating on the company's senior secured term loan reflects
their junior position in Northeast Grocery's capital structure to
its $345 million asset based revolving credit facility (ABL). The
ABL has a priority claim on accounts receivable and inventory.
The stable outlook reflects Moody's expectation that Northeast
Grocery's strategic initiatives will drive improved same store
sales growth and preserve EBITDA margins. The stable outlook also
reflects that financial policies will remain balanced and that
Northeast Grocery will maintain adequate liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if Northeast Grocery's operating
performance continues to deteriorate or if the company's liquidity
and free cash flow weakens. Aggressive financial policies,
including debt funded acquisitions or shareholder distributions
could also prompt a downgrade. Quantitatively, ratings could be
downgraded should debt/EBITDA (including Moody's adjustments) rise
above 5.25x or EBITA/interest falls below 1.0x.
Ratings could be upgraded if operating performance improves, as
evidenced by same store sales growth that remains consistently
positive while maintaining steady to improving operating margins.
In addition, an upgrade would require maintaining good liquidity
including positive free cash flow. Quantitatively, ratings could be
upgraded should debt/EBITDA (including Moody's adjustments) be
sustained below 4.5x and EBITA/interest be sustained above 1.5x.
Headquartered in Schenectady, New York, Northeast Grocery, Inc.
operates 273 grocery stores in the Northeast under the Tops, Price
Chopper and Market 32 banners. Northeast generates about $6.5
billion in revenue.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
NUWELLIS INC: Mutually Terminates Supply Agreement With DaVita
--------------------------------------------------------------
Nuwellis, Inc., disclosed in a Form 8-K filed with the Securities
and Exchange Commission that on Aug. 21, 2024, the Company and
DaVita Inc., a Delaware corporation, entered into a termination
agreement and mutually agreed to terminate its Supply and
Collaboration Agreement, dated as of June 19, 2023, as amended and
the related Common Stock Purchase Warrant and Registration Rights
Agreement, each dated as of June 19, 2023.
The termination of the Davita Agreements is effective immediately.
The respective rights and obligations of each party under the
Supply Agreement that survive termination pursuant to the terms and
conditions set forth therein shall continue and all rented and
unused Products (as defined in the Supply Agreement) shall be
returned to the Company. The vesting milestones pursuant to the
terms of the Supply Agreement were never attained and therefore the
Warrant never vested. Additionally, because the Ultrafiltration
Services Approval (as defined in the Supply Agreement) was never
attained, the registration rights pursuant to the terms of the
Registration Rights Agreement were never in effect.
About Nuwellis Inc.
Eden Prairie, Minn.-based Nuwellis, Inc., is a medical technology
company dedicated to transforming the lives of patients suffering
from fluid overload through science, collaboration, and innovative
technology. The company is focused on developing, manufacturing,
and commercializing medical devices used in ultrafiltration
therapy, including the Aquadex FlexFlow and the Aquadex SmartFlow
systems. The Aquadex SmartFlow system is indicated for temporary
(up to eight hours) or extended (longer than 8 hours in patients
who require hospitalization) use in adult and pediatric patients
weighing 20 kg or more whose fluid overload is unresponsive to
medical management, including diuretics.
Minneapolis, Minn.-based Baker Tilly US, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated March 11, 2024, citing that the Company has recurring
lossesfrom operations, an accumulated deficit, expects to incur
losses for the foreseeable future and needs additional working
capital. These are the reasons that raise substantial doubt about
its ability to continue as a going concern.
NUZEE INC: Inks Deal to Sell US$1.3M Convertible Notes to Investors
-------------------------------------------------------------------
NuZee, Inc, disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Aug. 20, 2024, it entered into a
convertible note purchase agreement with certain investors to issue
and sell convertible notes in the aggregate principal amount of
US$1,300,000.
The Notes bear interest at an annual rate of 7% and have a maturity
date of one year from the issuance date. The Notes shall not be
converted until the Company obtains shareholder approval for the
issuance of shares underlying the Notes. Upon obtaining such
approval, the holder may convert the Notes into a number of shares
of Common Stock equal to (i) the outstanding principal amount of
the Notes, plus any accrued but unpaid interest, divided by (ii)
$0.94, the conversion price. Any conversion of the Notes resulting
in a fractional share shall be rounded down to the nearest whole
share.
On Aug. 20, 2024, in connection with the Purchase Agreement, the
Company entered into a Registration Rights Agreement with the
Investors. The Company shall prepare and, as soon as practicable,
but in no event later than 30 days subsequent to the filing of the
Form 10-Q for the period ended June 30, 2024, or five business days
after the approval by the Company's stockholders of the
transactions contemplated in the Purchase Agreement, whichever is
later.
About Nuzee Inc.
NUZEE, INC. is a digital marketing, sales and distribution company
for various consumer products with focuses on food and beverages.
Dedicated to reshaping the digital marketing and distribution with
technological applications, the Company endeavors to create greater
commercial value for its business partners and therefore enhance
its own enterprise value and shareholders' value of their stake in
the Company. The Company has a professional brand and marketing
management system, which can quickly help partnering enterprises
achieve the connection, management, and operation of marketing
channels domestically and globally.
Going Concern
Nuzee said in its Quarterly Report for the period ended June 30,
2024, that, "Since its inception, the Company has devoted
substantially all of its efforts to business planning, research and
development, recruiting management and technical staff, acquiring
operating assets, raising capital and the commercialization and
manufacture of its single serve coffee products. The Company has
grown revenues from its principal operations; however, there is no
assurance of future revenue growth similar to historical levels. As
of June 30, 2024, the Company had cash of $374,458 and working
capital of $(801,812). The Company has not attained profitable
operations since inception. The accompanying consolidated
financial statements have been prepared in accordance with GAAP,
which contemplates continuation of the Company as a going concern.
The Company has had limited revenues, recurring losses and an
accumulated deficit. These items raise substantial doubt as to the
Company's ability to continue as a going concern. The accompanying
consolidated financial statements do not include any adjustments
that might result from the outcome of this uncertainty. The
Company's continued existence is dependent upon management's
ability to develop profitable operations and to raise additional
capital for the further development and marketing of the Company's
products and business."
NXT ENERGY: Reports C$3.01 Million Net Loss in Fiscal Q2
--------------------------------------------------------
Nxt Energy Solutions Inc. filed with the U.S. Securities and
Exchange Commission its Condensed Consolidated Interim Balance
Sheets for the three and six months ended June 30, 2024, reporting
a net loss and comprehensive loss of C$3,013,213 for the three
months ended June 30, 2024, compared to a net loss and
comprehensive loss of C$1,706,809 for the same period in 2023.
For the six months ended June 30, 2024, the Company reported a net
loss and comprehensive loss of C$4,799,813, compared to a net loss
and comprehensive loss of C$3,321,456 for the same period in 2023.
As of June 30, 2024, the Company had C$16,545,816 in total assets,
C$12,677,536 in total liabilities, and C$3,868,280 in total
shareholders' equity.
A full-text copy of the Company's Report filed on Form 6-K is
available at:
https://tinyurl.com/4dmtj8cn
About NXT Energy
NXT Energy Solutions Inc. is a Calgary-based technology company
whose proprietary SFD survey system utilizes quantum-scale sensors
to detect gravity field perturbations in an airborne survey method.
This system can be used both onshore and offshore to remotely
identify areas with exploration potential for traps and reservoirs.
The SFD survey system enables the Company's clients to focus their
hydrocarbon exploration decisions concerning land commitments, data
acquisition expenditures, and prospect prioritization on areas with
the greatest potential. SFD is environmentally friendly and
unaffected by ground security issues or difficult terrain and is
the registered trademark of NXT Energy Solutions Inc. NXT Energy
Solutions provides its clients with an effective and reliable
method to reduce time, costs, and risks related to exploration.
Calgary, Canada-based MNP LLP, the Company's auditor since 2023,
issued a "going concern" qualification in its report dated March
27, 2024, citing that the Company's current cash position is not
expected to be sufficient to meet the Company's obligations and
planned operations for a year beyond the date of the auditor's
report, unless additional financing is obtained or new revenue
contracts are completed. This raises substantial doubt about the
Company's ability to continue as a going concern.
OAKRIDGE PROPERTY: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Oakridge Property CMBS LLC
4016 Grand Avenue
Suite B
Chino CA 91710
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Central District of California
Case No.: 24-15012
Judge: Hon. Scott H Yun
Debtor's Counsel: Jonathan S. Shenson, Es.q
GREENBERG GLUSKER FIELDS CLAMAN & MACHTINGER LLP
2049 Century Park East, Suite 2600
Los Angeles, CA 90067
Tel: 310-553-3610
Email: jshenson@greenbergggulusker.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Shane Huang as manager.
The Debtor indicated in the petition it has no creditors holding
unsecured claims.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/74PIY6A/Oakridge_Property_CMBS_LLC__cacbke-24-15012__0001.0.pdf?mcid=tGE4TAMA
ONEMETA INC: Incurs $1.1 Million Net Loss in Second Quarter
-----------------------------------------------------------
OneMeta Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q reporting a net loss of $1.07 million
on $5,489 of total revenue for the three months ended June 30,
2024, compared to a net loss of $3.49 million on $44,802 of total
revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $2.01 million on $10,876 of total revenue, compared to a
net loss of $4.04 million on $47,962 of total revenue for the six
months ended June 30, 2023.
As of June 30, 2024, the Company had $339,230 in total assets,
$1.54 million in total liabilities, and a total stockholders'
deficit of $1.20 million.
OneMeta said, "As of June 30, 2024, the Company had not yet
achieved profitable operations and expects to incur further losses
in the development of its business, all of which raise substantial
doubt about the Company's ability to continue as a going concern.
The Company's ability to continue as a going concern is dependent
upon its ability to generate future profitable operations and/or to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from normal business operations when they
come due. Management has no formal plan in place to address this
concern but considers that the Company will be able to obtain
additional funds by equity financing and/or related party advances,
however, there is no assurance of additional funding being
available."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001388295/000149315224031498/form10-q.htm
About OneMeta
OneMeta Inc. operates to develop artificial intelligence products
that enable companies and individuals to reach their highest
potential by eliminating language barriers in daily communications
by providing high-quality, accurate, and efficient interpretation
and translation services using natural language processing (NLP)
technology. The Company's focus is on developing a proprietary
architecture that is faster and more accurate than any other
company, with a commitment to providing superior quality services
to its customers. The Company intends to serve a wide variety of
markets and customers and will be focused on becoming a leader in
the creation of pragmatic products for the interpretation and
translation industry.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the company has incurred recurring
losses from operations and had not yet achieved profitable
operations as of December 31, 2023 which raises substantial doubt
about its ability to continue as a going concern.
OPGEN INC: To Restate Q1 2024 Form 10-Q Due to Accounting Error
---------------------------------------------------------------
OpGen, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Aug. 14, 2024, management of the
Company, in consultation with the Company's board of directors and
the Company's independent registered public accounting firm,
concluded that the Company's previously issued unaudited condensed
consolidated financial statements contained within its Quarterly
Report on Form 10-Q for the period ended March 31, 2024, should no
longer be relied upon due to an error in the financial statements
and that a restatement of such prior financial statements is
required. The error relates to the accounting treatment of an
indemnification asset arising from the Company's former office
lease in the Q1 2024 Financial Statements. In the Q1 2024
Financial Statements, the Company recorded an indemnification asset
and associated gain on lease indemnification to reflect the entry
by the Company into a sublease agreement with a subtenant and the
subtenant's agreement to indemnify the Company from any claims,
obligations, or liabilities that may arise during their tenancy
beginning on April 1, 2024. The Company subsequently determined
that such accounting was incorrect and that the Company should
continue to account for the headlease as a continuing operating
lease and sublease. Based on the foregoing, the Company will
correct such error by restating the Q1 2024 Financial Statements in
an amended Quarterly Report on Form 10-Q for the affected period.
About OpGen
OpGen, Inc. (Rockville, Md., U.S.A.) -- www.opgen.com --is a
precision medicine company harnessing the power of molecular
diagnostics and bioinformatics to help combat infectious disease.
The Company distributes molecular microbiology solutions that help
guide clinicians with more rapid and actionable information about
life threatening infections to improve patient outcomes, and
decrease the spread of infections caused by multidrug-resistant
microorganisms, or MDROs.
West Palm Beach, Florida-based Beckles & Co., Inc., the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated June 3, 2024, citing that the Company has incurred
recurring losses from operations since inception and has stated
that substantial doubt exists about the Company's ability to
continue as a going concern.
ORCHID MERGER: $400MM Bank Debt Trades at 39% Discount
------------------------------------------------------
Participations in a syndicated loan under which Orchid Merger Sub
II LLC is a borrower were trading in the secondary market around
60.7 cents-on-the-dollar during the week ended Friday, Aug. 23,
2024, according to Bloomberg's Evaluated Pricing service data.
The $400 million Term loan facility is scheduled to mature on July
27, 2027. About $279.6 million of the loan is withdrawn and
outstanding.
Orchid Merger Sub II LLC provides technology services (IT
services).
OUTLOOK THERAPEUTICS: Reports $44.4MM Net Income in Fiscal Q3
-------------------------------------------------------------
Outlook Therapeutics, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $44.4 million for the three months ended June 30,
2024, compared to a net loss of $20.7 million for the three months
ended June 30, 2023.
For the nine months ended June 30, 2024 and 2023, the Company
reported net losses of $81.1 million and $46 million, respectively.
For the fiscal third quarter ended June 30, 2024, Outlook
Therapeutics reported net income attributable to common
stockholders of $44.4 million, or $1.91 per basic share, and net
loss attributable to common stockholders of $0.89 per diluted
share, compared to a net loss attributable to common stockholders
of $20.7 million, or $1.61 per basic and diluted share, for the
same period last year. For the fiscal third quarter ended June 30,
2024, Outlook Therapeutics also reported an adjusted net loss
attributable to common stockholders1 of $19.2 million, or $0.83 per
basic and diluted share, as compared to an adjusted net loss
attributable to common stockholders of $17.8 million, or $1.38 per
basic and diluted share, for fiscal third quarter 2023.
Adjusted net loss attributable to common stockholders for the
fiscal third quarter ended June 30, 2024 includes $3.4 million of
warrant related expenses, $59.5 million of decrease in fair value
of warrant liability and $7.6 million of decrease in fair value of
convertible promissory notes. Adjusted net loss attributable to
common stockholders for the fiscal third quarter ended June 30,
2023 includes $2.9 million of increase in fair value of convertible
promissory notes.
In March and April 2024, Outlook Therapeutics closed its previously
announced private placements of common stock and accompanying
warrants. In addition to the upfront gross proceeds of $65 million,
Outlook Therapeutics has the potential to receive additional gross
proceeds of up to $107 million upon the full cash exercise of the
warrants issued in the private placements, before deducting
placement agent fees and offering expenses.
As of June 30, 2024, Outlook Therapeutics had cash and cash
equivalents of $32 million.
As of June 30, 2024, the Company had $47.1 million in total assets,
$130.8 million in total liabilities, and $83.7 million in total
stockholders' deficit.
"This quarter we achieved two major milestones with receipt of
Marketing Authorization in both the European Union and the United
Kingdom. Additionally, we made significant progress with our
primary focus, which remains the successful completion of
enrollment in our ongoing NORSE EIGHT clinical trial. Based on our
enrollment progress, we expect to report those results in the
fourth calendar quarter of 2024 with the anticipated resubmission
of our BLA in the first calendar quarter of 2025," commented
Russell Trenary, President and Chief Executive Officer of Outlook
Therapeutics. "Meanwhile, we continue commercial preparations to
launch the first, and only, ophthalmic approved bevacizumab for the
treatment of wet AMD in the EU and UK, either directly or with a
partner, anticipated in the first half of calendar year 2025."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/yfndv45d
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.
PECF USS: $2BB Bank Debt Trades at 43% Discount
-----------------------------------------------
Participations in a syndicated loan under which PECF USS
Intermediate Holding III 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 $2 billion Term loan facility is scheduled to mature on
December 15, 2028. About $206 million of the loan is withdrawn and
outstanding.
PECF USS Intermediate Holding III Corporation is the issuing entity
for a debt extended to United Site Services Inc., a provider of
portable sanitation and related site services.
PERFORMANCE PROPERTY: Case Summary & 16 Unsecured Creditors
-----------------------------------------------------------
Debtor: Performance Property Management, LLC
4112 Summer Ave.
Memphis, TN 38122
Chapter 11 Petition Date: August 28, 2024
Court: United States Bankruptcy Court
Western District of Tennessee
Case No.: 24-24172
Judge: Hon. Jennie D Latta
Debtor's Counsel: Toni Campbell Parker, Esq.
LAW FIRM OF TONI CAMPBELL PARKER
45 N. BB KIng Blvd., Ste. 201
Memphis, TN 38103
Tel: 901-483-1020
Fax: 866-489-7938
Email: tparker002@att.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Derrick Brown as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 16 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/PZLN5HI/Performance_Property_Management__tnwbke-24-24172__0001.0.pdf?mcid=tGE4TAMA
PINNACLE FOODS: Unsecureds Will Get 3% of Claims over 60 Months
---------------------------------------------------------------
Pinnacle Foods of California, LLC, filed with the U.S. Bankruptcy
Court for the Eastern District of California a Plan of
Reorganization for Small Business dated August 2, 2024.
The Debtor is a Limited Liability Company formed on July 30, 2018.
The Debtor's equity security holder is lmran Damani, who is also
the President of the Debtor. The Debtor operates six Popeyes
franchise restaurants.
The Debtor is also a party to a ground lease for a vacant lot
located in 1160 Fresno Street, Fresno, CA 93706 which ground lease
the Debtor is rejecting. Debtor holds an interest in the following
two real properties: (1) 5227 E. Kings Canyon Road, Fresno, CA
93727 and (2) 3004 Blackstone Avenue, Fresno, CA 93703. The Debtor
owns each of these two structures and has 2 ground lease agreements
for each real property with 3004 Blackstone LLC.
The Debtor's proposed 5-year projections itemize the Debtor's
revenue source and the expenses for the next 5 years. The Debtor
intends to fund its plan from the continued operation of its
business. Since the filing of the present bankruptcy case, the
Debtor reorganized its affairs, and downsized its business overhead
expenses and focused on increasing revenue for its Popeyes
restaurants.
The final Plan payment is expected to be paid on November 2029
(estimated).
This Plan of Reorganization proposes to pay creditors of the Debtor
from business operation.
Class 3(a) consists of General Unsecured Creditors, Excluding the
Leases the Debtor Wishes to Assume which are classified in Class
3(b) and the Popeyes Franchise Fees which are classified in Class
3(c). The total amount of the allowed general unsecured claims is
$2,495,752.37. Based on the liquidation analysis and the income
valuation of the Debtor's assets, the holders of allowed general
unsecured claims will be receiving an estimated 3% pro-rata
distribution through the plan. The distribution to allowed general
unsecured claims will be made monthly, with the first payment of
$1,247.87 due on the Effective Date, followed by 59 consecutive
payments, each in the amount of $1,247.98 to be paid pro-rata to
each holder of allowed general unsecured claim.
