/raid1/www/Hosts/bankrupt/TCR_Public/241023.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, October 23, 2024, Vol. 28, No. 296
Headlines
1 MIN LLC: U.S. Trustee Unable to Appoint Committee
2626 PENN LLC: Seeks Chapter 11 Bankruptcy Protection
9300 WILSHIRE: Updates Unsecured Claims Pay; Files Amended Plan
ACCURIDE CORP: $321.2MM Bank Debt Trades at 41% Discount
ADVANCED URGENT: To Sell Assets to University of Colorado Health
ADVENT TECHNOLOGIES: Incurs $9.36 Million Net Loss in First Quarter
AIMBRIDGE HOSPITALITY: Gets Help from Evercore to with Cash Need
AMERICAN TIRE: $1BB Bank Debt Trades at 53% Discount
ANAGENESIS CAPITAL: Claims Filing Deadline Set for Nov. 1, 2024
ARIS MINING: S&P Affirms 'B+' ICR on Proposed Refinancing
ASP LS ACQUISITION: $125MM Bank Debt Trades at 37% Discount
ASTRA ACQUISITION: $500MM Bank Debt Trades at 86% Discount
ATLANTICA SUSTAINABLE: S&P Downgrades ICR to 'BB-', Outlook Stable
ATTLEBORO REALTY LLC: Sec. 341(a) Meeting of Creditors on Nov. 12
AURA SYSTEMS: Delays Filing of Form 10-Q for Period Ended Aug. 31
AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 70% Discount
AXENTIA CARD: U.S. Trustee Unable to Appoint Committee
BAHAMA BAY: Public Auction for Membership Interests
BAMBY EXPRESS: Gets Interim OK to Use Cash Collateral Until Oct. 31
BELLE CREEK SCHOOL: Moody's Affirms 'Ba2' Revenue Ratings
BIG LOTS: Says Nexus Is Arranging Financing for Takeover Bid
BIG RIVER CONTRACTORS: Seeks Chapter 11 Bankruptcy in Texas
BRITEWASH AUTO: Non-insider Unsecureds Will Get 40% of Claims
BROWN GENERAL: Sec. 341(a) Meeting of Creditors on November 21
BYJU'S ALPHA: U.S. Units Set for Bankruptcy Sale Under Trustee
CANADIAN CENTRE: Abruptly Declares Bankruptcy, Closes Operations
CANTERBURY SECURITIES: Chapter 15 Case Summary
CAREERBUILDER LLC: S&P Upgrades ICR to 'CCC-', On Watch Developing
CARTER ST LLC: Creditors to Get Proceeds From Liquidation
CHIC COUTURE: Case Summary & Nine Unsecured Creditors
CHPPR MIDCO: S&P Alters Outlook to Stable, Affirms 'B-' ICR
CIBUS INC: Cuts 26 Full-Time Jobs as Part of Strategic Realignment
CLEAN ENERGY: Agrees to Sell $125,080 Note at 15.25% Discount
CLICKED AI: Unsecureds Will Get 5% of Claims over 3 Years
CMM OFFROAD: Gets Interim OK to Use Cash Collateral
COLLEGE OF SAINT ROSE: Seeks to Auction Campus, Bids Due Dec. 6
COMTECH TELECOMMUNICATIONS: Delays Filing of Annual Report
CONVENTION CENTER: Case Summary & One Unsecured Creditor
CORONET CERAMICS: Nathan Smith Named Subchapter V Trustee
CROSS FINANCIAL: Moody's Rates New $436MM 1st Lien Term Loan 'B2'
CROWNCO INC: Files for Bankruptcy Protection in California
CUSTOM CLUB: Starts Subchapter V Bankruptcy Proceeding
CUT & FILL: Gets Interim OK to Use Cash Collateral
DAYBREAK OIL: Delays Form 10-Q for Period Ended August 31
DCLI BIDCO: S&P Assigns 'B+' Long-Term ICR, Outlook Stable
DIAMOND SPORTS: Gets Okay to Rebrand TV Sports Network to FanDuel
DIGITAL GRAPHICS PLUS: Gets OK to Use Cash Collateral Until Nov. 14
DIOCESE OF CAMDEN: Court OKs Clayton Property Sale for $225,000
EARTH ALIVE: Files Notice of Intent, Seeks Sale to Avoid Bankruptcy