Class 3(b) consists of Landlord for the lease agreements that have
pre petition arrears which Debtor intends to assume. The total
amount of the allowed general unsecured claims is $148,522.99. The
Debtor assumes the lease agreements and proposes to cure the
pre-petition arrears over 12 months, with the first payment of
$12,376.90 due on the Effective Date, followed by 11 consecutive
payments thereafter, each in the amount of $12,376.90, until the
prepetition lease arrears are paid in full.
Class 3(c) consists of Popeyes Louisiana Kitchen for pre-petition
royalties, advertising and related fees. The total amount owed to
Popeyes is $226,332.15. The Debtor intends to assume the franchise
agreements and cure the pre-petition arrears over 12 months, with
the first payment of $18,861.01 due on the Effective Date, followed
by 11 consecutive payments thereafter, each in the amount of
$18,861.01, until the pre-petition arrears are paid in full.
The Debtor's proposed 5-year projections itemize the Debtor's
revenue sources and the expenses for the next 5 years. The Debtor
intends to fund its plan from the continued operation of its
business. Since the filing of the present bankruptcy case, the
Debtor has reorganized its affairs with focus on increased
profitability through improved operational efficiencies,
elimination and reduction of expenditures and price adjustments.
Debtor's projections were prepared by carefully analyzing the
historical income and expenses, the Debtor's performance during the
present case, and the prospective income and expenses, with the
recent changes made to its business operation.
A full-text copy of the Plan of Reorganization dated August 2, 2024
is available at https://urlcurt.com/u?l=iL1xzf from
PacerMonitor.com at no charge.
Attorney for the Plan Proponent:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Boulevard, 6th Floor,
Beverly Hills, CA 90212
Telephone: (310) 271-6223
Facsimile: (310) 271-9805
Email: rnichael.bergerbankruptcypower.com
About Pinnacle Foods of California
Pinnacle Foods of California LLC operates six Popeyes franchise
restaurants.
The Debtor filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 24-11015) on
April 22, 2024, listing $2,077,748 in assets and $4,509,986 in
liabilities. The petition was signed by Imran Damani as president.
Judge Rene Lastreto II presides over the case.
The Debtor tapped Michael Jay Berger, Esq. at Law Offices of
Michael Jay Berger as bankruptcy counsel and Craig R. Tractenberg,
Esq., at Fox Rothschild LLP as special franchise counsel.
PLANET GREEN: Posts $5.7MM Net Income for Quarter Ended June 30
---------------------------------------------------------------
Planet Green Holdings Corp. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net income of $5,686,673 on $1,945,211 of net revenue for the three
months ended June 30, 2024, compared to a net loss of $12,199,648
on $4,573,443 of net revenue for the three months ended June 30,
2023.
The Company reported net income of $4,605,769 on $3,475,978 of net
revenue and a net loss of $13,485,019 on $13,107,735 of revenue for
the six months ended June 30, 2024, and 2023, respectively.
As of June 30, 2024, the Company had $42,238,506 in total assets,
$25,708,042 in total liabilities, and $16,530,464 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3rtrb6xe
About Planet Green Holdings
Planet Green Holdings Corp., headquartered in Flushing, N.Y., is
not an operating company in the PRC but a Nevada holding company
with operations conducted through its subsidiaries in the PRC,
U.S., Hong Kong, and Canada, and through contractual arrangements
with its variable interest entity, Jilin Chuanyuan, which is
incorporated in the PRC. Planet Green is engaged in a variety of
business activities, including consumer products, chemical
products, and online advertising and mobile games.
Irvine, Calif.-based YCM CPA, Inc., the Company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024, citing that the Company has an accumulated deficit
as of December 31, 2023, and currently faces a 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.
POET TECHNOLOGIES: Reports 2nd Quarter 2024 Financial Results
-------------------------------------------------------------
POET Technologies Inc. reported its unaudited condensed
consolidated financial results as at and for the three months ended
June 30, 2024.
Second Quarter and Recent Business Highlights:
* The Company announced a major design win with Foxconn
Interconnect Technology (FIT) to supply 800G and 1.6T optical
engines for FIT pluggable modules that address the growth in demand
for cutting-edge AI applications and high-speed data center
networks. FIT's parent, Foxconn, is the world's largest electronics
contract manufacturer and a major supplier of components and
assemblies.
* Based on the exceptional performance of modules
incorporating POET's high-speed optical engines, Luxshare Tech, a
preferred supplier to Apple, announced that it is expanding its
portfolio of optical modules targeted at AI networks using POET's
optical engines.
* POET was selected as winner of the "Best Optical AI
Solution" award in the seventh annual AI Breakthrough Awards
program conducted by AI Breakthrough, a leading market intelligence
organization that recognizes the top companies, technologies and
products in the global Artificial Intelligence (AI) market today.
* During the second quarter, the Company raised $15 million in
equity capital in two non-brokered private placements with two
institutional investors by issuing 6,706,665 Units at an average
price of $2.24 per Unit. Each Unit consists of one common share and
one common share purchase warrant with each warrant exercisable
into one common share for a period of five years from the issue
date at $3.20 per share.
* Through the use of its ATM facility during the month of
April 2024, the Company raised gross proceeds of $7,447,000 from
the issuance of 4,592,739 common shares at an average price of
$1.62 per common share.
* Subsequent to the end of the quarter, the Company raised an
additional $10 million in a non-brokered registered direct offering
to a single institutional investor by issuing 3,333,334 Units at
$3.00 per Unit. Each Unit consists of one common share and one
common share purchase warrant with each warrant exercisable into
one common share for a period of five years from the issue date at
$4.00 per share.
* The Company's cash balance as of June 30, 2024 was $21.3
million; as of July 31, 2024, the Company had cash and cash
equivalents of approximately $28.7 million and working capital of
$27 million. There are 65,596,234 issued and outstanding common
shares.
Management Comments
"We are gratified to have been chosen to supply our advanced
high-speed integrated optical engine chips to two of the world's
largest producers of electronic and photonic components and systems
serving the leading AI networks and AI network service providers,"
said Dr. Suresh Venkatesan, Chairman & CEO. "We are also grateful
to investors who share our confidence and optimism over the future
of our Company. By raising the amount of capital that we have in
the past few months, we have significantly lowered the risk to
achieving sustainable revenues. Further, we were honored to be
recognized by AI Breakthrough, a top market intelligence
organization, as the winner of the 'Best Optical AI Solution for
2024'. This accolade not only highlights our innovative efforts but
also affirms that we are on the right track both technologically
and commercially."
Non-IFRS Financial Summary:
The Company reported non-recurring engineering revenue of nil in
the second quarter of 2024 compared to $177,000 for the same period
in 2023 and $8,710 in the first quarter of 2024 Historically, the
Company provided NRE services to multiple customers for projects
utilizing the unique capabilities of the POET Optical Interposer
platform. No billable NRE services were provided in Q2 2024.
The Company reported a net loss of $8 million, or ($0.14) per
share, in the second quarter of 2024 compared with a net loss of
$4.4 million, or ($0.11) per share, for the same period in 2023 and
a net loss of $5.7 million, or ($0.13) per share, in the first
quarter of 2024. The net loss in the second quarter of 2024
included research and development costs of $2.1 million compared to
$2.0 million for the same period in 2023 and $1.9 million in the
first quarter of 2024. Fluctuations in R&D for a Company of this
size and this stage of growth are expected on a period-over-period
basis as the Company transitions from technology development to
product development.
Non-cash expenses in the second quarter of 2024 included
stock-based compensation of $1.6 million and depreciation and
amortization of $0.5 million. Non-cash stock-based compensation and
depreciation and amortization in the same period of 2023 were $0.7
million and $0.5 million, respectively. First quarter 2024
stock-based compensation and depreciation and amortization were
$0.9 million and $0.5 million, respectively. The Company had
non-cash finance costs of $20,000 in the second quarter of 2024
compared to non-cash finance costs of $11,000 in the second quarter
of 2023 and non-cash costs of $20,000 in the first quarter of
2024.
The Company recognized other income, including interest of $175,000
in the second quarter of 2024, compared to $57,000 in the same
period in 2023 and $53,000 in the first quarter of 2024.
The Company reported non-cash fair value adjustment to derivative
warrant liability of $1.4 million in the second quarter of 2024,
compared to nil in the same period in 2023 and $0.6 million in the
first quarter of 2024. This non-cash item relates to warrants
issued in a foreign currency and is periodically remeasured.
Cash flow from operating activities in the second quarter of 2024
was ($4.5) million, compared to ($3.2) million in the second
quarter of 2023 and ($4.6) million in the first quarter of 2024.
Raised gross proceeds of $35.7 million, including $10 million in
July, through the issuance of units from multiple private
placements, issuance of common shares using its ATM and the
issuance of common shares from the exercise of warrants.
A full-text copy of the Company's financial results as well as the
Management's Discussion and Analysis filed on Form 6-K with the
Securities and Exchange Commission is available at:
https://tinyurl.com/4kskzb3x
About POET Technologies Inc.
POET -- www.poet-technologies.com -- is a design and development
company offering high-speed optical modules, optical engines, and
light source products to the artificial intelligence systems market
and hyperscale data centers. POET's photonic integration solutions
are based on the POET Optical Interposer, a novel, patented
platform that allows the seamless integration of electronic and
photonic devices into a single chip using advanced wafer-level
semiconductor manufacturing techniques. POET's Optical
Interposer-based products are lower cost, consume less power than
comparable products, are smaller in size, and are readily scalable
to high production volumes. In addition to providing high-speed
(800G, 1.6T, and above) optical engines and optical modules for AI
clusters and hyperscale data centers, POET has designed and
produced novel light source products for chip-to-chip data
communication within and between AI servers, the next frontier for
solving bandwidth and latency problems in AI systems. POET's
Optical Interposer platform also solves device integration
challenges in 5G networks, machine-to-machine communication,
self-contained "Edge" computing applications, and sensing
applications, such as LIDAR systems for autonomous vehicles. POET
is headquartered in Toronto, Canada, with operations in Allentown,
PA, Shenzhen, China, and Singapore.
Hartford, Conn.-based Marcum LLP, the Company's auditor since 2009,
issued a "going concern" qualification in its report dated March
15, 2024, citing that the Company has incurred significant losses
over the past few years and needs to raise additional funds to meet
its future obligations and sustain its operations. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
POET Technologies reported a net loss of $20.27 million for the
year ended Dec. 31, 2023, compared to a net loss of $21.04 million
for the year ended Dec. 31, 2022. As of Dec. 31, 2023, the Company
had $8.78 million in total assets, $3.85 million in total
liabilities, and $4.93 million in shareholders' equity.
POLAR POWER: Posts $501,000 Net Income in Fiscal Q2
---------------------------------------------------
Polar Power, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net income
of $501,000 on $4,660,000 of net sales, compared to a net loss of
$436,000 on $5,587,000 of net sales for the three months ended June
30, 2023.
For the six months ended June 30, 2024, and 2023, the Company
reported net loss of $1,641,000 on $6,434,000 of net sales and a
net loss of $1,549,000 on $9,777,000 of net sales, respectively.
As of June 30, 2024, the Company had $22,180,000 in total assets,
$10,632,000 in total liabilities, and $11,548,000 in total
stockholders' equity.
Arthur Sams, CEO of Polar Power, commented, "Our financial results
in the second quarter are a welcome improvement over the first
quarter of the year. We have seen a reversion to more normalized
order levels from our top telco customers throughout the year, with
more consistent bookings that started in the back half of 2023,
leading to higher sales in the current quarter, and a backlog that
remains above $5 million. A positive swing in the bottom line of
approximately $2.6 million compared to the prior quarter resulted
in a profit of roughly $500,000, which importantly marks our first
profitable quarter in over two years.
"International sales represented approximately 20% of our second
quarter revenues, highlighting a steady geographic diversification
in our sales. Also, during the quarter, our gross margins improved
due to utilization of inventory in products shipped to telecom
customers, including both DC backup power systems and solar hybrid
power systems to international customers in Asia and elsewhere. We
believe increased revenues combined with utilization of inventory
will provide improved profits as we continue to see market
conditions improve in our core telecom market."
"We also appointed a new director to our Board, Michael Field, and
we welcome him to the team and look forward to benefitting from his
sales, operational, and leadership experience," concluded Mr.
Sams.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/bdhzc8m6
About Polar Power
Gardena, Calif.-based Polar Power, Inc. designs, manufactures, and
sells direct current (DC) power systems to supply reliable and
low-cost energy for off-grid, bad-grid, backup power, electric
vehicle charging, and nano grid applications.
Los Angeles, Calif.-based Weinberg & Company, P.A., the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated April 1, 2024, citing that during the year ended
December 31, 2023, the Company incurred a net loss and utilized
cash in operations. These conditions raise substantial doubt about
the Company's ability to continue as a going concern.
REALD INC: $60MM Bank Debt Trades at 29% Discount
-------------------------------------------------
Participations in a syndicated loan under which RealD Inc is a
borrower were trading in the secondary market around 71.3
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $60 million Term loan facility is scheduled to mature on
November 30, 2024. The amount is fully drawn and outstanding.
RealD Inc. is a private company known for its RealD 3D system,
which is used for projecting films in stereoscopic 3D using
circularly polarized light.
RECESS HOLDCO: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed Recess HoldCo LLC's and First Student
BidCo, Inc.'s Long-Term Issuer Default Ratings (IDRs) at 'BB-'.
Fitch has also affirmed First Student's senior secured debt at
'BB+'/'RR2'. The Rating Outlook is Negative.
The Negative Outlook incorporates remaining execution risks in
balancing pricing growth with customer churn and managing cost
inflation, which have driven negative FCF and credit metrics that
are weak for the 'BB-' rating. Assuming good execution, Fitch
projects sustainably positive but modest FCF in the FY 2025 and
Fitch-calculated EBITDAR and EBITDA leverage improving to about
5.0x in FY 2025. Fitch will look for good progress on the FY 2026
bidding season, likely materializing in early 2025, as a key
indicator of a strengthening financial profile. Fitch expects to
resolve the Outlook in the first half of 2025.
Fitch recognizes the success to date in contract pricing and the
moderating inflationary environment. The ratings also consider the
fundamentally stable demand profile of school bus services and
diversified large scale of operations, and are weighed against low
barriers to entry on a local scale and municipal budget constraints
that can lead to a price-competitive landscape.
Key Rating Drivers
Continued Execution Would Strengthen FCF: First Student has made
good progress to date in achieving larger than usual price
increases aimed at mitigating high cost inflation incurred over the
2021-2023 timeframe. Around 30% of contracts are renewed each year,
creating a multi-year catch up period. Fitch expects most of the
pricing resets to be instituted by FY 2025.
However, executing on the price and cost balance while also
minimizing customer attrition, remains a risk to a sustained
improvement beyond FY 2025 in First Student's cash flow profile.
The company's municipality-focused customer base can be sensitive
to budgetary constraints and the low-barriers to entry on a local
level can lead to heightened competition.
Pricing, Cost Success Drive FCF: Provided solid execution, Fitch
forecasts low but positive Fitch-calculated FCF of roughly $50
million (about 1% of revenue) in both FY 2025 and 2026, an
improvement from around negative $50 million forecast in FY 2024.
The fundamental stability of demand for First Student's services,
ongoing implementation of inflation-linked pricing and expectations
of more manageable cost inflation over the medium term would lead
to a steadier cash flow profile and better support growth
strategies. Fitch's forecast also incorporates a moderation in
capex to around $300 million from FY 2024-2026, which is heavily
maintenance-focused, from $325 million for FY 2023.
Financial flexibility is likewise expected to improve with EBITDA
interest coverage strengthening from about 2.4x in FY2024 to nearly
3.0x in FY2025.
Leverage Elevated but Improving: Fitch rating case forecasts
Fitch-calculated EBITDAR and EBITDA leverage to be in the
mid-to-high 5.0x in FY 2024 before improving to about 5.0x in FY
2025, a level that is returning to Fitch's rating thresholds. The
forecast improvement is a result of solid operating earnings growth
with Fitch-calculated EBITDA approaching $600 million, up from
around $510 million in FY 2024, and a notable improvement from $382
million in FY 2023. Beyond operating execution, the forecast
assumes that capital deployment over the next two years neutral to
mildly supportive of First Student's leverage.
Stable Demand and Multi-Year Contracts: First Student's demand
profile benefits from the essential nature of student
transportation services and multi-year contracts with high renewal
rates. Contracts are typically structured on a per route, per hour,
or per mile basis and often include price escalators and fuel
purchasing provisions to account for cost inflation and fuel
exposure. Customer relationships have generally been stable, with
overall customer retention around 95% and an average tenure of over
10 years for around 85% of customers.
Leading Market Position: First Student is the largest provider of
outsourced student transportation in North America and is estimated
to be nearly twice the size of the next largest competitor.
However, it competes on a local basis, typically against smaller
operators or school or municipality-provided transportation
services. Its large scale reduces regional and customer-specific
risks and can offer some market benefits, such as the ability to
move drivers to short-staffed locations, which maintains good
customer relations, and economies of scale in purchasing
equipment.
Derivation Summary
Fitch compares First Student with other transportation issuers such
as Stericycle (BB/Rating Watch Positive), Garda (B+/Stable) and
Waste Pro (B+/Stable). Similar to First Student, Stericycle, Garda
and Waste Pro business profile benefits from their contracted
services and relatively steady demand that are supportive of
fundamentally steady cash profiles.
While Stericycle is in the process of being acquired, the 'BB'
ratings reflects its strengthening cash flows after a period
operational disruptions and business transformation. Garda's EBITDA
leverage in the mid-6.0x and EBITDA interest coverage of 2.0x is
relatively weaker than First Student's. Waste Pro's ratings also
reflect its regional concentration and expectation of an active M&A
appetite.
Key Assumptions
- Revenue of $3.7 billion in FY 2024 and mid-single digit growth in
FY 2025 and 2026, supported by strong pricing initiatives and
modest volume and M&A-linked growth;
- EBITDA margin expands over 100bps to 15% in FY 2025, led by
pricing initiatives, and remains steady thereafter;
- Capex is expected to be 7%-8% of revenues and heavily skewed
toward maintenance-level spend;
- Tuck-in size M&A continues, but in a credit neutral to
mildly-positive manner. Fitch has not assumed voluntary debt
repayment.
RATING SENSITIVITIES
Factors That Could, Individually Or Collectively, Lead To Positive
Rating Action/Upgrade
- Commitment to deleveraging with EBITDAR leverage and EBITDA
leverage sustained below 4.0x;
- Adherence to a disciplined revenue and cost management approach
that enhances margin and cash flow resiliency;
- FCF margin sustained above the low single digits.
For an Outlook Revision:
- The Rating Outlook could be revised if First Student executes on
price and operational improvements, enhancing margin and cash flow
resiliency, and supporting EBITDAR leverage sustainably below 5.0x
and EBITDA interest coverage durably above 2.5x
Factors That Could, Individually Or Collectively, Lead To Negative
Rating Action/Downgrade
- EBITDAR leverage and EBITDA leverage sustained above 5.0x;
- EBITDA interest coverage below 2.5x;
- EBITDA margin consistently below 10% or expectations of sustained
neutral to negative FCF generation.
Liquidity and Debt Structure
Adequate Liquidity: As of March 2024, total liquidity was $566
million consisting of $61 million of available unrestricted cash
and $505 million of revolver availability. Fitch does not count the
restricted cash balance in its liquidity calculation. The next
maturity is the $100 million of seller notes due 2025, which are
issued by a holding company and Fitch considers subordinated to
Recess Holdco's debt. Fitch assumes the notes will be refinanced.
Term loan amortization is scheduled at $22 million per year through
maturity in 2028.
Issuer Profile
First Student is the largest national provider of essential K-12
student transport services in North America, operating roughly
42,000 school buses.
Criteria Variation
Fitch does not consider the term loan C as debt for analytical
purposes, which is a variation from the Corporate Rating Criteria's
definition of total debt. Proceeds from the term loan C are used
only to cash collateralize LCs that support the company's
self-insurance program. These proceeds sit in a restricted account
that is not accessible by First Student. If an LC were to be drawn,
Fitch would add a corresponding portion back to total debt.
Fitch looks to its Corporate Rating Criteria dated Nov. 3, 2023,
which outlines and defines a variety of quantitative measures used
to assess credit risk. As per criteria, Fitch's definition of total
debt is all encompassing. However, Fitch's criteria is designed to
be used in conjunction with experienced analytical judgment, and,
as such, adjustments may be made to the application of the criteria
that more accurately reflects the risks of a specific transaction
or entity.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
First Student
Bidco Inc. LT IDR BB- Affirmed BB-
senior secured LT BB+ Affirmed RR2 BB+
Recess HoldCo LLC LT IDR BB- Affirmed BB-
REDLINE METALS: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Redline Metals, Inc.
930 North DuPage
Lombard, IL 60148
Business Description: Redline Metals is a recycling center in
Lombard, Illinois.
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 24-12590
Judge: Hon. Jacqueline P Cox
Debtor's Counsel: Paul M. Bach, Esq.
BACH LAW OFFICES
P.O. Box 1285
Northbrook, IL 60065
Email: paul@bachoffices.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by David Wong a president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/PMG2SVI/Redline_Metals_Inc__ilnbke-24-12590__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. 631821 Target Metal Blanking $79,871
P.O. Box 63182
Cincinnati, OH 45263
2. B & B Metal Processing $301,610
14520 Pioneer Road
Newton, WI 53063
3. Charter Steel Trading $96,064
4401 W. Roosevelt Road
Chicago, IL 60624
4. Chase Cardmember Services $108,931
PO Box 1423
Charlotte, NC
28201-1423
5. Davis BanCorp $90,000
6. IGT Logistics Inc $81,530
PO BOX 94565
Cleveland, OH 44101
7. IMS Buhrke-Olson $80,816
511 W. Algonquin Road
Arlington Heights, IL
60005-4499
8. IMS Engineered Products $235,530
1 Innovation Dr.
Des Plaines, IL 60016
9. Laser Center $133,124
1001 Morse Ave
Schaumburg, IL 60193
10. M&K National Lease $159,048
P.O. Box 268
Byron Center, MI 49315
11. McLean - Fogg $1,132,132
Component Solutions LLC
C/O FactorLaw
105 W. Madison St.,
Suite 2300
Chicago, IL 60602
12. Oberg Freight $144,181
22153 Old Highway 169
Fort Dodge, IA 50501
13. ODM Tool & Manufacturing $81,232
9550 Joliet Road
McCook, IL 60525
14. Panzerz Recycling $322,106
W5865 County Line Road
Elkhart Lake, WI
53020
15. Silgan Containers LLC $1,608,978
3709 Collections
Center Drive
Chicago, IL 6069
16. Silgan Containers LLC $366,026
3709 Collections
Center Drive
Chicago, IL 60693
17. Stateline Recycling, Inc. $176,311
322 S. Crosby Ave
Janesville, WI 53548
18. Sycamore Creek Trucking $78,931
3009 Wisconsin St.
Le Claire, IA 52753
19. TRM Trucking $88,383
800 Bowes Rd
South Elgin, IL 60177
20. Warren Oil Co. Inc. $96,548
PO Box 2279
Hammond, IN 46323
REFRESHING USA: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor: Refreshing USA, LLC
2732 Grand Ave Ste 122
Everett WA 98201
Involuntary Chapter
11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-33919
Petitioners' Counsel: Ericka F. Johnson, Esq.
Steven D. Adler, Esq.
BAYARD, P.A.
600 North King Street, Suite 400
Wilmington DE 19801
Tel: 302-429-4275
Email: ejohnson@bayardlaw.com
sadler@bayarlaw.com
A full-text copy of the Involuntary Petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/HU4PQSA/Refreshing_USA_LLC__txsbke-24-33919__0001.0.pdf?mcid=tGE4TAMA
Alleged creditors who signed the petition:
Petitioner Nature of Claim Claim Amount
1. Donald E. Bonnie L. Gray Business Loan $854,300
Revocable Living Trust
23233 N. Pima Rd., Ste. 113-367
Scottsdale AZ 85255
2. Tyler Hellman Wages $21,432
2603 Burley Drive
Everett WA 98208
3. Annamarie Briggs Wages $3,417
8100 242nd St. SW Unit A
Edmonds WA 98026
REGO PAYMENT: Reports Net Loss of $2.6MM in Fiscal Q2
-----------------------------------------------------
REGO Payment Architectures, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $2,643,681 for the three months ended June 30, 2024,
compared to a net loss of $6,142,217 for the three months ended
June 30, 2023.
For the six months ended June 30, 2024, and 2023, the Company
reported net losses of $4,935,144 and $11,551,118, respectively.
As of June 30, 2024, the Company had $6,641,195 in total assets,
$39,236,828 in total current liabilities, and $32,595,633 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mt35uepn
About REGO Payment
REGO Payment Architectures, Inc. and its subsidiaries provide
consumer software through its mobile payment platform, Mazoola--a
family-focused mobile banking solution. Headquartered in Blue Bell,
Pennsylvania, the Company holds a portfolio of trade secrets and
four U.S. patents. REGO offers an all-digital financial payments
platform designed for minors, particularly those under 13 years
old, to purchase goods and services, complete chores, and learn in
a secure online environment, with parental permission, oversight,
and control, while ensuring compliance with the Children's Online
Privacy Protection Act and General Data Protection Regulation.
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, for the three months ended March 31, 2024 and 2023, it had
a net loss of $2,291,463 and $5,408,901, respectively, and have not
generated significant revenue since its inception.
Since its inception, the Company has concentrated on developing and
executing its business plan. The Company believes that its current
cash resources will be inadequate to sustain operations over the
next 12 months. To continue operations, the Company needs to
generate revenue. If revenue generation proves insufficient, the
Company will need to either reduce expenses or secure financing
through the sale of debt and/or equity securities. Issuing
additional equity could lead to dilution for existing shareholders.
If the Company cannot secure additional funds as needed or on
acceptable terms, it would struggle to implement its business plan
and cover costs, potentially leading to a significant adverse
impact on its business, financial condition, and operational
results.
REKOR SYSTEMS: Reports Net Loss of $9.8MM in Fiscal Q2
------------------------------------------------------
Rekor Systems, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $9.8 million on $12.4 million of revenue for the three months
ended June 30, 2024, compared to a net loss of $11.1 million on
$8.6 million of revenue for the three months ended June 30, 2023.
The Company reported a net loss of $28.4 million on $22.2 million
of net revenue and a net loss of $23.8 million on $14.7 million of
revenue for the six months ended June 30, 2024 and 2023,
respectively.
"We are very pleased with our Q2 2024 financial results, which
reflect a 45% increase in gross revenue compared to Q2 2023. The
arrangement of the $35 million financing facility has significantly
strengthened our financial position, providing us with the
necessary resources to continue our growth trajectory and execute
our strategic initiatives," said Eyal Hen, CFO of Rekor. "Our
improved Adjusted EBITDA and strong revenue growth are a testament
to our team's hard work and dedication. We look forward to building
on this momentum in the coming quarters."
As of June 30, 2024, the Company had $97.9 million in total assets,
$51.7 million in total liabilities, and $46.2 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mpndjxfk
About Rekor Systems
Rekor Systems, Inc., headquartered in Columbia, Md., is working to
revolutionize public safety, urban mobility, and transportation
management using AI-powered solutions designed to meet the distinct
demands of each market it serves. The Company works hand-in-hand
with its customers to deliver mission-critical traffic and
engineering services that assist them in achieving their goals. The
Company's vision is to improve the lives of citizens and the world
around them by enabling safer, smarter, and greener roadways and
communities. The Company works towards this by collecting,
connecting, and organizing mobility data, and making it accessible
and useful to its customers for real-time insights and decisioning
for situational awareness, rapid response, risk mitigation, and
predictive analytics for resource and infrastructure planning and
reporting.
East Hanover, N.J.-based Marcum LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 25, 2024, citing that the Company has incurred significant
losses and may need 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.
REKOR SYSTEMS: Secures $15M Pre-Paid Advance From YA II PN
----------------------------------------------------------
Rekor Systems, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Company entered
into a Pre-Paid Advance Agreement with YA II PN, Ltd., a Cayman
Islands exempt limited company, an affiliate of Yorkville Advisors
Global, LP.
In accordance with the terms of the PPA, the Investor advanced to
the Company a pre-paid advance of $15,000,000. After giving effect
to the purchase price discount provided for in the PPA, net
proceeds of the Pre-Paid Advance to the Company will be
approximately $14.1 million.
Pursuant to the terms of the PPA, within one year the Company may
receive an additional $20,000,000 advance on the same terms as the
Pre-Paid Advance, subject to satisfaction of certain conditions set
forth in the PPA.
If and when requested by the Investor, amounts outstanding under
the Pre-Paid Advance will be correspondingly reduced upon the
issuance by the Company of its common stock, par value $0.0001 per
share, to the Investor at a price per share equal to the lower of:
(a) $2.50 or (b) 93% of the lowest daily volume weighted average
price (as reported during regular trading hours by Bloomberg) of
the shares during the five trading days immediately prior to each
Purchase Notice, subject a floor price of $0.28 per share. Interest
will accrue on the outstanding balance of the Pre-Paid Advance at
0%, subject to an increase to 18% upon events of default described
in the PPA. The Pre-Paid Advance matures on August 28, 2025.
The Investor has agreed that, while the Pre-Paid Advance is
outstanding, neither the Investor nor any of its affiliates will
engage in any short sales or hedging transactions with respect to
the Company's common stock.
The Investor has agreed to limit conversions to $2,625,000 per
calendar month. The Investor will not be entitled to a conversion
if the issuance of the Company's common stock (i) would result in
the Investor (and its affiliates) beneficially owning more than
4.99% of the Company's outstanding shares, or (ii) when combined
with all other conversions would exceed the Exchange Cap of
17,691,850 shares of the Company's common stock, unless we obtain
stockholder approval to do so. The PPA provides that an
"Amortization Event" occurs if (1) the daily VWAP of the Company's
common stock (as reported by Bloomberg) is lower than the Floor
Price for any five of seven consecutive trading days, (2) the
Company has issued substantially all of the shares available under
the Exchange Cap, or (3) the Investor is unable to use the
registration statement covering the shares of common stock to be
issued and sold to the Investor (and any one or more additional
registration statements filed with the Securities and Exchange
Commission (the "SEC") that include the shares of the Company's
common stock that may be issued and sold by the Company to the
Investor under the PPA) for a period of ten consecutive trading
days. Within seven trading days of an Amortization Event, we must
make cash repayments to the Investor of the amount outstanding
under the Pre-Paid Advance (the "Cash Payments") in equal monthly
installments until the Maturity Date, plus any accrued and unpaid
interest (if any), and a 10% redemption premium. The Investor has
agreed to a standstill period of ninety (90) days following the
execution of the PPA, during which no Cash Payments shall occur;
provided, however, any outstanding amounts shall continue to accrue
interest in accordance with the terms set forth in the PPA.
The Company may, its sole discretion, redeem an outstanding
Pre-Paid Advance in cash by providing the Investor with advance
written notice after the close of trading on a trading day at least
ten trading days prior to such prepayment if the VWAP of the
Company's common stock is, on the date such written notice is
delivered, lower than the Fixed Price. The prepayment shall include
a prepayment premium equal to 10%. Pursuant to the PPA, as long as
the Pre-Paid Advance remains outstanding, the Company may not enter
into any Variable Rate Transactions (as defined in the PPA) other
than with the Investor, including an equity line of credit or other
continuous offering or similar offering of shares of common stock
or common stock equivalents.
As consideration for the Investor's entry into the PPA, the Company
agreed to pay to the Investor a non-refundable structuring and due
diligence fee of $25,000.
The shares of common stock to be issued under the PPA will be
issued pursuant to the Company's shelf registration statement on
Form S-3 (File No. 333-281042).
About Rekor Systems
Rekor Systems, Inc., headquartered in Columbia, Md., is working to
revolutionize public safety, urban mobility, and transportation
management using AI-powered solutions designed to meet the distinct
demands of each market it serves. The Company works hand-in-hand
with its customers to deliver mission-critical traffic and
engineering services that assist them in achieving their goals. The
Company's vision is to improve the lives of citizens and the world
around them by enabling safer, smarter, and greener roadways and
communities. The Company works towards this by collecting,
connecting, and organizing mobility data, and making it accessible
and useful to its customers for real-time insights and decisioning
for situational awareness, rapid response, risk mitigation, and
predictive analytics for resource and infrastructure planning and
reporting.
East Hanover, N.J.-based Marcum LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 25, 2024, citing that the Company has incurred significant
losses and may need 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.
As of June 30, 2024, the Company had $97.9 million in total assets,
$51.7 million in total liabilities, and $46.2 in total
stockholders' equity.
REMARK HOLDINGS: Posts $5.3 Million Net Loss in Fiscal Q2
---------------------------------------------------------
Remark Holdings, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $5.3 million on $3.7 million of revenues for the for the three
months ended June 30, 2024, compared to a net loss of $5.9 million
on $3.2 million of revenues for the three months ended June 30,
2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $19.1 million on $4.1 million of revenues, compared to a
net loss of $14 million on $4 million of revenues for the same
period in 2023.
On June 30, 2024, the company's cash balance totaled $0.4 million,
compared to a cash balance of $0.1 million at the beginning of the
period. Net cash used in operating activities was $6.1 million for
the six months ended June 30, 2024, a 17.0% increase compared to
the $5.2 million Remark used in operating activities during the
same period in 2023.
In August 2024, the company resolved all outstanding events of
default regarding their debt agreement with Mudrick Capital
Management by entering into an agreement with Mudrick to exchange
the existing non-convertible notes for convertible debentures.
Second Quarter 2024 Business Highlights:
* Remark AI announced the Clark County School District Board
of Trustees, which represents the fifth largest school district in
the US including the city of Las Vegas, unanimously approved and
awarded a one-year, $5 million weapons detection contract to Remark
Holdings and two others. This win showcases the Company's ability
to scale and work closely with the largest school districts of
comparable size in providing dependable AI-powered safety
solutions. The contract includes nine one-year extension options,
valued at $5 million annually.
* Remark AI showcased its Fire and Smoke, Smart City, and
Smart Agent solutions at the NYC Smart City Expo (May 22-23) in
conjunction with Oracle and NVIDIA. The success and uniqueness of
the Company's AI Products has led to additional POCs to help the
top 100 US cities turn into a modern 21st century smart city.
* Remark AI completed its migration to the Microsoft Azure
Platform, preparing Remark's Smart Safety Platform (SSP) to be
Marketplace ready, allowing Microsoft's global salesforce to begin
selling Remark's SSP across multiple industry verticals and through
established systems integrators.
* Completed POC at the headquarters train station for a large
European railway system with over 600 stations, deploying the
Company's AI-powered passenger counting, fare evasion, fire and
smoke detection, and unattended baggage detection analytics. The
success of this POC has led to current contract negotiations to
close a deal in the second half of 2024.
* Completed successful POC for Migrant Center in one of the
largest Sanctuary Cities, where the Company deployed its AI powered
facial recognition, fight warnings, fire and smoke detection, as
well as weapons detection analytics. The success of this POC has
led to preparations to deploy the Company's technology across
multiple city agencies as it negotiates to close a contract for the
second half of 2024.
Management Commentary
"We are excited to have completed our first project for the Clark
County School District in Nevada, the fifth largest school district
in the U.S., which has opened the door to additional opportunities,
not only with Clark County but with other educational institutions,
law enforcement agencies and other government agencies throughout
the U.S.," said Kai-Shing Tao, Chairman and Chief Executive Officer
of Remark Holdings. "We continue to work diligently to convert
those opportunities to revenue by delivering what we believe are
world-class computer vision solutions and customer service that
provides large cost savings and improved security processes for our
target markets," concluded Mr. Tao.
As of June 30, 2024, the Company had $13.3 million in total assets,
$59.7 million in total liabilities, and $46.3 million in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/433hzmj4
About Remark Holdings
Remark Holdings, Inc. (NASDAQ: MARK) --
http://www.remarkholdings.com-- is a diversified global technology
business with leading artificial intelligence and data analytics,
as well as a portfolio of digital media properties. The Company's
innovative artificial intelligence (AI) and data analytics
solutions continue to gain worldwide awareness and recognition
through comparative testing, product demonstrations, media
exposure, and word of mouth. The Company continues to see positive
responses and increased acceptance of its software and applications
in a growing number of industries.
Remark Holdings reported a net loss of $29.15 million for the year
ended Dec. 31, 2023, compared to a net loss of $55.48 million for
the year ended Dec. 31, 2022.
Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2020, issued a "going concern"
qualification in its report dated April 15, 2024, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities and has a negative working
capital and a stockholders' deficit that raise substantial doubt
about its ability to continue as a going concern.
REMSLEEP HOLDINGS: Post $225,599 Net Loss in Fiscal Q2
------------------------------------------------------
RemSleep Holdings, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $225,599 on $27,594 of revenues for the for the three months
ended June 30, 2024, compared to a net loss of $223,198 on $58,660
of revenues for the three months ended June 30, 2023.
For the six months ended, the Company reported a net loss of
$478,179 on $85,475 of revenues, compared to a net loss of $449,457
on $144,315 of revenues for the same period in 2023.