EARTH SCIENCE: Buys Back 11.5M Common Shares as of Sept. 30
EARTH SCIENCE: Completes Acquisition of Avenvi, Mister Meds
EARTH SCIENCE: Expands Into Pet and Wildlife Industry With Zoolzy
EARTH SCIENCE: Moves to New Office in Miami
EASTSIDE DISTILLING: Completes Debt Exchange Deal, Beeline Merger
EDWARDS PETROLEUM: Nathan Smith Named Subchapter V Trustee
EMPIRE COMMUNITIES: S&P Rates New Senior Unsecured Notes 'B'
EYECARE PARTNERS: $250MM Bank Debt Trades at 60% Discount
EYECARE PARTNERS: $925MM Bank Debt Trades at 60% Discount
FANATICS COMMERCE: Moody's Cuts CFR to 'B1', Outlook Negative
FISKER INC: Lead Counsel Davis Polk Steers EV Maker Out of Ch.11
FORTRESS INVESTMENT: Fitch Affirms BB LongTerm IDR, Outlook Stable
FOURNES LLC: Mark Sharf Named Subchapter V Trustee
FUEL FITNESS: Case Summary & 19 Unsecured Creditors
FUEL HOMESTEAD: Case Summary & 10 Unsecured Creditors
FUEL REYNOLDA: Case Summary & 15 Unsecured Creditors
FULL HOUSE: Case Summary & One Unsecured Creditor
FYE SPORTS: Updates Unsecured Priority Claims Pay Details
GENESIS CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
GEOSTABILIZATION INTERNATIONAL: S&P Withdraws 'B' ICR
GIP III STETSON: S&P Withdraws 'B' Issuer Credit Rating
GLOBAL WOUND: Case Summary & One Unsecured Creditor
GOEASY LTD: S&P Assigns 'BB-' Rating on New Senior Unsecured Notes
GOLDBERG KERSHEN: Unsecureds to Get 100 Cents on Dollar in Plan
GOLDEN TRIANGLE: Case Summary & Six Unsecured Creditors
GREENIDGE GENERATION: Announces Preliminiary Results for Q3 2024
GREENIDGE GENERATION: Receives Noncompliance Notice From Nasdaq
HUBBARD RADIO: $206.9MM Bank Debt Trades at 22% Discount
HUNTERSTOWN GENERATION: S&P Assigns Prelim 'BB-' Rating on Debt
HYPERSCALE DATA: Declares Monthly Dividend of $0.2708333 Per Share
INDRA HOLDINGS: $50MM Bank Debt Trades at 43% Discount
INFINERA CORP: Tudor Investment Holds 6.8% Equity Stake
INFINITE PRODUCT: Case Summary & Seven Unsecured Creditors
INGRAM MICRO: S&P Places 'BB-' ICR on Watch Pos. on Planned IPO
INSPIREMD INC: Establishes New Headquarters in Miami, Florida
INTELGENX TECHNOLOGIES: Top Execs, 5 Directors Resign
INTRUM AB: Intends to File Chapter 11 Bankruptcy Protection
JOE'S AUTO: Gets Final OK to Use Cash Collateral
JORDAN HEALTH: U.S. Trustee Appoints Creditors' Committee
KESTREL ACQUISITION: Moody's Hikes Rating on Sec. Bank Loans to Ba3
KIDDE-FENWAL: Carrier Global Pays $615-Mil. Over Fire Foam Claims
KING ESTATES: Case Summary & Six Unsecured Creditors
LAREDO OIL: Delays Form 10-Q for Period Ended August 31
LAVIE CARE: Corrado Burdieri Appointed to Creditors Committee
LEXARIA BIOSCIENCE: To Hold Joint Annual, Special Meeting on Jan 14
LIFE TIME: S&P Rates New $400MM Senior Secured Notes 'BB'
LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 62% Discount
LOGIX HOLDING: $250MM Bank Debt Trades at 45% Discount
MAGNOLIA TRACE APTS: Sec. 341(a) Meeting of Creditors on Nov. 21
MAVENIR SYSTEMS: $145MM Bank Debt Trades at 33% Discount
MAVENIR SYSTEMS: $585MM Bank Debt Trades at 37% Discount
MERCER INTERNATIONAL: S&P Rates New US$200MM Unsecured Notes 'B'
MICHAEL J. WEISS: Seeks Chapter 11 Bankruptcy Protection