The Company has an accumulated deficit of $14,670,938 at June 30,
2024, and net cash used in operating activities of $265,373 for the
period ended June 30, 2024. The Company's ability to raise
additional capital through the future issuances of common stock
and/or debt financing is unknown. The obtainment of additional
financing, the successful development of the Company's contemplated
plan of operations, and its transition, ultimately, to the
attainment of profitable operations are necessary for the Company
to continue operations.
As of June 30, 2024, the Company had $1,066,425 in total assets,
$493,904 in total liabilities, and $572,521 in total stockholders'
equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/mry6z8mp
About RemSleep Holdings
RemSleep Holdings, Inc. -- https://remsleep.com -- is a medical
device manufacturer dedicated to forever changing the level of
treatment provided to obstructive sleep apnea patients. The
Company's focus is primarily on designing and manufacturing devices
and products for the treatment of sleep apnea and other respiratory
conditions.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2018, issued a "going concern"
qualification in its report dated April 16, 2024, citing that the
Company has an accumulated deficit, net losses, and negative cash
flows from operations. These factors, among others, raise
substantial doubt about the Company's ability to continue as a
going concern.
REPUBLIC FIRST: Case Summary & 11 Unsecured Creditors
-----------------------------------------------------
Debtor: Republic First Bancorp, Inc.
50 S. 16th Street
Suite 2400
Philadelphia, PA 19102
Chapter 11 Petition Date: August 27, 2024
Court: United States Bankruptcy Court
Eastern District of Pennsylvania
Case No.: 24-12991
Judge: Hon. Ashely M Chan
Debtor's Counsel: Albert A. Ciardi, III, Esq.
CIARDI CIARDI AND ASTIN
1905 Spruce Street
Philadelphia, PA 19103
Tel: (215) 557-3550
Email: aciardi@ciardilaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Brian F. Doran as authorized person.
A copy of the Debtor's list of 11 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XSDW4JY/Republic_First_Bancorp_Inc__paebke-24-12991__0001.2.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/XJMRJDQ/Republic_First_Bancorp_Inc__paebke-24-12991__0001.0.pdf?mcid=tGE4TAMA
ROYALE ENERGY: Reports Net Loss to $110,616 in Fiscal Q2
--------------------------------------------------------
Royale Energy, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $110,616 on $559,735 of revenue for the three months ended June
30, 2024, compared to a net loss of $1,035,375 on $441,592 of
revenue for the three months ended June 30, 2023.
The Company reported a net loss of $880,726 on $1,219,669 of
revenue and a net loss of $33,031 on $1,100,710 of revenue for the
six months ended June 30, 2024 and 2023, respectively.
At June 30, 2024, the Company's consolidated financial statements
reflect a working capital deficiency of $9,415,089, and an
accumulated deficit of $91,636,335.
As of June 30, 2024, the Company had $13,757,557 in total assets,
$26,003,550 in total liabilities, $24,664,543 in mezzanine equity,
and $36,910,536 in total stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/445v4j92
About Royale
El Cajon, Calif.-based Royale Energy, Inc. -- http://www.royl.com
-- is an independent oil and natural gas producer. Royale's
principal lines of business are the production and sale of oil and
natural gas, acquisition of oil and gas lease interests and proved
reserves, drilling of both exploratory and development wells, and
sales of fractional working interests in wells to be drilled by
Royale.
Ridgeland, Mississippi-based Horne LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 12, 2024, citing that the Company has suffered recurring
losses from operations and its total liabilities exceed its total
assets. This raises substantial doubt about the Company's ability
to continue as a going concern.
Royale Energy reported a net loss of $1.83 million for the year
ended Dec. 31, 2023, compared to a net loss of $145,594 for the
year ended Dec. 31, 2022.
SAFE & GREEN: Posts $4.5 Million Net Loss in Fiscal Q2
------------------------------------------------------
Safe & Green Holdings Corp. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $4,547,770 on $1,253,416 of revenue for the three
months ended June 30, 2024, compared to a net loss of $5,555,524 on
$5,097,055 of revenue for the three months ended June 30, 2023.
The Company reported a net loss of $9,804,798 on $2,271,347 of
revenue and a net loss of $9,074,964 on $10,600,990 of revenue for
the six months ended June 30, 2024 and 2023, respectively.
As of June 30, 2024, the Company had cash and cash equivalents of
$1,016,784 and a backlog of $4,079,790. The Company has incurred
losses since its inception, has negative working capital of
$14,912,769 as of June 30, 2024.
As of June 30, 2024, the Company had $20,928,509 in total assets,
$25,717,784 in total liabilities, and $4,789,275 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/3a9xue9r
About Safe & Green
Miami, Fla.-based Safe & Green Holdings Corp. is a modular
solutions company that operates under core capabilities which
include the development, design, and fabrication of modular
structures, meeting the demand for safe and green solutions across
various industries.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2024, issued a "going concern" qualification in its report
dated May 7, 2024, citing that the Company incurred net losses
since its inception, negative working capital, and negative cash
flows from operations, which raise substantial doubt about its
ability to continue as a going concern.
Safe & Green Holdings reported net losses of $26,757,906 and
$7,089,242 during the fiscal years ended December 31, 2023 and
2022, respectively.
SCIENTIFIC ENERGY: Posts $799K Net Profit in Second Quarter
-----------------------------------------------------------
Scientific Energy, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting net profit
of $799,123 on $20.78 million of revenue for the three months ended
June 30, 2024, compared to net profit of $312,870 on $9.67 million
of revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported net
profit of $757,916 on $31.18 million of revenue, compared to net
profit of $968,439 on $18.89 million of revenue for the six months
ended June 30, 2023.
As of June 30, 2024, the Company had $87.81 million in total
assets, $18.43 million in total liabilities, $70.31 million in
total stockholders' surplus, and $933,870 in non-controlling
interests.
Scientific Energy stated, "[T]he Company has an accumulated deficit
of $10,827,555 as of June 30, 2024. The Company also experienced
insufficient cash flows from operations and will be required
continuous financial support from the shareholders. The Company
will need to raise capital to fund its operations until it is able
to generate sufficient revenue to support the future development.
Moreover, the Company may be continuously raising capital through
the sale of debt and equity securities.
"The Company's ability to achieve these objectives cannot be
determined at this stage. If the Company is unsuccessful in its
endeavors, it may be forced to cease operations. These
consolidated financial statements do not include any adjustments
that might result from this uncertainty which may include
adjustments relating to the recoverability and classification of
recorded asset amounts, or amounts and classifications of
liabilities that might be necessary should the Company be unable to
continue as a going concern.
"These factors have raised substantial doubt about the Company's
ability to continue as a going concern. There can be no assurances
that the Company will be able to obtain adequate financing or
achieve profitability. These consolidated financial statements do
not include any adjustments that might result from the outcome of
this uncertainty."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1276531/000137647424000469/scgy-20240630.htm
About Scientific Energy
Scientific Energy, Inc. is a mobile platform of ordering and
delivery services for restaurants or other merchants in Macau. The
Company's businesses are built on its platform, Aomi App. The
Platform connects restaurants/merchants with consumers and delivery
riders. The Platform is created to serve the needs of these three
key areas and to become more intelligent and efficient with every
customer order.
Hong Kong-based Centurion ZD CPA & Co, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 16, 2024, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.
SCORPIUS HOLDINGS: Incurs $9.28 Million Net Loss in Second Quarter
------------------------------------------------------------------
Scorpius Holdings, Inc., filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $9.28 million on $759,944 of revenue for the three months ended
June 30, 2024, compared to a net loss of $13.96 million on $657,778
of revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $13.94 million on $4.27 million of revenue, compared to a
net loss of $26.86 million on $1.42 million of revenue for the same
period in 2023.
As of June 30, 2024, the Company had $46.69 million in total
assets, $24.83 million in total liabilities, and $21.86 million in
total stockholders' equity.
Going Concern Uncertainty
The Company has an accumulated deficit of approximately $267.7
million as of June 30, 2024 and a net loss before income taxes from
continuing operations of approximately $13.9 million for the six
months ended June 30, 2024 and has not generated significant
revenue or positive cash flows from operations.
Scorpius Holdings stated, "The Company expects its expenses to
increase in connection with its ongoing activities, particularly as
the Company ramps up operations in its in-house bioanalytic,
process development and manufacturing facility in San Antonio, TX,
which is now its main focus. In addition, any new business
ventures that the Company may engage in are likely to require
commitments of capital. Accordingly, the Company will need to
obtain substantial additional funding in connection with its
planned operations. Adequate additional financing may not be
available to the Company on acceptable terms, or at all. If the
Company is unable to generate sufficient revenue from operations
and raise capital when needed or on attractive terms, it would be
forced to delay, reduce or eliminate its programs, any future
commercialization efforts or the manufacturing services it plans to
provide. To meet its capital needs, the Company intends to
continue to consider multiple alternatives, including, but not
limited to, additional equity financings such as sales of its
common stock, debt financings, equipment sales leasebacks,
partnerships, grants, funding collaborations and other funding
transactions, if any are available. On May 16, 2024, the Company
closed a public offering and raised net proceeds of $5.4 million in
its public offering. As of June 30, 2024, the Company had
approximately $1.5 million in cash and cash equivalents and
short-term investments. The Company will need to generate
significant revenues to achieve profitability, and it may never do
so. As a result of these circumstances, management has determined
that there is substantial doubt about the Company's ability to
continue as a going concern within one year after the consolidated
interim financial statements are issued."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1476963/000155837024012376/scpx-20240630x10q.htm
About Scorpius Holdings
Headquartered in Morrisville, NC, Scorpius Holdings, Inc. --
http://www.scorpiusbiologics.com-- provides process development
and biomanufacturing services to support the biomanufacturing needs
of third parties who use its biomanufacturing capacity as a
fee-for-service model through our subsidiary, Scorpius
Biomanufacturing, Inc. (formerly known as Scorpion Biological
Services, Inc.). Scorpius couples CGMP biomanufacturing and quality
control expertise with cutting edge capabilities in immunoassays,
molecular assays, and bioanalytical methods to support cell- and
gene-based therapies as well as large molecule biologics using
American-made equipment, reagents, and materials. The Company
anticipates the prioritization of Scorpius on American-made
equipment, reagents, and materials paired with domestic sourcing of
biomanufacturing expertise will make us competitive for U.S.
government contracts and biodefense assets. The Company
anticipates this will successfully support its expansion within the
growing CDMO market.
Raleigh, North Carolina-based BDO USA, P.C., the Company's auditor
since 2012, issued a "going concern" qualification in its report
dated April 26, 2024, citing that the Company has suffered
recurring losses from operations and has not generated significant
revenue or positive cash flows from operations. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
SENMIAO TECHNOLOGY: Inks Acquisition Deal With Jiangsu
------------------------------------------------------
Senmiao Technology Limited disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that Sichuan
Senmiao Zecheng Business Consulting Co., Ltd.(the "Transferor"), a
wholly-owned subsidiary of the Company, entered into a certain
Acquisition Agreement with Debt Assumption Takeover with Jiangsu
Yuelaiyuexing Technology Co., Ltd. (the "Purchaser"), and other
parties thereto, in connection with the acquisition by the
Purchaser of 100% of the Transferor's equity interest in Hunan
Xixingtianxia Technology Co., Ltd. (the "Target"), a wholly-owned
subsidiary of the Transferor.
Pursuant to the Acquisition Agreement, the Transferor will pay off
substantially all of the Target's outstanding obligations with
respect to employee compensation before October 15, 2024; while the
Purchaser will assume all external third party debts and
obligations of the Target (where the creditors are not the Company
and/or its consolidated subsidiaries) upon the closing in
consideration for its Acquisition of the Target. Specifically, as
part of the Debt Assumption, the Purchaser has agreed to transfer a
certain amount of cash to the Target prior to the Closing to repay
the Target's bank loans. The Debt Assumption is subject to
customary provisions, including regarding third-party guarantors of
the Target's obligations. The Acquisition does not involve a cash
consideration in addition to the Debt Assumption. Closing is
subject to customary conditions. Upon Closing, the Purchaser will
receive 100% equity interest in the Target. The Acquisition
Agreement also includes certain post-Closing obligations for the
Transferor and the Purchaser, regarding the Target's operations and
obligations. The Acquisition is expected to close in September
2024. Despite of the foregoing, there is no assurance that the
Closing will occur which could be a result of various factors
including but not limited to the circumstance under which the
Acquisition Party fails to make payments as per the closing
conditions.
About Senmiao Technology Limited
Senmiao is not a Chinese operating company but a U.S. holding
company incorporated in the State of Nevada on June 8, 2017. As a
holding company with no material operations of its own, Senmiao
conducts a substantial majority of its operations through its
operating entities established in the PRC, including its
subsidiaries and the equity investee company. Since November 2018,
the Company has been providing automobile transaction and related
services focusing on the online ride-hailing industry in the
People's Republic of China through its wholly owned subsidiaries,
Yicheng and Corenel, its majority owned subsidiaries, Jiekai and
Hunan Ruixi, and its equity investee company, Jinkailong. Since
October 2020, the Company has been operating an online ride-hailing
platform through XXTX, which is a wholly owned subsidiary of
Senmiao Consulting. XXTX's platform enables qualified ride-hailing
drivers to provide transportation services mainly in Chengdu,
Changsha, and other 20 cities in China as of the date of this
Report. The Company's business includes Automobile Transaction and
Related Services and Online Ride-hailing Platform Services, which
constituted a series of services.
New York, New York-based Marcum Asia CPAs LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated June 27, 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.
Senmiao reported a net loss of $4.23 million for the year ended
March 31, 2024, compared to a net loss of $3.79 million for the
year ended March 31, 2023. As of June 30, 2024, the Company had
$9.21 million in total assets, $5.71 million in total liabilities,
$234,364 in mezzanine equity, and $3.26 million in total equity.
SENMIAO TECHNOLOGY: Posts $762,818 Net Loss in Q2 2024
------------------------------------------------------
Senmiao Technology Limited filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $762,818 on $1.1 million of revenue for the three
months ended June 30, 2024, compared to a net loss of $421,347 on
$2.09 million of revenue for the three months ended June 30, 2023.
The Company had cash and cash equivalents of $748,869 as of June
30, 2024 as compared to $792,299 as of March 31, 2024, accumulated
deficit of approximately $42.1 million as of June 30, 2024, and
working capital deficit of approximately $3.3 million.
As of June 30, 2024, the Company had $9.21 million in total assets,
$5.71 million in total liabilities, $234,364 in mezzanine equity,
and $3.26 million in total equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/36trpuxh
About Senmiao Technology Limited
Senmiao is not a Chinese operating company but a U.S. holding
company incorporated in the State of Nevada on June 8, 2017. As a
holding company with no material operations of its own, Senmiao
conducts a substantial majority of its operations through its
operating entities established in the PRC, including its
subsidiaries and the equity investee company. Since November 2018,
the Company has been providing automobile transaction and related
services focusing on the online ride-hailing industry in the
People's Republic of China through its wholly owned subsidiaries,
Yicheng and Corenel, its majority owned subsidiaries, Jiekai and
Hunan Ruixi, and its equity investee company, Jinkailong. Since
October 2020, the Company has been operating an online ride-hailing
platform through XXTX, which is a wholly owned subsidiary of
Senmiao Consulting. XXTX's platform enables qualified ride-hailing
drivers to provide transportation services mainly in Chengdu,
Changsha, and other 20 cities in China as of the date of this
Report. The Company's business includes Automobile Transaction and
Related Services and Online Ride-hailing Platform Services, which
constituted a series of services.
New York, New York-based Marcum Asia CPAs LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated June 27, 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.
Senmiao reported a net loss of $4.23 million for the year ended
March 31, 2024, compared to a net loss of $3.79 million for the
year ended March 31, 2023.
SERINDEEP INTERNATIONAL: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of Serindeep International, Inc., according to court
dockets.
About Serindeep International
Serindeep International Inc., a Miami-based company, filed Chapter
11 petition (Bankr. S.D. Fla. Case No. 24-17241) on July 19, 2024,
with $1 million to $10 million in both assets and liabilities.
Sivakumar Sinnarajah, president, signed the petition.
Judge Robert A. Mark oversees the case.
The Debtor is represented by James B. Miller, Esq., at James B.
Miller, P.A.
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 29% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
71.3 cents-on-the-dollar during the week ended Friday, Aug. 23,
2024, according to Bloomberg's Evaluated Pricing service data.
The $740 million Term loan facility is scheduled to mature on April
3, 2028. About $718 million of the loan is withdrawn and
outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 31% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
69 cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $750 million Term loan facility is scheduled to mature on April
23, 2029. About $735.0 million of the loan is withdrawn and
outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINGING MACHINE: Reports $6.1 Million Net Loss in Fiscal Q2
-----------------------------------------------------------
The Singing Machine Company, Inc. filed with the U.S. Securities
and Exchange Commission its Quarterly Report on Form 10-Q reporting
a net loss of $6,119,000 on $2,440,000 of net sales for the three
months ended June 30, 2024, compared to a net loss of $2,460,000 on
$2,625,000 of net sales for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $8,486,000 on $4,866,000 of net sales, compared to a net
loss of $5,445,000 on $6,008,000 of net sales for the same period
in 2023.
As of June 30, 2024, the Company had cash on hand of approximately
$1,245,000 which is not sufficient to fund the Company's planned
operations through one year after the date the consolidated
financial statements are issued. The Company has a recent history
of recurring operating losses and decreases in working capital.
Management intends to finance operations with future debt or equity
financings, however, if and when such financings may occur are
uncertain.
As of June 30, 2024, the Company had $12,367,000 in total assets,
$13,239,000 in total liabilities, and $872,000 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/39txsz9y
About The Singing Machine Company
Headquartered in Fort Lauderdale, Fla., The Singing Machine Company
-- http://www.singingmachine.com/-- is primarily engaged in the
development, marketing, and sale of consumer karaoke audio
equipment, accessories, and musical recordings. The Company
primarily specializes in the design and production of karaoke and
music-enabled consumer products for adults and children. Its
mission is to "create joy through music."
Philadelphia, Pennsylvania-based Marcum LLP, the Company's auditor
since 2023, issued a "going concern" qualification in its report
dated April 15, 2024, citing that the Company has a significant
working capital deficiency, has incurred significant losses, and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
SIRVA INC: S&P Raises ICR to 'CCC+' Following Debt Exchange
-----------------------------------------------------------
S&P Global Ratings raised its issuer credit ratings on SIRVA Inc.
to 'CCC+' from 'SD' (selective default). S&P assigned a 'B'
issue-level rating to the super-priority term loan and 'CCC-' to
the first-lien takeback term loan.
The stable outlook reflects S&P's view that though SIRVA's debt
burden has declined and debt servicing costs are lessened, business
challenges could drive ongoing tight cash flows.
SIRVA recently completed a distressed debt restructuring that saved
the company about $40 million in annual cash debt service costs,
slashed its debt burden, and extended debt maturities.
SIRVA's new capital structure provides increased financial
flexibility by lowering debt service costs by nearly 50% and
significantly reducing its debt burden. Under the restructuring,
lenders agreed to receive a combination of new debt and equity
ownership, aligning their interests to the company's growth
potential. The new debt face no amortization and they both mature
in 2029. The Relo Group Inc. shareholder notes and revolver were
extinguished for no economic consideration. With debt service costs
lowered from about $80 million originally expected in 2024 to about
$40 million in 2025 and modest liquidity uses, S&P believes SIRVA
will be able to maintain its $70 million minimum liquidity covenant
as performance recovers under the new structure.
S&P said, "The 'CCC+' rating reflects our belief that SIRVA remains
dependent on favorable economic and operating conditions to meet
its financial obligations and reflects our current view on the
long-term sustainability of the capital structure. We expect
SIRVA's cash deficits to persist in 2024 because of elevated
securitization costs, the tail end of BGRS Ltd. integration costs,
and recapitalization transaction costs will offset revenue growth
improvements in the second half of the year. We also think cash
generation prospects in 2025 are tied to favorable outside
conditions related to the macroeconomic environment. On top of
recent macroeconomic conditions driving corporate austerity
measures, we believe there remains a great deal of uncertainty
around longer-term recovery for corporate relocation and moving
spending given remote working trends. Furthermore, interest rate
risk affects both revenue growth and profitability for SIRVA,
because mortgage rates influence demand for corporate relocation
services, and the interest on their securitization of receivables
to support moves are booked as an operating expense. We believe if
SIRVA did not have the payment in kind (PIK) and amortization
reliefs the new capital structure affords, its debt service
coverage could remain under 1% for the next few years.
"The stable outlook reflects SIRVA's improved liquidity and our
base-case view that interest rates will come down starting this
year. We think SIRVA has sufficient liquidity to meet its
obligations for at least the next 12 months given its reduced
near-term obligations, thanks to PIK features, about $100 million
cash at transaction close, and modest expectations for operating
performance improvement in 2025. On the upside, S&P Global's U.S.
economists forecast the federal funds rate to fall to 4.6% by end
of 2025 and 3.3% by 2026. We forecast mortgage rates falling below
6% in 2025 to drive a small rebound in relocation and moving
activities while the 2023 cost take-out initiatives flow-through to
margins simultaneously. We believe these improvements will help
drive our forecast for about 2% revenue growth in 2025 and for
EBITDA margins to approach the mid-single digits assuming
integration costs from the BGRS acquisition fully roll off by
2025.
"The stable outlook reflects our view that SIRVA will likely be
able to maintain sufficient liquidity as it navigates the operating
environment while generating modest improvement in cash flows.
"We could lower our rating on SIRVA if we expect it will default
within the next 12 months. This could happen if macroeconomic
pressures persist, resulting in lower relocation volumes from the
company's key clients, thus causing its liquidity to deteriorate.
We could also lower the rating if the company pursues further debt
restructuring transactions that we deem tantamount to a default."
S&P could take a positive rating action on SIRVA if it believes the
capital structure is no longer unsustainable, which could result
from:
-- The company consistently generating positive free operating
cash flow such that S&P Global Ratings-adjusted free operating cash
flow (FOCF) to debt is solidly above the 3% area; and
-- SIRVA entering a prolonged recovery that will support
increasing revenue and profits.
SIRVA WORLDWIDE: Moody's Ups CFR to Caa1 & Alters Outlook to Stable
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Moody's Ratings downgraded SIRVA Worldwide, Inc.'s ("SIRVA")
probability of default rating to D-PD from Caa3-PD following the
company's recently announced debt restructuring. With the exception
of SIRVA's super priority debt, existing debt instruments,
including the company's backed senior secured first-lien bank
credit facility and senior secured second-lien term loan will be
exchanged into new bank debt and equity at varying distressed
levels, resulting in substantial economic losses to lenders that
contributed to the determination of a distressed exchange and a
default under Moody's definition. The D-PD rating will be upgraded
to Caa1-PD after three business days, reflecting the new capital
structure. Given the significant reduction in SIRVA's outstanding
debt following the distressed debt exchange, Moody's are upgrading
the company's corporate family rating ("CFR") to Caa1 from Caa3.
Concurrently, Moody's are assigning a B2 rating to SIRVA's new $126
million backed senior secured first lien delayed-draw Superpriority
Term Loan maturing February 2029 and a Caa2 rating to the company's
new $325 million backed senior secured First-Lien Takeback term
loan maturing August 2029. Moody's are withdrawing ratings on
SIRVA's predecessor backed senior secured first-lien bank credit
facilities (previously rated Caa3) and the company's predecessor
senior secured second-lien term loan (previously rated C). The
outlook was changed to stable from negative. ESG considerations
were a key driver of the rating action as Moody's expect the
company will continue to employ aggressive financial strategies.
The company provides outsourced relocation and moving services to
the corporate, consumer, and government sectors.
RATINGS RATIONALE
SIRVA's Caa1 CFR is primarily constrained by the company's
declining revenue and modest profitability (relative to gross
revenues), a very highly levered capital structure, and corporate
governance risks related to the parent company SIRVA BGRS
Worldwide, Inc.'s ("SIRVA BGRS") concentrated equity ownership.
While the reduction in SIRVA's outstanding debt and pro forma debt
to EBITDA to 6.5x as of March 31, 2024 ( 9.7x including
securitization and mortgage warehouse debt based on Moody's
calculations and adjustments) somewhat mitigates these risks,
Moody's expect SIRVA's financial strategies to remain aggressive.
Additional credit risks stem from SIRVA's lack of meaningful free
cash flow, with the potential for modest deficits over the next
12-15 months. SIRVA is exposed to business cyclicality and
volatility in housing market pricing due to the nature of the
contracts the company has with clients where SIRVA takes on home
selling and purchasing risk for relocating employees. These risks
are somewhat offset by the company's global market presence and
integrated service offerings, which provide a competitive advantage
to support a broad, diverse customer base, and maintain high client
retention rates above 95%.
Moody's consider SIRVA's liquidity profile to be adequate supported
by a $120 million pro forma unrestricted cash balance following the
completion of the debt exchange. Moody's do not expect the company
to generate meaningful free cash flow, with the potential for
modest deficits, over the next 12-15 months. Following the debt
exchange, SIRVA will not have a revolving credit facility in place,
but will have $15 million of remaining capacity under its
delayed-draw Superpriority Term Loan. Moody's expect the company to
be in compliance with the financial covenants of its bank debt over
the next 12-15 months, including SIRVA's maximum senior secured
gross leverage ratio of 6.5x (stepping down to 6.0x after September
30, 2024 and down to 5.75x on June 30, 2026). Under the bank
covenants for the delayed-draw Superpriority Term Loan, the company
must also maintain $10 million minimum domestic total liquidity and
$70 million minimum total company liquidity. In addition, SIRVA,
through SIRVA Relocation Credit, LLC ("SRC"), a subsidiary of SIRVA
BGRS, has a $345 million accounts receivable securitization
facility expiring in July 2026 that has approximately $115 million
in availability following the close of the debt exchange. The
accounts receivable securitization facility is used for
pass-through expenses related to the relocation segment. SRC
transfers its ownership in all of its receivables on a non-recourse
basis to a third party financial institution in exchange for a cash
advance and a securitization receivable. Additionally, subsidiary
SIRVA Mortgage ("SM") obtains short-term mortgage warehouse
facilities to fund mortgages for clients until the underlying
properties are sold. SIRVA also sells non-mortgage receivables into
the securitization facility. Continued access to these facilities
are key to SIRVA's ability to provide certain services to its
customers.
The B2 rating on SIRVA's delayed-draw Superpriority Term Loan which
is two notches above the CFR, reflects a priority lien on
collateral relative to the First-Lien Takeback loan, which is rated
Caa2 and secured on a junior lien basis. The ratings on both debt
instruments reflect a one notch downgrade override to Moody's LGD
model-implied outcome. The override reflects the uncertainty of
loss absorption support from the trade payables in a default
scenario. The parent company's SRC and SM subsidiaries are special
purpose vehicles to be the borrowers of the securitization facility
and the warehouse lines. These facilities are non-recourse to
SIRVA.
The stable outlook reflects Moody's expectation that SIRVA will be
challenged to generate organic growth in revenue and EBITDA over
the coming 12-18 months as corporate relocation and moving volumes
remain soft. Accordingly, debt-to-EBITDA is not expected to change
materially from current levels over the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if SIRVA can generate healthy revenue
growth in connection with improved relocation and moving volumes,
resulting in a sustained decline in the company's debt to EBITDA
(excluding securitization and mortgage warehouse debt based on
Moody's calculations and adjustments) to below 6.0x while SIRVA
consistently generates positive free cash flow.
The ratings could be downgraded if SIRVA's revenue and
profitability remain under pressure, resulting in weakening
liquidity and an increase in debt-to-EBITDA from current levels.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
SIRVA's parent company, SIRVA BGRS, headquartered in Oakbrook
Terrace, Illinois, provides outsourced relocation and moving
services to the corporate, consumer, and government sectors.
Following the recently completed debt exchange, the company's
ownership group is led by certain credit funds and accounts managed
by KKR Credit Advisors LLC, Evolution Credit Partners, BlackRock
Financial Management, Inc., and Indaba Capital Management, LP.
Moody's expect the company to generate revenues of $1.65 billion in
2024.
SIYATA MOBILE: Delivers SD7 Handsets to State of California
-----------------------------------------------------------
Siyata Mobile Inc. announced Aug. 16 that it delivered an order for
its SD7 handsets to a new customer, the California Department of
Parks and Recreation, for use at beaches and along waterfronts in
the state.
Marc Seelenfreund, CEO of Siyata, commented, "We were pleased to
deliver our highly innovative SD7 handsets to the state of
California ahead of the busy Fourth of July holiday. The devices
are being used by lifeguards and other parks and recreation
professionals to help keep residents safe while enjoying
California's beaches, waterfronts and other outdoor spaces. Our
ruggedized devices are well-suited for outdoor conditions and
enable users to remain reliably connected across vast areas
serviced by the parks and rec department."
Bryan Etnyre, Public Safety Superintendent, CA State Parks, Orange
Coast District, added, "This summer, California State Park
Lifeguards in Orange County, CA began using FirstNet's push-to-talk
network using Siyata SD7 devices. 75 total devices were deployed
allowing each lifeguard on the beach to effectively communicate
with dispatch, patrol units, rescue vessels, and one another. The
talk group layout allowed for greater situational awareness than
one-to-one calling, and ultimately improved operations. Overall,
the Siyata devices on the FirstNet network are a cost effective,
easily scalable, and robust replacement for our existing Lifeguard
tower communications system."
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.
SKILLZ INC: Delays Filing of Q2 2024 Quarterly Report
-----------------------------------------------------
Skillz Inc. reported in a Form 12b-25 filed with the Securities and
Exchange Commission it has determined that it will not be able to
file its Quarterly Report on Form 10-Q for the quarter ended June
30, 2024 within the prescribed 40-day time period for such filing
without unreasonable effort or expense. The Company is filing for
the five calendar day extension period available under Rule 12b-25
of the Securities Exchange Act of 1934, as amended.
As previously reported in the Company's Notification of Late Filing
on Form 12b-25 filed on March 14, 2024 with the SEC, the Company
was unable to file its Annual Report on Form 10-K for the fiscal
year ended Dec. 31, 2023 within the prescribed period because it
required additional time to complete the procedures relating to its
year-end reporting process, including the completion of the audit
of the Company's financial statements by the Company's independent
auditors for inclusion in the 2023 Form 10-K. The Company
continues to dedicate significant resources to completing the 2023
Form 10-K and the 2024 Form 10-Q and is working diligently to
complete the necessary work to file both reports as soon as
practicable.
Skillz said that although the Company continues to finalize its
financial statements for the year ended Dec. 31, 2023, on March 14,
2024, the Company furnished a press release reporting certain
preliminary unaudited results for the year ended Dec. 31, 2023 as
Exhibit 99.1 to its Current Report on Form 8-K furnished by the
Company with the SEC on such date. Information about the Company's
preliminary financial results for the year ended Dec. 31, 2023
compared to the year ended Dec. 31, 2022 was included in such press
release. The preliminary unaudited financial results are subject
to change pending the completion of the 2023 Form 10-K filing.
Actual results may differ from the preliminary financial results
and other financial information presented in the press release due
to the completion of the Company's internal procedures, the audit
of the Company's financial statements, final adjustments and other
developments that may arise between now and the time the results
are finalized.
The Company is also continuing to finalize its unaudited financial
statements for the quarter ended March 31, 2024.
About Skillz Inc.
Las Vegas-based Skillz Inc. -- https://www.skillz.com -- is a
mobile games platform dedicated to fostering competition and
excellence through its technology. The Skillz platform enables
developers to create multi-million dollar franchises by
incorporating social competition into their games. Leveraging its
patented technology, Skillz hosts billions of casual eSports
tournaments for millions of mobile players worldwide, with the goal
of becoming the home of competition for all.
Skillz reported a net loss of $438.87 million in 2022, a net loss
of $187.92 million in 2021, and a net loss of $149.08 million in
2020. As of Sept 30, 2023, the Company had $428.12 million in
total assets, $200.38 million in total liabilities, and $227.73
million in total stockholders' equity.
* * *
As reported by the TCR in January 2024, S&P Global Ratings retained
its ratings on Las Vegas-based Skillz Inc., including its 'CCC+'
issuer credit rating, following the assignment of the new
management and governance (M&G) assessment. S&P said, "S&P Global
Ratings assigned a new M&G modifier assessment of negative to
Skillz following the revision to our criteria for evaluating the
credit risks. The terms management and governance encompass the
broad range of oversight and direction conducted by an entity's
owners, board representatives, and executive managers. These
activities and practices can impact an entity's creditworthiness
and, as such, the M&G modifier is an important component of our
analysis."
SOLUNA HOLDINGS: Posts $9.15 Million Net Loss in Fiscal Q2
----------------------------------------------------------
Soluna Holdings, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $9.15 million on $9.68 million of total revenue for the three
months ended June 30, 2024, compared to a net loss of $9.26 million
on $2.07 million of revenue for the three months ended June 30,
2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $11.69 million on $22.22 million of total revenue, compared
to a net loss of $16.69 million on $5.15 million of total revenue
for the same period in 2023.
As of June 30, 2024, the Company had $98.68 million in total
assets, $48.74 million in total liabilities, and $49.93 million in
total equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/bdfbfwvv
About Soluna Holdings
Headquartered in Albany, New York, Soluna designs, develops, and
operates digital infrastructure that transforms surplus renewable
energy into global computing resources. The Company's modular data
centers can co-locate with wind, solar, or hydroelectric power
plants and support compute-intensive applications including Bitcoin
Mining, Generative AI, and Scientific Computing. This pioneering
approach to data centers helps energize a greener grid while
delivering cost-effective and sustainable computing solutions.
The Company was in a net loss, has negative working capital, and
has significant outstanding debt as of March 31, 2024. These
factors, among others, indicate that there is substantial doubt
about the Company's ability to continue as a going concern within
one year after the issuance of the Company's condensed financial
statements, according to the Company's Quarterly Report for the
period ended March 31, 2024.
SONOMA PHARMACEUTICALS: Signs 5-Year Distribution Deal With Medline
-------------------------------------------------------------------
Sonoma Pharmaceuticals, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that effective Aug. 19, 2024,
the Company entered into a distribution agreement with Medline
Industries, LP, for the marketing and distribution of the Company's
wound care products. The agreement is for an initial term of five
years, subject to automatic one-year renewal periods.
About Sonoma Pharmaceuticals
Sonoma Pharmaceuticals, Inc. (NASDAQ: SNOA) --
http://www.sonomapharma.com-- is a global healthcare company
developing and producing stabilized hypochlorous acid, or HOCl,
products for a wide range of applications, including wound care,
eye care, oral care, dermatological conditions, podiatry, animal
health care and non-toxic disinfectants. The Company's products
are clinically proven to reduce itch, pain, scarring, and
irritation safely and without damaging healthy tissue. In-vitro
and clinical studies of HOCl show it to safely manage skin
abrasions, lacerations, minor irritations, cuts, and intact skin.
The Company sells its products either directly or via partners in
55 countries worldwide.
Tampa, Florida-based Frazier & Deeter, LLC, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated June 17, 2024, citing that the Company has incurred
significant losses and negative operating cash flows and needs to
raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about its
ability to continue as a going concern.
SPI ENERGY: Gets Nasdaq Non-Compliance Notice Over 10-Q Non-Filing
------------------------------------------------------------------
SPI Energy Co., Ltd. announced Aug. 26 that it received a notice
from the Listing Qualifications Department of The Nasdaq Stock
Market LLC notifying the Company that due to the Company's failure
to timely file its Quarterly Report on Form 10-Q for the fiscal
quarter ended June 30, 2024, with the Securities and Exchange
Commission, the Company is not in compliance with Nasdaq's
continued listing requirements under Nasdaq Listing Rule
5250(c)(1), which requires the timely filing of all required
periodic reports with the SEC.
This Notice follows earlier correspondences from Nasdaq, including
a notice from Nasdaq on April 19, 2024 notifying the Company that
due to the Company's failure to timely file its Annual Report on
Form 10-K for the fiscal year ended Dec. 31, 2023 with the SEC and
a subsequent delinquency notification letter from Nasdaq on May 20,
2024 due to the Company's non-compliance with the Rule as a result
of the Company's failure to timely file its Quarterly Report on
Form 10-Q for the fiscal quarter ended March 31, 2024. Despite
these challenges, on Aug. 8, 2024, the Company received an
extension letter from Nasdaq notifying the Company that Nasdaq has
determined to grant an exception to enable the Company to regain
compliance with the Rule by filing the Form 10-K and the Q1 Form
10-Q on or before Oct. 14, 2024.
The Listing Rule requires listed companies to timely file all
required periodic financial reports with the SEC. The deficiency
letter has no immediate effect on the listing of the Company's
ordinary shares, and its ordinary shares will continue to trade on
The Nasdaq Capital Market under the symbol "SPI" at this time.
As a result of this additional delinquency, the Company is required
to regain compliance with all delinquent filings within 180
calendar days from the due date of the Initial Delinquent Filing,
or Oct. 14, 2024. The Company must submit an update to its
original plan to regain compliance with respect to the filing
requirements no later than Sept. 4, 2024. The update must include
the Company's plans to file the Q2 Form 10-Q and indicate the
progress the Company has made towards implementing the plan
submitted in connection with the Initial Delinquent Filing. If the
Company's plan to regain compliance is not accepted, Nasdaq rules
would permit the Company to appeal the decision to reject the
Company's proposed compliance plan to a Nasdaq Hearings Panel.