MICHAELS COS: $1.95BB Bank Debt Trades at 20% Discount
MISSISSIPPI EMBROIDERY: Files for Chapter 11 Bankruptcy
MOUNTAIN DUE: Seeks to Sell Restaurant Assets, Liquor License
MP BUILD: U.S. Trustee Appoints Creditors' Committee
NANOVIBRONIX INC: Annual Meeting of Stockholders Set for Dec. 19
NAYA STONE: Hits Chapter 11 Bankruptcy Protection
NEXTDECADE CORP: Board Appoints Arnaud Lenail-Chouteau as Director
NOVABAY PHARMACEUTICALS: Schedules Special Meeting for Nov. 22
NUZEE INC: Establishes Multiple Offices to Expand Global Business
NUZEE INC: Sells $1.6 Million Worth of Common Shares
OCTAGON 65: Fitch Assigns 'BB-sf' Rating on E Notes, Outlook Stable
OMNIQ CORP: Joins Forces With NEC to Enhance Public Safety
ONITY GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable
OPTINOSE INC: Falls Short of Nasdaq's Minimum Bid Price Requirement
PALATIN TECHNOLOGIES: Receives NYSE American Non-Compliance Notice
PERKINS COMPOUNDING: Creditors to Get Proceeds From Liquidation
POTTSVILLE OPERATIONS: Seeks Chapter 11 Bankruptcy Protection
PREPAID WIRELESS: Case Summary & 19 Unsecured Creditors
PRETIUM PKG: $350MM Bank Debt Trades at 62% Discount
PUERTO RICO: Cobra Acquisitions Receives $18.4-Mil. from PREPA
QUEST SOFTWARE: $2.81BB Bank Debt Trades at 28% Discount
R.RIVETER: Case Summary & 20 Largest Unsecured Creditors
RADIATE HOLDCO: Resumes Talks with Lenders to Address Debt
RECEPTION MEZZANINE: Fitch Lowers LongTerm IDR to 'C'
RICEBRAN TECHNOLOGIES: Secured Party Sets Oct. 24 Auction
RJ HAWK: Katharine Battaia Clark Named Subchapter V Trustee
SABRA HEALTH: Moody's Affirms Ba1 CFR & Alters Outlook to Positive
SEATON INVESTMENTS: Cash Collateral Access Extended to Nov. 12
SINCLAIR INC: Negotiates with Lenders to Extend Debt
SMS LAKEWOOD: Case Summary & 14 Unsecured Creditors
SOUTH LINCOLN: Hits Chapter 11 Bankruptcy in Colorado
SOUTH TEXAS MILITARY: S&P Lowers Revenue Bonds Rating to 'B+'
SOUTHERN WAY: Case Summary & 14 Unsecured Creditors
SPIRIT AIRLINES: Gets More Time to Refinance 2025 Debt
STG LOGISTICS: $750MM Bank Debt Trades at 55% Discount
SUNPOWER CORP: Court Okays Chapter 11 Plan
SUPOR PROPERTIES: Court OKs Property Sale to Harrison Avenue
SUPREME ELECTRICAL: Gets Final Approval to Use Cash Collateral
SVP HOLDINGS: S&P Places 'B-' ICR on CreditWatch Positive
TGI FRIDAY'S: Looks for New Funding in Anticipation of Bankruptcy
TUPPERWARE BRANDS: Reaches Agreement to Form New Tupperware Company
VERDE RESOURCES: Incurs $3.19 Million Net Loss in FY Ended June 30
VICTORY CLEAN: Welcomes David Voyticky to Board of Directors
VYAIRE MEDICAL: Asset Sale Proceeds to Fund Plan Payments
WASHINGTON BOI: James Overstreet Named Subchapter V Trustee
WELLPATH HOLDINGS: $110MM Bank Debt Trades at 59% Discount
WHITESTONE INDUSTRIAL: Houston Property Sale to MH Raw Land OK'd
WNK FOODS: Gets Interim OK to Use Cash Collateral
WORKSPORT LTD: Announces Strategic Updates, Product Launches
XPLORE INC: $995MM Bank Debt Trades at 77% Discount
YELLOW CORP: Submits New Plan After Losing Pensions Battle
YH&R CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