The Company is in the process of completing the Form 10-K, the Q1
Form 10-Q and the Q2 Form 10-Q and intends to file such reports as
soon as practicable.
About SPI Energy Co.
SPI Energy Co., Ltd. is a global renewable energy company and
provider of solar, storage solutions that was founded in 2006 in
Roseville, California and is headquartered in McClellan Park,
California. The Company comprises the following core divisions:
(a) SPI Solar commercial & utility solar business develops and
provides a full spectrum of EPC services to third party project
developers, (b) Orange Power business owns and operates solar
projects that sell electricity to the grid in multiple regions,
including the U.S., U.K., and Europe, (c) SolarJuice is a leader in
renewable energy system solutions for residential and small
commercial markets with solar wholesale distribution business in
Australia, and residential solar and roofing installation business
in California. SolarJuice also manufactures solar cells & modules
in United States under the Solar4America brand, and (d) SEM
Wafertech develops American solar wafer manufacturing at Sumter,
SC. SPI maintains global operations in North America, Australia,
Asia and Europe and is also targeting strategic investment
opportunities in fast growing green energy industries such as
battery storage, charging stations, and others which leverage the
Company's expertise and substantial solar cash flow.
New York, New York-based Marcum Asia CPAs LLP, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 14, 2023, citing that the Company has a
significant working capital deficit, has incurred significant
losses and needs to raise additional funds to sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
The Company suffered a net loss of $5.6 million during the nine
months ended September 30, 2023 from continuing operations. As of
September 30, 2023, there was net working capital deficit of $114.7
million and accumulated deficit of $684.7 million. The Company
said these factors raise substantial doubt as to its ability to
continue as a going concern.
SPLASH BEVERAGE: Posts $5.3 Million Net Loss in Fiscal Q2
---------------------------------------------------------
Splash Beverage Group, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $5,326,702 on $1,046,782 of net revenue for the three
months ended June 30, 2024, compared to a net loss of $5,610,249 on
$5,194,951 of net revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $9,997,599 on $2,587,462 of net revenue, compared to a net
loss of $9,339,548 on $11,017,678 net revenues for the same period
in 2023.
As of June 30, 2024, the Company had $8,057,812 in total assets,
$18,411,650 in total liabilities, and $10,353,838 in total
stockholders' deficit.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/47tajyvd
About Splash Beverage Group
Fort Lauderdale, Florida-based Splash Beverage Group, Inc. is a
portfolio company specializing in managing multiple brands across
various growth segments within the consumer beverage industry. The
Company focuses on incubating and acquiring brands with the aim of
accelerating them to higher volumes and increased sales revenue.
Rose, Snyder & Jacobs, based in Encino, California, and the
Company's auditor since 2023, issued a "going concern"
qualification in its report dated March 29, 2024. The qualification
highlighted that the Company has experienced recurring losses from
operations, an accumulated deficit, and a working capital
deficiency, which raise substantial doubt about its ability to
continue as a going concern.
Splash Beverage Group incurred a net loss of $21 million for the
year ended December 31, 2023.
SQRL SERVICE: Aug. 30 Deadline Set for Panel Questionnaires
-----------------------------------------------------------
The United States Trustee is soliciting members for committee of
unsecured creditors in the bankruptcy case of SQRL Service Station,
LLC.
If a party wishes to be considered for membership on any official
committee that is appointed, it must complete a questionnaire
available at https://tinyurl.com/2mnumdka and return it by e-mail
to meredyth.kippes@usdoj.gov, Attn: Meredith A. Kippes of the
Office of the U.S. Trustee, so that it is received no later than
4:00 p.m. Central Standard Time, on Friday, August 30, 2024.
If the U.S. Trustee receives sufficient creditor interest in the
solicitation, it may schedule a meeting or telephone conference for
the purpose of forming a committee.
About SQRL Service
SQRL Service Station LLC sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Texas, Case No. 24-32457) on August
16, 2024. In the petitions signed by Jamal Hizam as managing
member, the Debtor disclosed estimated assets of $10 million to $50
million and total liabilities of $1 billion to $10 billion.
The Debtor tapped Joyce W. Lindauer Attorney, PLLC as counsel.
STARCO BRANDS: Reports $11.6MM Net Loss in Fiscal Q2
----------------------------------------------------
Starco Brands, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $11,562,533 on $15,570,741 of total revenue for the three months
ended June 30, 2024, compared to a net loss of $5,950,863 on
$17,509,270 of total revenue for the three months ended June 30,
2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $15,833,089 on $31,061,422 of total revenue, compared to a
net loss of $7,613,993 on $28,653,071 of total revenue for the same
period in 2023.
As of June 30, 2024, the Company had $84,736,623 in total assets,
$56,843,236 in total liabilities, and $27,893,387 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/bdd9hfuc
About Starco Brands
Santa Monica, Calif.-based Starco Brands (OTCQB: STCB) --
starcobrands.com -- invents consumer products with
behavior-changing technologies that spark excitement. Starco Brands
identifies whitespaces across consumer product categories. Starco
Brands publicly trades on the OTCQB stock exchange so that retail
investors can invest in STCB alongside accredited individuals and
institutions.
Irvine, Calif.-based Macias, Gini, and O'Connell LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated April 3, 2024, citing that the Company has an
accumulated deficit of approximately $63.8 million at Dec. 31,
2023, including the impact of its net loss of approximately $46.4
million for the year ended Dec. 31, 2023. Net cash provided by
operating activities was $0.7 million for the year ended Dec. 31,
2023. The Company's ability to raise additional capital through the
future issuances of common stock and/or debt financing is unknown.
The obtainment of additional financing and the successful
development of the Company's contemplated plan of operations to the
attainment of profitable operations are necessary for the Company
to continue operations. These conditions and the ability to
successfully resolve these factors raise substantial doubt about
the Company's ability to continue as a going concern.
TALPHERA INC: Posts $3.8 Million Net Loss in Fiscal Q2
------------------------------------------------------
Talphera, Inc. filed with the U.S. Securities and Exchange
Commission its Quarterly Report on Form 10-Q reporting a net loss
of $3,827,000 with no reported revenue for the for the three months
ended June 30, 2024, compared to a net loss of $4,371,000 on
$253,000 of total revenue for the three months ended June 30, 2023.
For the six months ended June 30, 2024, the Company reported a net
loss of $7,781,000 with no reported revenue, compared to a net loss
of $12,523,000 on $253,000 of total revenue for the same period in
2023.
As of June 30, 2024, the Company had $24,856,000 in total assets,
$12,126,000 in total liabilities, and $12,730,000 in total
stockholders' equity.
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/226ktz2k
About Talphera
Headquartered in San Mateo, California, Talphera, Inc. --
www.talphera.com -- is a specialty pharmaceutical company focused
on the development and commercialization of innovative therapies
for use in medically supervised settings. Talphera's lead product
candidate, Niyad, is a lyophilized formulation of nafamostat and is
currently being studied under an investigational device exemption
(IDE) as an anticoagulant for the extracorporeal circuit, and has
received Breakthrough Device Designation status from the U.S. Food
and Drug Administration (FDA). Talphera is also developing two
pre-filled syringes in-licensed from its partner Aguettant:
Fedsyra, a pre-filled ephedrine syringe, and PFS-02, a pre-filled
phenylephrine syringe.
Walnut Creek, Calif.-based BPM LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
March 6, 2024, citing that the Company has suffered recurring
operating losses and negative cash flows from operating activities
since inception, and expects to continue to incur operating losses
and negative cash flows in the future. These matters raise
substantial doubt about its ability to continue as a going
concern.
Talphera's net loss for 2023 was $18.4 million, and net income for
2022 was $47.8 million.
TALPHERA INC: Registers 1.27MM Shares Under Equity Plans
--------------------------------------------------------
Talphera, Inc. filed a Registration Statement on Form S-8 with the
Securities and Exchange Commission for the purpose of registering
1,171,395 additional shares of common stock to be issued pursuant
to the Registrant's Amended and Restated 2020 Equity Incentive Plan
and 100,000 additional shares of common stock to be issued pursuant
to the Registrant's Amended and Restated 2011 Employee Stock
Purchase Plan.
A full-text copy of the Registration Statement is available at:
https://tinyurl.com/5n8u4hu5
About Talphera
Headquartered in San Mateo, California, Talphera, Inc. --
www.talphera.com -- is a specialty pharmaceutical company focused
on the development and commercialization of innovative therapies
for use in medically supervised settings. Talphera's lead product
candidate, Niyad, is a lyophilized formulation of nafamostat and is
currently being studied under an investigational device exemption
(IDE) as an anticoagulant for the extracorporeal circuit, and has
received Breakthrough Device Designation status from the U.S. Food
and Drug Administration (FDA). Talphera is also developing two
pre-filled syringes in-licensed from its partner Aguettant:
Fedsyra, a pre-filled ephedrine syringe, and PFS-02, a pre-filled
phenylephrine syringe.
Walnut Creek, Calif.-based BPM LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
March 6, 2024, citing that the Company has suffered recurring
operating losses and negative cash flows from operating activities
since inception, and expects to continue to incur operating losses
and negative cash flows in the future. These matters raise
substantial doubt about its ability to continue as a going
concern.
Talphera's net loss for 2023 was $18.4 million, and net income for
2022 was $47.8 million.
TECTA AMERICA: S&P Upgrades ICR to 'B+' on Improving Leverage
-------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on U.S.-based
commercial roofing installer Tecta America Corp. by one notch to
'B+' from 'B'. S&P also raised its issue-level ratings on its
first-lien and revolving credit facilities by one notch to 'B+'
from 'B', respectively, in line with the upgrade.
The stable outlook reflects S&P's view that Tecta will continue to
grow its revenue base by at least 4% during 2024 while sustaining
S&P Global Ratings-adjusted EBITDA margins above 15% over the next
12 months, which we expect will keep leverage in the high-3x to
low-4x area.
S&P said, "The upgrade reflects our expectations that growth will
continue through organic prospects and acquisitions and that EBITDA
margins will remain robust. Strong demand for roofing services
continues to fuel Tecta's revenue and earnings growth. The
company's backlog stands at $667 million at the end of the second
quarter, which gives the company good revenue visibility for at
least the next two quarters. We note that the backlog remains
robust even as supply chain disruptions following COVID have eased
and past elevated backlog became realized revenue. Despite some
headwinds from inclement weather in the first half of 2024, we
believe Tecta's healthy backlog supports its ability to sustain
modest growth throughout the rest of 2024."
Tecta's current leverage is supportive of the upgrade. Tecta's debt
capital structure is unchanged since the company took on debt in
2021 to fund a $531 million dividend to its financial sponsors. As
the company grew in the years since, leverage has materially
reduced; S&P Global Ratings-adjusted pro forma leverage was 4.0x at
the end of 2023 compared to 7.7x in 2021. Tecta's track record of
successfully integrating acquisitions into its business enhances
our expectation for growth to continue. In the first half of 2024,
the company acquired two smaller companies, Sterling Commercial
Roofing and Eberhard Companies. S&P expects Tecta will continue
executing on its inorganic growth strategy to increase regional
reach. At the current leverage levels, there is approximately $200
million of debt cushion relative to its ratings downside of 5x.
Tecta retains a strong position in the U.S. commercial roofing
market. Tecta is the market leader in the U.S. for commercial
roofing projects and is certified by all major manufacturers,
allowing the company to work on all kinds of roofs. The company's
projects are well diversified across end markets and regions within
the U.S. with no material customer concentrations. Furthermore,
approximately three-fourths of the company's revenue is derived
from non-new construction (such as re-roofing and service and
maintenance). EBITDA margins have meaningfully expanded from the
time of Atlas' investment into Tecta in 2018. Specifically, EBITDA
margins were in the mid-teens percent range in 2023--and we expect
a similar level for 2024--compared to EBITDA margins in the
low-teens percent range in 2018. While S&P doesn't expect margins
will expand further, it believes Tecta can hold its current
profitability profile based on pricing power and operating
efficiencies.
The stable outlook on Tecta reflects S&P's expectation that the
company will be able to maintain leverage in the low-4x area over
the next year while sustaining free operating cash flow (FOCF) to
debt in the 13%-15% area over the next 12 months.
TEMPO ACQUISITION: S&P Upgrades ICR to 'BB-' on Debt Repayment
--------------------------------------------------------------
S&P Global Ratings upgraded all its ratings on Tempo Acquisition
LLC (dba Alight Solutions), including its issuer credit ratings to
'BB-' and our issue-level ratings to 'BB'. S&P removed all ratings
from CreditWatch, where it placed them with positive implications
on March 21, 2024.
The stable outlook reflects S&P's expectation for margin
improvement and solid free operating cash flows (FOCF) from the
remaining business as well as benefits from the cloud restructuring
program, which will bring debt to EBITDA below 5x in 2025.
S&P said, "We expect significant EBITDA margin and FOCF to debt
expansion in Alight's remaining health and wealth business. We
forecast S&P Global Ratings-adjusted EBITDA margins will improve
570 basis points (bps)in 2025 due to a combination of organic
growth in continuing business and a full-year benefit of $75
million in cost savings from the cloud restructuring program. FOCF
will improve as these restructuring expenses fall off in 2024,
along with lower interest payments from reduced debt.
"We believe the remaining higher margin business will continue
benefitting from high recurring revenues and retention rates since
it is a subscription-based model. The divested business was more
volatile because it depends on labor market conditions that could
cause a sudden increase or decrease in Alight's expenses.
"We project S&P Global Ratings-adjusted debt to EBITDA will decline
under 5x in 2025. The company used $740 million of proceeds from
the payroll and professional services divestiture to repay its $300
million senior notes and pay down $440 million on its term loan B
due August 2028. Still in 2024, we expect leverage will be
temporarily elevated due to one-time expenses associated with the
cloud restructuring program--that will fall off next year--and loss
of EBITDA from the divested business.
"In 2025, we expect leverage will decline to the mid-4x as the
company recognizes a full-year benefit from the restructuring
program and sees organic growth in their remaining business. The
company has a target of keeping net leverage of less than 3x. Our
leverage calculation is about 1.5x-2.0x higher because we include
Alight's tax receivable liabilities and certain costs in our EBITDA
calculation that the company excludes in its calculation.
"The stable outlook reflects our expectation that leverage will
decline under 5x in 2025 and FOCF to debt will be around 10%, with
improving EBITDA margins."
TEXAS SOLIDS: Case Summary & 11 Unsecured Creditors
---------------------------------------------------
Debtor: Texas Solids Control Services, LLC
24919 Player Oaks
San Antonio, TX 78260
Business Description: The Debtor provides staffing services for
the oil and gas industry.
Chapter 11 Petition Date: August 28, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-51646
Judge: Hon. Michael M Parker
Debtor's Counsel: Robert C Lane, Esq.
THE LANE LAW FIRM
6200 Savoy Dr Ste 1150
Houston TX 77036-3369
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
Total Assets: $66,391
Total Debts: $2,141,783
The petition was signed by Adrian Mendenhall as owner.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/T4IV4MI/Texas_Solids_Control_Services__txwbke-24-51646__0001.0.pdf?mcid=tGE4TAMA
TKC INTERMEDIATE: Moody's Upgrades CFR to B3, Outlook Stable
------------------------------------------------------------
Moody's Ratings has upgraded TKC Intermediate Holdings, Inc.'s
(TKC) corporate family rating to B3 from Caa1, its probability of
default rating to B3-PD from Caa1-PD, the ratings on TKC Holdings,
Inc.'s senior secured 1st lien notes to B1 from B2, the senior
secured 1st lien bank credit facility ratings to B1 from B2 and the
senior unsecured notes rating to Caa1 from Caa2. The outlooks for
both entities are stable.
"The ratings upgrade reflects Moody's expectation of continued
sequential improvement in TKC's operating performance as a result
of new business wins, improved inmate spending and reduced cost
inflation which has improved credit metrics and liquidity", said
Will Gu, a Moody's Ratings analyst.
RATINGS RATIONALE
TKC's CFR is constrained by: (1) Moody's expectation of high
financial leverage (including holdco PIK toggle notes) remaining
above 7x through 2026; (2) good liquidity; (3) aggressive financial
policies under private ownership by H.I.G. Capital, including
debt-funded distributions; and (4) a volume-based business exposed
to social risks linked to prison policy reform.
The rating benefits from: (1) Moody's expectation of improving
operating performance in 2025 as a result of net new business wins
and reducing cost inflation; (2) good revenue visibility supported
by multiyear contracts and high renewal rates; (3) a strong market
position in its commissary and food service businesses, providing
competitive advantages in pricing and bidding processes; and (4) an
improving capital structure including an interest coverage ratio
above 1x and falling financial leverage.
TKC has good liquidity, with sources of around $162 million,
compared to about $9 million of uses until the end of 2025. Sources
consist of about $47 million in cash on hand at Jun 2024, full
availability under the $50 million revolving credit facility (less
letters of credit) expiring 2026 and Moody's expectation of free
cash flow generation of about $65 million to the end of 2025. Uses
of liquidity include $9 million of mandatory term loan
amortization. Moody's expect the company to PIK the interest on its
$320 million Holdco PIK toggle notes in 2024 to conserve liquidity.
While Moody's don't expect the company to use its revolving credit
facility during the year, the company might use it occasionally to
cover working capital needs. The revolving credit facility has a
springing covenant based on a maximum net leverage ratio of 5.15x
when drawings exceed 35% of total borrowing capacity. Moody's
expects sufficient covenant cushion in the next four quarters. The
company has limited ability to generate alternate liquidity from
asset sales.
The B1 rating on TKC's senior secured credit facilities and senior
secured notes ($525 million first lien term loan and $425 million
first lien notes, both due May 2028, and $50 million revolver
expiring May 2026) reflects their priority ranking in the capital
structure and benefit from loss absorption cushion provided by the
company's senior unsecured notes and Moody's view that the PIK
toggle Holdco notes due 2027 would not provide meaningful loss
absorption in the event of a default. The Caa1 rating on the $675
million senior unsecured notes due 2029 reflects contractual
subordination to the first lien facilities.
The stable outlook reflects Moody's view that TKC's operating
performance will improve over the next 12-18 months, but leverage
will remain relatively elevated.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
TKC's ratings could be upgraded if debt/EBITDA sustains below 5.5x
including the PIK notes, positive free cash flow continues to
improve, and operating performance also continues to improve.
The ratings could be downgraded if EBITA to interest coverage is
sustained less than 1.0x, liquidity erodes through greater than
expected cash burn, operating performance deteriorates, or the
market position weakens.
TKC is a leading provider of commissary, food service, and related
products to the corrections industry across the United States. The
company is headquartered in St. Louis, Missouri and is owned by
funds affiliated with H.I.G. Capital.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
VECTOR UTILITIES: Amends Unsecured Claims Pay Details
-----------------------------------------------------
Vector Utilities, LLC, and Rolando and Griselda Gaytan submitted a
Third Amended Disclosure Statement in support of Plan of
Reorganization dated August 2, 2024.
On the Effective Date, all property of the Debtors' bankruptcy
estate will vest in the Debtors, as the Reorganized Debtors, free
and clear of all liens, claims and encumbrances, except as may be
provided by the Plan.
As of the Effective Date of the Plan, the Reorganized Debtors will
be responsible for all payments and distributions to be made under
the Plan to the holders of Allowed Claims, together with any
payments that become due under any executory contract or unexpired
lease assumed by the Debtors or the Reorganized Debtors. Each
executory contract and unexpired lease to which the Debtors are
determined to be a party shall be deemed rejected unless the
Debtors expressly assumes a particular executory contract or lease
before the Effective Date.
The Debtors propose to sell or surrender assets that are not needed
for Vector's fiber optics work. The Debtors want to sell the
following assets to assist the Debtors to build up the business so
it can handle future expenses and ensure that there is sufficient
money to survive so it can pay its creditors.
Class 6 consists of Unsecured Non-Priority Claims. Claims in this
Class total $1,920,016.05 for all general unsecured claims save and
except the unsecured portion of the Atlantic Specialty Insurance
Company and the Guarantee Company of North America USA which is
currently more than $21,000,000.00. This estimated amount plus the
$1,920,016.05 makes the total for this class $22,920,016.05. The
claims will be paid from the net proceeds from the sale of two
unencumbered pieces of real estate owned by the Gaytans, the
payment of the equity in a mortgaged 10.1-acre tract, and monthly
payments of $2,000.00 from the Gaytans and $2,000.00 from Vector.
The unsecured creditors will participate in the distribution of the
net sales proceeds from the following sales on a pro-rata basis.
The distribution of net sales proceeds will occur by the 30th
calendar day following the completion of each sale. The properties
to be sold and their estimated values are: a vacant lot at 601
Garfield in Laredo, Texas is currently valued at $141,600; and a
lot and mobile home at 1403 Taylor Street in Laredo, Texas
currently valued at $ 59,000.
The Gaytan's own an additional property consisting of 10.1 acres of
land. Vector is using it to its heavy equipment The property is
encumbered by a deed of trust lien in favor of Tyromax. The
property is valued at $450,000. The mortgage debt is $412,746.32.
There is $37,253.68 in equity in this property. The Gaytans will
pay the equity to the unsecured creditors at 10% interest per annum
over 60 months. The monthly payment will be $792.00.
These creditors in this Class will also participate pro-rata also
in a payment of $2,000.00 per month from the Gaytans, and a payment
of $2,000 per month from Vector for 60 months. Either Debtor has
the right to prepay its entire obligation to the unsecured
creditors. The first monthly payment being due and payable on the
15th day of the first full month after 60 days after the date of
confirmation of the plan. Should any monthly payment to a member of
this class be less than $200.00, the Debtors may hold the payment
until the sum of monthly payments aggregates to at least $200.00
before making the payment.
Included in this class is the claim of MW Group Capital. This
creditor filed a proof of claim for $855,803.44. The creditors
U.C.C. lien was filed on May 16, 2023, about two and a half years
after Newtek took a first and prior lien on the same collateral.
The Debtor is Vector. Debtor believes this creditor cannot have a
lien on post-petition account receivables as this would be in
contravention of Section 552(a) of the Bankruptcy Code, nor does
the claim meet the Code provided exceptions to 552(a).
Moreover, MW is secured only to the extent that it has a perfected
lien on collateral of Vector which has not been previously
encumbered. This creditor has an inferior lien position to Newtek
who perfected their $1,500,000 lien, on November 20, 2020, on all
of Vector's assets, which included all of Vector's future accounts.
MW could not have bought these encumbered receivables. Debtors
believe that no property of Vector remains unencumbered after
Newtek lien and the Surety Company lien to make any of MW's claim
secured.
Finally, one of the documents filed with the proof of claim
expressly limits the creditors' recovery to a maximum amount up to
$670,000. Based on this admission the claim is overstated by
$185,803.44. The claim is not secured and will be paid as a general
unsecured claim for $670,00.00. This claim is impaired.
Pursuant to the provisions of Sections 1141(b) and 1141(c) of the
Bankruptcy Code, all assets of the Debtors that remain will vest in
the Reorganized Debtors on the Effective Date free and clear of all
Claims, Liens, encumbrances, charges and other interests of the
holders of Claims and Equity Interests, except as otherwise
provided in the Plan.
Upon the Effective Date of the Plan, the Reorganized Debtors will
be free to conduct their business, manage their affairs, and enter
into transactions without restriction or limitation imposed under
any provision of the Bankruptcy Code, except to the extent
otherwise provided in the Plan. Except for provisions dealing with
payments to holders of Claims, the Plan does not contain any
limitations with respect to the Debtors' future operation of their
business(es).
A full-text copy of the Third Amended Disclosure Statement dated
August 2, 2024 is available at https://urlcurt.com/u?l=5RD7rX from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Margaret McClure, Esq.
909 Fannin, Suite 3810
Houston, TX 77010
Telephone: (713) 659-1333
Facsimile: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About Vector Utilities
Vector Utilities, LLC, specializes in providing construction
services to the telecommunications industry it also provides heavy
construction services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 23-60040) on July 16,
2023. In the petition signed by Griselda C. Gaytan, managing
member, the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge David R. Jones oversees the case.
Margaret M. McClure, Esq., at Law Office of Margaret M. McClure, is
the Debtor's legal counsel.
WAVEDANCER INC: Rebrands to Firefly Neuroscience Post-Merger
------------------------------------------------------------
As previously disclosed, on November 15, 2023, WaveDancer, Inc. and
its wholly owned subsidiary, FFN Merger Sub, Inc., entered into an
Agreement and Plan of Merger with Firefly Neuroscience, Inc. In
accordance with the Merger Agreement, FFN merged with and into
Firefly, with Firefly surviving as a wholly owned subsidiary of
WaveDancer.
On August 12, 2024, (i) pursuant to the Amended and Restated
Certificate of Incorporation of WaveDancer, Inc., WaveDancer
changed its name to Firefly Neuroscience, Inc. and (ii) pursuant to
an amendment to its Certificate of Incorporation Firefly, Firefly
changed its name to Firefly Neuroscience 2023, Inc. and (iii)
Firefly and FFN filed the Certificate of Merger with the State of
Delaware.
As previously disclosed, on August 12, 2024, prior to the
consummation of the Merger, WaveDancer effectuated a 1-for-3
reverse stock split of its common stock, par value $0.0001 per
share. On August 12, 2024, the Merger closed.
On August 13, 2024, the Company received a letter from the Staff
noting that following the Staff's review of the Merger, the Staff
determined that the Company now complies with the Minimum
Stockholders' Equity Requirement and that the matter is now
closed.
About WaveDancer
WaveDancer, Inc. is in the business of developing and maintaining
information technology systems, modernizing client information
systems, and performing other IT-related professional services to
government and commercial organizations. WaveDancer, based in
Fairfax, Va., has been servicing federal and commercial customers
since 1979.
As of March 31, 2024, WaveDancer had $3,764,723 in total assets,
$2,056,203 in total liabilities, and total stockholders' equity of
$1,708,520.
Tysons, Va.-based CohnReznick LLP, the Company's auditor since
2012, issued a "going concern" qualification in its report dated
March 20, 2024, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
WILSON BUILDING: Unsecureds to Split $90K over 60 Months
--------------------------------------------------------
Wilson Building Maintenance, Inc., filed with the U.S. Bankruptcy
Court for the District of Kansas a Plan of Reorganization dated
August 2, 2024.
The Debtor is a janitorial company headquartered in Wichita, Kansas
and which provides janitorial services to commercial customers.
Wilson was founded in 1978 by Anita Vara f/k/a Anita Oberwortmann.
Ms. Vara has continuously operated Wilson through the present date
along with her son, James Oberwortmann. Ms. Vara owns 70% of the
units in Wilson and Mr. Oberwortmann owns the remaining 30%.
The Debtor's Plan is for a period of 5 years beginning the date the
first installment Plan payment is paid under the confirmed Plan,
and ending 5 years thereafter (the "Plan Period"). Upon entry of an
Order confirming this Plan, all property of the estate shall vest
in the Debtor free and clear of all liens and encumbrances, except
such liens and encumbrances as are specifically provided for in
this Plan or in the Confirmation Order.
The Plan provides for full payment of all allowed administrative,
priority and secured claims. The Plan provides for payment of a
portion of allowed unsecured claims. The Debtor will be able to
make payments under this Plan from its business revenues as
evidenced by its cash flow projections.
Class 6 consists of all timely filed and allowed general
non-priority unsecured claims, including that portion of the claims
of secured creditors which exceeds the value of their collateral.
After payment in full of the allowed and priority claims, the
Debtor shall pay general unsecured creditors on a pro rata basis
from Plan payments made to the unsecured creditor class. The
Debtor's payments to the unsecured creditor class shall be in the
total amount of $90,000 and paid at the rate of $1500 per month for
60 months, with disbursements to allowed general unsecured claims
made on an annual basis.
The first payment by the Debtor to the general unsecured claims
shall be made the month following payment in full of allowed
administrative claims, and shall continue each month thereafter.
After a total of $90,000 has been paid to the Class 6 unsecured
creditor class, the Debtor shall make no further payments to
unsecured claimants. To the extent general unsecured claims are not
paid, the claims shall be discharged.
Upon entry of an Order confirming this Plan, all real estate and
personal property of the Debtor shall vest in Debtor free and clear
of all liens and encumbrances except such liens and encumbrances as
are specifically provided for in this Plan or in the Confirmation
Order.
A full-text copy of the Plan of Reorganization dated August 2, 2024
is available at https://urlcurt.com/u?l=rCCQr0 from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Mark J. Lazzo, Esq.
Mark J. Lazzo, P.A.
3500 N. Rock Road
Bldg. 300, Suite B
Wichita, KS 67226
Tel: (316) 263-6895
Email: mark@lazzolaw.com
About Wilson Building Maintenance
Wilson Building Maintenance, Inc., owns and operates a commercial
maintenance business in Wichita, Kansas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Kan. Case No. 24-10264) on April 5,
2024. In the petition signed by Anita L. Vara, president, the
Debtor disclosed up to $50,000 in both assets and liabilities.
Judge Mitchell L. Herren oversees the case.
The Debtor tapped Mark J. Lazzo, Esq., at Mark J. Lazzo PA as legal
counsel and Koch Siedhoff Hand & Dunn, LLP as accountant.
WOOF HOLDINGS: $138.5MM Bank Debt Trades at 32% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Woof Holdings Inc
is a borrower were trading in the secondary market around 68.3
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $138.5 million Term loan facility is scheduled to mature on
July 5, 2030. The amount is fully drawn and outstanding.
Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc.,
through its acquisition of The Wellness Pet Food Holdings Company,
Inc., is a manufacturer of premium pet food and treats, mainly in
North America.
WOOF HOLDINGS: $235MM Bank Debt Trades at 52% Discount
------------------------------------------------------
Participations in a syndicated loan under which Woof Holdings Inc
is a borrower were trading in the secondary market around 47.9
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
December 21, 2028. The amount is fully drawn and outstanding.
Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc.,
through its acquisition of The Wellness Pet Food Holdings Company,
Inc., is a manufacturer of premium pet food and treats, mainly in
North America.
WOOF HOLDINGS: $750MM Bank Debt Trades at 31% Discount
------------------------------------------------------
Participations in a syndicated loan under which Woof Holdings Inc
is a borrower were trading in the secondary market around 68.7
cents-on-the-dollar during the week ended Friday, Aug. 23, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $750 million Term loan facility is scheduled to mature on
December 21, 2027. The amount is fully drawn and outstanding.
Headquartered in Tewksbury, Massachusetts, Woof Holdings, Inc.,
through its acquisition of The Wellness Pet Food Holdings Company,
Inc., is a manufacturer of premium pet food and treats, mainly in
North America.
YUNHONG GREEN: Gets 2nd Nasdaq Notice Over Non-Filing of Form 10-Q
------------------------------------------------------------------
Yunhong Green CTI Ltd. disclosed in a Form 8-K filed with the
Securities and Exchange Commisison that on Aug. 19, 2024, the
Company received a second written notice from The Nasdaq Capital
Market stating that the Company had not filed its Form 10-Q for the
period ended June 30, 2024 as required. This notice had no
immediate effect on the Nasdaq listing or trading of the Company's
common stock. This notice required an update of the Company's plan
to regain compliance no later than Sept. 3, 2024.
If Nasdaq chooses to accept the Company's plan, it may grant an
exception of up to 180 calendar days from the initial Delinquent
Filing, or until Nov. 11, 2024, in which to regain compliance. If
the Nasdaq does not accept the Company's plan, the Company would
have the opportunity to appeal the decision to a Hearings Panel.
The Company intends to submit a timely update to its plan with the
objective to restore compliance and maintain its listing.
Until April 1, 2024, Yunhong Green had engaged BF Borgers CPA PC
(BFB) as the Company's independent registered public accounting
firm. The audit relationship began during December 2022 and
included audits of the financial statements and related Form 10-K
filings for the periods ended Dec. 31, 2022 and Dec. 31, 2023. The
Audit Committee selected Wolf & Company, PC as the Company's
independent registered public accounting firm as of April 1, 2024.
On May 3, 2024, the Company became aware that BFB had agreed to be
suspended from appearing or practicing before the SEC. Because of
this, the Company may no longer use audit reports or consent from
BFB in future filings. Without the 2023 audit report, the
Company's new auditors will need to perform procedures related to
2023 balances in order to be able to perform an effective review of
required 2024 filings, including the Form 10-Q for the period ended
March 31, 2024. The Company is working with its new audit firm to
perform this work. Until this is completed, the Company will not
be able to issue filings during 2024.
On May 22, 2024, the Company received written notice from Nasdaq
stating that the Company was not in compliance with Nasdaq Listing
Rule 5250(c)(1) because the Company had not filed its Form 10-Q for
the period ended March 31, 2024 as required. The Notice had no
immediate effect on the Nasdaq listing or trading of the Company's
common stock.
The Notice required disclosure of this information, as well as the
submission of a plan to regain compliance no later than July 22,
2024. The Company submitted its plan to regain compliance on July
9, 2024, describing the audit work being performed and related
timeline for completion, and requesting an extension until Sept.
27, 2024 to file all Delinquent Reports, including the Form 10-Q
reports for the periods ended March 31, 2024 and June 30, 2024.
This exception request was granted by Nasdaq staff pursuant to a
letter dated July 24, 2024. This letter also informed the Company
that its failure to satisfy the terms of the extension would result
in a delisting of the Company's securities, subject to the
Company's option to appeal such determination to a Hearings Panel.
About Yunhong Green
Barrington, Ill.-based Yunhong Green CTI Ltd develops, produces,
distributes and sells a number of consumer products throughout the
United States and in several other countries, and it produces film
products for commercial and industrial uses in the United States.
The Company's principal lines of products include: Novelty Products
consisting principally of foil and latex balloons and related gift
items; and Flexible Films for food and other commercial and
packaging applications.
Lakewood, Colorado-based BF Borgers CPA PC, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated March 29, 2024, citing that the Company's significant
operating losses raise substantial doubt about its ability to
continue as a going concern.
The Company dismissed BF Borgers as its auditor and appointed Wolf
& Company, P.C. as its new auditor, effective April 1, 2024.
ZETA CHARTER SCHOOLS: S&P Assigns 'BB+' ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issuer credit rating (ICR) to
Zeta Charter Schools (ZCS), N.Y. The outlook is stable.
An ICR reflects an obligor's general creditworthiness, focusing on
its capacity and willingness to meet financial commitments when
they come due. It does not apply to any specific financial
obligation.
In May 2024, the school entered into a loan agreement with the
Equitable Facilities Fund (EFF), with a par value of approximately
$62 million. The EFF loan proceeds are being used primarily to
finance the acquisition of property and construction of facilities
for its Tremont Park Upper Elementary campus, which is expected to
open in 2026. Total pro forma lease-adjusted debt is estimated to
be approximately $264.4 million which includes the $62.0 million
EFF loan, $200.3 million in lease liabilities held by Zeta Charter
Schools Inc. (the charter management organization [CMO]) for
facilities, and $2 million in loans held by the CMO. Under the new
Financial Accounting Standards Board accounting standard, finance
and operating leases are included as liabilities on the CMO's
balance sheet.
The CMO, a nonprofit entity that provides contracted management
support to ZCS, leases its facilities to ZCS, which operates the
schools. Based on the loan structure and security features, the EFF
loan is secured by a pledge of revenues of ZCS and a general
obligation of the CMO. Therefore, unless otherwise indicated,
numbers cited in this report reflect the consolidated financial
statements and operations of ZCS and CMO. Since each entity
maintains separate financial audits, management provided a
consolidated presentation adjusting for inter-entity transfers (S&P
reviewed these consolidated financial statements separately. While
management fees are subordinated, it has reflected these expenses
in its calculation of operating activities, consistent with our
view of other credits across the sector.
"ZCS' enterprise profile can be characterized by healthy demand,
with enrollment increasing 300% from fall 2020 to fall 2023, good
academic outcomes that far exceed the local school district, and a
positive authorizer relationship since opening its first school in
fall 2018," said S&P Global Ratings credit analyst Luke Gildner.
The school's successful track record has been supported by stable
and experienced management and governance teams as well as
credit-supportive strategic planning and risk management practices.
ZCS is still early in its expansion phase and expects to increase
enrollment to 13,000 students by fall 2040. Its financial profile
is characterized by positive margins, a growing revenue base, and
sufficient cash levels, offset by an elevated pro forma debt
profile. Management reports no additional near-term debt plans but
additional financing options could be considered in the next few
years as the school pursues its expansion plan. S&P said, "We
assessed ZCS' enterprise profile as adequate and its financial
profile as vulnerable. We believe that, combined, these credit
factors lead to an anchor of 'bb'. As our criteria indicates, the
final rating can be adjusted due to a variety of overriding
factors. We believe the 'BB+' rating better reflects ZCS' highly
sophisticated management team, very impressive academic
performance, and track record of achieving very healthy enrollment
growth, which positions the organization well to grow into its debt
profile over time at the current rating level."
S&P said, "The stable outlook reflects our opinion that ZCS will
meet its enrollment targets as it pursues its expansion plans and
that it will maintain at least sufficient lease-adjusted MADS
coverage and liquidity levels consistent with the rating level as
the organization grows into its debt. The stable outlook also
reflects our expectation that the EFF loan will be refinanced at
the end of the five-year term (fiscal 2020) under its put option."