ZELIS HOLDINGS: S&P Lowers ICR to 'B' on Dividend Recapitalization
[*] Stretto Acquires Chapter 11 Dockets for Enhanced Solutions
[*] Texas Bankruptcy Filings Increased in January to October 2024
[] Mixed-Use Commercial Property Up for Auction on Dec. 4
*********
1 MIN LLC: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------
The U.S. Trustee for Region 18 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of 1 Min, LLC.
About 1 Min LLC
1 Min, LLC is engaged in activities related to real estate. The
company is based in Renton, Wash.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Wash. Case No. 24-01519) on September
20, 2024. In the petition signed by Michael P. Christ, a member and
chief executive officer, the Debtor reported zero asset and
$122,156,384 in liabilities.
Judge Frederick P. Corbit oversees the case.
James L. Day, Esq., at Bush Kornfeld, LLP represents the Debtor as
legal counsel.
2626 PENN LLC: Seeks Chapter 11 Bankruptcy Protection
-----------------------------------------------------
2626 Penn LLC filed Chapter 11 protection in the District of
Columbia. According to court documents, the Debtor reports
$17,361,619 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured creditors.
About 2626 Penn LLC
2626 Penn LLC is the owner of real property located at 2626
Pennsylvania Avenue, N.W., Washington DC 20037 having an appraised
value of $17.5 million.
2626 Penn LLC sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Col. Case No. 24-00345) on October 16, 2024. In the
petition filed by Phil Kang, as authorized representative, the
Debtor reports total assets of $17,526,583 and total liabilities of
$17,361,619.
The Honorable Bankruptcy Judge Elizabeth L. Gunn handles the case.
The Debtor is represented by:
Craig M. Palik, Esq.
MCNAMEE HOSEA, P.A.
6404 Ivy Lane, Suite 820
Greenbelt, MD 20770
Tel: (301) 441-2420
E-mail: cpalik@mhlawyers.com
9300 WILSHIRE: Updates Unsecured Claims Pay; Files Amended Plan
---------------------------------------------------------------
Creditor AES Redondo Beach, L.L.C., submitted a Third Amended
Disclosure Statement and Plan of Reorganization for 9300 Wilshire,
LLC dated September 12, 2024.
The principals of the two entities that hold interests in the
Debtor are identified by the Debtor as "primarily" Ely Dromy and
Leonid Pustilnikov.
As set forth in the Debtor's first amended chapter 11 plan (the
"Debtor's Plan"), the Debtor claims that it holds a 21.45% interest
in the Redondo Property. The Debtor further claims in the Debtor's
Plan that it has interests in the following real estate outside of
the Redondo Property
The Debtor asserts that its interests in these other properties
(outside of the Redondo Property) currently represent, on an
aggregate basis, approximately $10 million in equity, and further
believes that development plans will drive this figure
substantially higher. The Debtor further claims that total current
equity (i.e., including the alleged interests of the non-Debtors)
in these other properties is approximately $38.5 million, again
subject to alleged development plans the Debtor believes will
substantially increase this figure.
As to the Debtor's future business operations with respect to its
real estate interest (outside of the Redondo Property), the Debtor
has disclosed that it intends to move forward with the further
development of such interests which, in turn, should see an
improvement in cash flow.
Under the Plan, the Debtor upon emergence is positioned to elect to
continue its business in the ordinary course, subject to the
Foreclosure Sale of the Redondo Property in connection with AES
Secured Claims. The Plan, sponsored and funded by AES, reinstates
equity in the Debtor and leaves holders of allowed administrative
(and other unclassified claims) and allowed general unsecured
claims unimpaired and paid in full (subject to the occurrence of
the Effective Date) on or within 7 business days after the
Effective Date (or if not Allowed as of the Effective Date,
distributions shall be made on or within 7 business days after the
date of Allowance).
Further, except for AES Secured Claims (which will receive separate
treatment under the Plan), all other secured claims in Class 3 (the
VNB Secured Claim) and Class 4 (the EWB Secured Claim) will, at the
Debtor's option, either receive payment in full from the Debtor,
its co-obligors to such holders, or its equity holders, in
accordance with recent stipulated agreements approved by the Court,
cured by the Debtor (or its co-obligors or its equity holders) and
their loans reinstated, or the real estate collateral securing such
claims will be returned.
The Debtor claims that its interest in other real estate (outside
of the Redondo Property) represents approximately $10 million in
equity, and when the interests of the non-Debtor owners are
included, approximately $38.5 million in equity. The Debtor claims
that it intends to further develop certain of these properties
and/or improve their cash flow, and contends that such development
will substantially increase equity values.
As set forth in the Debtor's Plan, the Debtor believes a successful
reorganization of its various real estate holdings is not
contingent upon the outcome of any disputes or any development
plans in connection with the Redondo Property, and therefore
intends to reorganize around such properties even if the Redondo
Property is no longer part of the Debtor's estate. Moreover, AES
does not believe the Debtor has any equity in the Redondo Property,
as will be established by the Valuation Briefing as set forth in
the Plan Overview. Accordingly, the Debtor, upon Plan emergence, is
able to continue its business operations focused on these other
assets where substantial equity is alleged to reside.
Class 2 consists of General Unsecured Claims. Each holder of an
Allowed unsecured claim that is not (a) an Administrative Claim;
(b) Tax Claim; or (c) Other Priority Claim in Class 1
(collectively, the "General Unsecured Claims"), except to the
extent that a holder of an Allowed General Unsecured Claim agrees
to less favorable treatment, shall receive the following on or
within 7 business days after the Effective Date (or after the date
of Allowance if not deemed Allowed as of the Effective Date) in
full and complete settlement, release and discharge of, and in
exchange for its Allowed General Unsecured Claim, payment of its
Allowed Claim in full (100%) in cash with interest at the Federal
Judgment Rate from the Petition Date to the Effective Date.
Though the closing of the Foreclosure Sale of the Redondo Property
is a condition precedent to the Effective Date of the Plan, the
Foreclosure Sale of the Redondo Property is not necessary as a
source of funds for AES to sponsor and fund distributions to
holders of Allowed Administrative Claims, Allowed Tax Claims,
Allowed Other Priority Claims in Class 1, and Allowed General
Unsecured Claims in Class 2, pursuant to the terms of the Plan.
AES, as the Plan sponsor, has agreed to fund distributions on or
within 7 business days after the Effective Date of the Plan (or
after the date of Allowance if not Allowed as of the Effective
Date) to holders of Allowed Claims (i.e., Allowed Administrative
Claims, Allowed Tax Claims, Allowed Other Priority Claims in Class
1, and Allowed General Unsecured Claims in Class 2). The maximum
amount of AES's funding obligations to holders of Allowed Claims
represent conditions precedent to the occurrence of the Effective
Date of the Plan.