ZEVRA THERAPEUTICS: Swings to $19.9MM Net Loss in Fiscal Q2
-----------------------------------------------------------
Zevra Therapeutics, Inc. filed with the U.S. Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $19,925,000 on $4,449,000 of net revenue for the three
months ended June 30, 2024, compared to a net loss of $2,573,000 on
$8,470,000 of net revenue for the three months ended June 30, 2023.
For the six months ended, the Company reported a net loss of
$36,547,000 on $7,874,000 of net revenue, compared to a net loss of
$15,790,000 on $11,646,000 of net revenue for the same period in
2023.
As of June 30, 2024, the Company had $144,408,000 in total assets,
$111,930,000 in total liabilities, and $32,478,000 in total
stockholders' equity.
"During the second quarter, we made steady progress executing on
our strategic objectives," said Neil F. McFarlane, President and
Chief Executive Officer of Zevra. "We are encouraged by favorable
vote from the FDA's Genetic Metabolic Diseases Advisory Committee,
that data presented support that arimoclomol is effective in the
treatment in patients with Niemann Pick disease type C. While the
vote is non-binding, we believe it is an important factor as the
FDA completes its consideration for approval. Additionally, we
continue the launch of OLPRUVA with a keen focus on driving patient
awareness and intend to use the same commercial team to launch
arimoclomol, if approved. Additionally, we expect to meet with the
FDA to discuss the design of a pivotal Phase 3 trial to study
KP1077 in idiopathic hypersomnia at the end of third quarter."
"We continue to be prudent in our capital allocation as we focus on
creating long-term value for stockholders," said R. LaDuane
Clifton, Zevra's Chief Financial Officer and Treasurer. "Our recent
underwritten offering provided net proceeds to the Company of $64.5
million, along with attracting a cadre of institutional investors
well known as long term supporters of innovation and building
momentum as we lean into our near-term catalysts while also
extending our cash runway."
A full-text copy of the Company's Form 10-Q is available at:
https://tinyurl.com/y55r9ess
About Zevra Therapeutics
Celebration, Fla.-based Zevra Therapeutics, Inc. is a company
focused on developing therapies for rare diseases with limited or
no treatment options. The company aims to create transformational
therapies by combining science, data, and patient needs. Utilizing
unique, data-driven development and commercialization strategies,
Zevra Therapeutics overcomes complex drug development challenges to
provide new therapies for the rare disease community.
During the year ended December 31, 2023, Zevra Therapeutics
incurred a net loss of $46 million, compared to a net loss of $26.8
million in 2022.
Orlando, Fla.-based Ernst & Young LLP, the company's auditor since
2022, issued a "going concern" qualification in its report dated
April 1, 2024. The qualification cited sustained recurring losses,
negative cash flows from operations, and substantial doubt about
the company's ability to continue as a going concern.
[*] Joe Zujkowski Joins Latham & Watkins' NY Restructuring Practice
-------------------------------------------------------------------
Latham & Watkins LLP announced that Joe Zujkowski has joined the
firm's New York office as a partner in the Restructuring & Special
Situations Practice. Zujkowski represents debtors, ad hoc creditor
groups, and individual creditors in in-court and out-of-court
restructurings and in executing complicated financing
transactions.
"Joe is a talented practitioner with a stellar reputation in the
distressed world, and we are delighted to welcome him," said Marc
Jaffe, Office Managing Partner of Latham & Watkins' New York
office. "Clients in New York and globally will be well-served by
his experience advising on complex restructurings for major
companies and creditors across the capital structure."
Zujkowski brings comprehensive experience representing private
equity firms, hedge funds, private credit providers, and global
asset managers, as well as market-leading companies across
industries, including retail, energy, transportation, gaming,
healthcare, and real estate. He advises clients in structuring
transactions to avoid bankruptcy-related risks and also advises on
municipal and international financings and restructurings.
"Joe's significant experience delivering positive outcomes for
major companies and creditors and ad hoc creditor groups, further
propels our position as the go-to firm for both debtor and creditor
representations globally," said George Davis, Global Chair of
Latham's Restructuring & Special Situations Practice. "Joe's depth
of practice in the ever growing private credit market, in
particular, is highly synergistic with Latham's long history and
market-leading position in the space."
Zujkowski said: "I'm thrilled to join Latham's powerhouse
restructuring team, which has been at the vanguard of innovation at
finding solutions from both sides of the ledger. Latham's global
platform and collaborative culture make it the ideal firm to help
clients achieve their objectives. I look forward to contributing to
our clients' and the firm's ongoing success."
Zujkowski joins from Gibson, Dunn & Crutcher LLP. He received his
JD from Boston University School of Law and BA from Boston
College.
About Latham & Watkins
Latham & Watkins -- http://www.lw.com-- delivers innovative
solutions to complex legal and business challenges around the
world. From a global platform, its lawyers advise clients on
market-shaping transactions, high-stakes litigation and trials, and
sophisticated regulatory matters. Latham is one of the world's
largest providers of pro bono services, steadfastly supports
initiatives designed to advance diversity within the firm and the
legal profession, and is committed to exploring and promoting
environmental sustainability.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Two Vines Vineyards Inc.
Bankr. D. Ariz. Case No. 24-06870
Chapter 11 Petition filed August 20, 2024
See
https://www.pacermonitor.com/view/CTEDDUQ/Two_Vines_Vineyards_Inc__azbke-24-06870__0001.0.pdf?mcid=tGE4TAMA
represented by: Chris D. Barski, Esq.
BARSKI LAW FIRM PLC
E-mail: cbarski@barskilaw.com
In re Robin Stoltz Nassif
Bankr. C.D. Cal. Case No. 24-11393
Chapter 11 Petition filed August 21, 2024
In re Ronald E. Sweeney
Bankr. C.D. Cal. Case No. 24-10954
Chapter 11 Petition filed August 21, 2024
represented by: David Zolkin, Esq.
In re Vera Holdings, LLC
Bankr. E.D. Cal. Case No. 24-23695
Chapter 11 Petition filed August 20, 2024
See
https://www.pacermonitor.com/view/N6LRSRQ/Vera_Holdings_LLC__caebke-24-23695__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re GG Global Logistics LLC
Bankr. M.D. Fla. Case No. 24-04377
Chapter 11 Petition filed August 20, 2024
See
https://www.pacermonitor.com/view/XONGXTQ/GG_Global_Logistics_LLC__flmbke-24-04377__0001.0.pdf?mcid=tGE4TAMA
represented by: Daniel A. Velasquez, Esq.
LATHAM LUNA EDEN & BEAUDINE LLP
E-mail: dvelasquez@lathamluna.com
In re Joy N. DeGrasse
Bankr. M.D. Fla. Case No. 24-04897
Chapter 11 Petition filed August 20, 2024
represented by: Jonathan Bierfeld, Esq.
In re Daniel Ryan Bowman
Bankr. S.D. Fla. Case No. 24-18449
Chapter 11 Petition filed August 20, 2024
represented by: Chad Van Horn, Esq.
In re Jon-Jay Equities Corp.
Bankr. W.D.N.Y. Case No. 24-10898
Chapter 11 Petition filed August 20, 2024
See
https://www.pacermonitor.com/view/UCHL65Y/Jon-Jay_Equities_Corp__nywbke-24-10898__0001.0.pdf?mcid=tGE4TAMA
represented by: Arthur G. Baumeister, Jr., Esq.
BAUMESTER DENZ LLP
E-mail: abaumeister@bdlegal.net
In re Troy Brice Kelley
Bankr. D.S.C. Case No. 24-03008
Chapter 11 Petition filed August 20, 2024
represented by: Robert H. Cooper, Esq.
THE COOPER LAW FIRM
In re Stool and Dinette Factory, Inc.
Bankr. D. Ariz. Case No. 24-06900
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/4J7SHTA/STOOL_AND_DINETTE_FACTORY_INC__azbke-24-06900__0001.0.pdf?mcid=tGE4TAMA
represented by: James F. Kahn, Esq.
KAHN & AHART, PLLC
E-mail: James.Kahn@azbk.biz
In re Bella Ragazza Salon, LLC
Bankr. M.D. Fla. Case No. 24-04911
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/AKV4QRA/Bella_Ragazza_Salon_LLC__flmbke-24-04911__0001.0.pdf?mcid=tGE4TAMA
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
E-mail: All@tampaesq.com
In re Hamilton Rodrigues Realty LLC
Bankr. D. Mass. Case No. 24-11698
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/H2OJTHI/Hamilton_Rodrigues_Realty_LLC__mabke-24-11698__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re 3 Brothers Pharmacy, LLC
Bankr. N.D. Miss. Case No. 24-12502
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/COSJXUY/3_Brothers_Pharmacy_LLC__msnbke-24-12502__0001.0.pdf?mcid=tGE4TAMA
represented by: D. Dewayne Hopson, Jr., Esq.
HOPSON LAW GROUP
E-mail: dewaynehopson@hopsonlawfirm.net
In re Safe Haven Hospice, LLC
Bankr. E.D. Mo. Case No. 24-43000
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/MEDM5EY/Safe_Haven_Hospice_LLC__moebke-24-43000__0001.0.pdf?mcid=tGE4TAMA
represented by: David A. Sosne, Esq.
SUMMERS COMPTON WELLS LLC
E-mail: dsosne@scw.law
In re Rupal K. Patel
Bankr. D.N.J. Case No. 24-18301
Chapter 11 Petition filed August 21, 2024
represented by: David Stevens, Esq.
In re Meadowbrook Services, LLC
Bankr. N.D. Ohio Case No. 24-51266
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/MVHDS4A/Meadowbrook_Services_LLC__ohnbke-24-51266__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael A Steel, Esq.
MICHAEL STEEL
E-mail: msteel@steelcolaw.com
In re ICM Holdings, LLC
Bankr. S.D. Tex. Case No. 24-33828
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/QHC6K2I/ICM_Holdings_LLC__txsbke-24-33828__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert C Lane, Esq.
THE LANE LAW FIRM
E-mail: notifications@lanelaw.com
In re The Tree Haus Tavern, LLC
Bankr. W.D. Tex. Case No. 24-51589
Chapter 11 Petition filed August 21, 2024
See
https://www.pacermonitor.com/view/HMZKH5Q/The_Tree_Haus_Tavern_LLC__txwbke-24-51589__0001.0.pdf?mcid=tGE4TAMA
represented by: William R. Davis, Jr., Esq.
LANGLEY & BANACK, INC.
E-mail: wrdavis@langleybanack.com
In re Katiqua Lashawndra Moni Stewart Guy
Bankr. E.D. Va. Case No. 24-11523
Chapter 11 Petition filed August 21, 2024
represented by: Alexandria Jeffers, Esq.
In re Curtis Jerome Henderson
Bankr. S.D. Ala. Case No. 24-12109
Chapter 11 Petition filed August 22, 2024
represented by: Barry Friedman, Esq.
In re Salvatore Anthony DiMaria
Bankr. C.D. Cal. Case No. 24-16762
Chapter 11 Petition filed August 22, 2024
represented by: Leonard Shulman, Esq.
In re Charles Chiao-Yu Yang
Bankr. S.D. Cal. Case No. 24-03150
Chapter 11 Petition filed August 22, 2024
represented by: Jeffrey Golden, Esq.
In re Holdco Nuvo D.G. Ltd
Bankr. D. Del. Case No. 24-11881
Chapter 11 Petition filed August 22, 2024
See
https://www.pacermonitor.com/view/KBS7KOI/Holdco_Nuvo_DG_Ltd__debke-24-11881__0001.0.pdf?mcid=tGE4TAMA
represented by: Derek C. Abbott, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
E-mail: dabbott@morrisnichols.com
In re Atomic Tattoos - Central Florida, LLC
Bankr. M.D. Fla. Case No. 24-04417
Chapter 11 Petition filed August 22, 2024
See
https://www.pacermonitor.com/view/R7DT37Q/Atomic_Tattoos_-_Central_Florida__flmbke-24-04417__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re Bonnie B. Rathel
Bankr. M.D. Ga. Case No. 24-10828
Chapter 11 Petition filed August 22, 2024
In re Christopher Mark Wilson
Bankr. M.D. Ga. Case No. 24-51245
Chapter 11 Petition filed August 22, 2024
In re Shawn Adam Cusimano
Bankr. E.D. La. Case No. 24-11652
Chapter 11 Petition filed August 22, 2024
represented by: Douglas Draper, Esq.
HELLER DRAPER & HORN LLC
In re Johnson Enterprises-Johnson Wash Systems LLC
Bankr. E.D. Mich. Case No. 24-31570
Chapter 11 Petition filed August 22, 2024
See
https://www.pacermonitor.com/view/I2YN5ZQ/Johnson_Enterprises-Johnson_Wash__miebke-24-31570__0001.0.pdf?mcid=tGE4TAMA
represented by: Mark H. Shapiro, Esq.
STEINBERG SHAPIRO & CLARK
E-mail: shapiro@steinbergshapiro.com
In re Joseph Robert Barge and Kathleen Anne Barge
Bankr. E.D. Mich. Case No. 24-31572
Chapter 11 Petition filed August 22, 2024
represented by: Mark Shapiro, Esq.
In re Debra Hiratka
Bankr. S.D. Ohio Case No. 24-11944
Chapter 11 Petition filed August 22, 2024
represented by: William Fecher, Esq.
In re King Wholesale Parts Marketing Inc.
Bankr. N.D. Ala. Case No. 24-81631
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/ELEPPGY/King_Wholesale_Parts_Marketing__alnbke-24-81631__0001.0.pdf?mcid=tGE4TAMA
represented by: Stuart Maples, Esq.
THOMPSON BURTON PLLC
E-mail: smaples@thompsonburton.com
In re Maude's Alabama BBQ, LLC
Bankr. E.D. Mich. Case No. 24-31583
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/7PFBOOA/Maudes_Alabama_BBQ_LLC__miebke-24-31583__0001.0.pdf?mcid=tGE4TAMA
represented by: George E. Jacobs, Esq.
BANKRUPTCY LAW OFFICES
E-mail: george@bklawoffice.com
In re Hair Insanity LLC
Bankr. E.D.N.C. Case No. 24-02851
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/IGG4AKQ/Hair_Insanity_LLC__ncebke-24-02851__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re LeiLuxe LLC
Bankr. E.D.N.C. Case No. 24-02849
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/K2QVWFQ/LeiLuxe_LLC__ncebke-24-02849__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Joshua Tree Learning Experience, Inc.
Bankr. E.D. Pa. Case No. 24-12954
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/Q3IEVEY/JOSHUA_TREE_LEARNING_EXPERIENCE__paebke-24-12954__0001.0.pdf?mcid=tGE4TAMA
represented by: Maggie Soboleski, Esq.
CENTER CITY LAW OFFICES, LLC
E-mail: msoboles@yahoo.com
In re Renew Life Rejuvenation of The Woodlands, PLLC
Bankr. S.D. Tex. Case No. 24-33863
Chapter 11 Petition filed August 23, 2024
See
https://www.pacermonitor.com/view/QTIA3MA/Renew_Life_Rejuvenation_of_The__txsbke-24-33863__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert C Lane, Esq.
THE LANE LAW FIRM
E-mail: notifications@lanelaw.com
In re Todd Benjamin Schlomer
Bankr. W.D. Tex. Case No. 24-10999
Chapter 11 Petition filed August 23, 2024
represented by: Kimberly Nash, Esq.
In re Castillo Enterprises Inc.
Bankr. N.D. Ill. Case No. 24-12472
Chapter 11 Petition filed August 25, 2024
See
https://www.pacermonitor.com/view/CVCVTSQ/Castillo_Enterprises_Inc__ilnbke-24-12472__0001.0.pdf?mcid=tGE4TAMA
represented by: Paul M. Bach, Esq.
BACH LAW OFFICES
E-mail: paul@bachoffices.com
In re Christopher Emo Usude
Bankr. C.D. Cal. Case No. 24-16831
Chapter 11 Petition filed August 26, 2024
represented by: Onyinye Anyama, Esq.
In re Javier Venegas
Bankr. C.D. Cal. Case No. 24-16843
Chapter 11 Petition filed August 26, 2024
represented by: Marc Goldbach, Esq.
In re Family First Health Center P.A.
Bankr. M.D. Fla. Case No. 24-04484
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/67L33FQ/Family_First_Health_Center_PA__flmbke-24-04484__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Ainsworth, Esq.
BRANSONLAW, PLLC
E-mail: jeff@bransonlaw.com
In re Settlement Management Services LLC
Bankr. S.D. Fla. Case No. 24-18681
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/J2PRDTA/Settlement_Management_Services__flsbke-24-18681__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Estate of Bobby Joe Thomas
Bankr. N.D. Ga. Case No. 24-58912
Chapter 11 Petition filed August 26, 2024
Filed Pro Se
In re Michael William Gurka
Bankr. N.D. Ill. Case No. 24-12511
Chapter 11 Petition filed August 26, 2024
represented by: Joel Schechter, Esq.
In re Lilydale Progressive Missionary Baptist Church
Bankr. N.D. Ill. Case No. 24-12502
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/OWZLOTQ/Baptist_Church_Lilydale_Progressive__ilnbke-24-12502__0001.0.pdf?mcid=tGE4TAMA
represented by: William E. Jamison, Jr., Esq.
WILLIAM E. JAMISON & ASSOCIATES
E-mail: wjami39246@aol.com
In re LV Opportunity Zone LLC, Series 6
Bankr. D. Nev. Case No. 24-14401
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/55O6YMQ/LV_Opportunity_Zone_LLC_Series__nvbke-24-14401__0001.0.pdf?mcid=tGE4TAMA
represented by: Andrew J. Van Ness, Esq.
HUNTER PARKER LLC
E-mail: andrew@hunterparkerlaw.com
In re TBMV LLC d/b/a Retro Fitness
Bankr. D.N.J. Case No. 24-18410
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/4ZPNHJA/TBMV_LLC_dba_Retro_Fitness__njbke-24-18410__0001.0.pdf?mcid=tGE4TAMA
represented by: Brian G Hannon, Esq.
NORGAARD OBOYLE HANNON
E-mail: bhannon@norgaardfirm.com
In re Lichtenberg Wood Shop Wall Art, LLC
Bankr. E.D.N.Y. Case No. 24-73296
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/KQTTGMY/Lichtenberg_Wood_Shop_Wall_Art__nyebke-24-73296__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Revitalize Portland LLC
Bankr. D. Ore. Case No. 24-32356
Chapter 11 Petition filed August 26, 2024
See
https://www.pacermonitor.com/view/A2OYUXY/Revitalize_Portland_LLC__orbke-24-32356__0001.0.pdf?mcid=tGE4TAMA
represented by: Ted A. Troutman, Esq.
TROUTMAN LAW FIRM P.C.
E-mail: tedtroutman@sbcglobal.net
*********
Monday's edition of the TCR delivers a list of indicative prices
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S U B S C R I P T I O N I N F O R M A T I O N
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Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA.
Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante,
Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon,
Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
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