A full-text copy of the Third Amended Disclosure Statement dated
September 12, 2024 is available at https://urlcurt.com/u?l=qSHEWv
from PacerMonitor.com at no charge.
Attorney for AES Redondo Beach:
MORGAN, LEWIS & BOCKIUS LLP
Craig A. Wolfe, Esq.
600 Anton Blvd., Ste. 1800
Costa Mesa, CA 92626-7653
T: 714.830.0600 / F: 714.830.0700
Email: craig.wolfe@morganlewis.com
About 9300 Wilshire
9300 Wilshire, LLC, is a Beverly Hills-based company engaged in
activities related to real estate.
9300 Wilshire filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-10918) on
Feb. 21, 2023, with $100 million to $500 million in assets and $50
million to $100 million in liabilities. Leonid Pustilnikov, 9300
Wilshire's manager, signed the petition.
Judge Ernest M. Robles presides over the case.
The Debtor tapped Victor A. Sahn, Esq., at Greenspoon Marder, LLP
as bankruptcy counsel and Rutan & Tucker, LLP as special counsel.
ACCURIDE CORP: $321.2MM Bank Debt Trades at 41% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Accuride Corp is a
borrower were trading in the secondary market around 59.5
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $321.2 million Payment in kind Term loan facility is scheduled
to mature on May 18, 2026. About $317.2 million of the loan is
withdrawn and outstanding.
Accuride Corporation is a diversified manufacturer and supplier of
commercial vehicle components in North America. Based in Livonia,
Michigan, the company designs, manufactures and markets commercial
vehicle components. Accuride's brands are Accuride Wheels, Gunite
Wheel End Components, and KIC Wheel End Components.
ADVANCED URGENT: To Sell Assets to University of Colorado Health
----------------------------------------------------------------
Advanced Urgent Care, LLC, also known as Advanced Urgent Care and
Occupational Medicine, and The Pegton Building LLC seek approval
from the U.S. Bankruptcy Court for the District of Colorado to sell
assets to University of Colorado Health for $550,000.
Advanced Urgent Care owns several urgent care clinics and its
primary operations consist of providing acute non-life-threatening
illnesses and injuries to walk-in patients.
The Pegton Building LLC is the lessee under five commercial office
leases and subleases the offices to the Debtor.
Advanced Urgent Care wants to dispose of its business assets
located at 2241 E. Arapahoe Road in Centennial, Colorado, which are
comprised of property, machinery, equipment, supplies, customer and
patient lists, active medical records, telephones, fax numbers,
warranties, other records, permits and licenses.
Not included in the sale are cash, bank accounts, certificates of
deposit, investment and brokerage accounts and capital stock,
employee benefit plans, pension and profit sharing plans and any
other retirement, goodwill associated with the Debtor, any
prescription drugs and any other pharmaceuticals that may not be
legally transferred under law, accounts receivable for professional
services rendered by the employees or agents prior to the closing
effective date, personal property specifically excluded from the
Assets, and any security deposits deposited in connection with any
lease between the Debtor and a third party for the Premises or any
equipment leases.
The Debtor has appointed Allen Mooney & Barnes Brokerage Services,
LLC as investment banker. The firm will be entitled to a sale
transaction fee of 5.5% of the purchase price of the Property and
any unpaid retainer fees that have accrued since the Petition
Date.
The purchase price will be adjusted for any personal property taxes
and other taxes, or with respect to the Assets, the amount of
rents, additional rents, taxes and other items payable by or to the
Debtor under any assumed contract.
The Debtor asserts that the proposed sale is an appropriate
exercise of business judgment based on several factors including
sound business reasons, adequate and reasonable notice, fair
proposal sale, and the buyer has acted in good faith.
About Advanced Urgent Care
Advanced Urgent Care LLC is a locally owned and operated urgent
care services provider. It also offers on-site laboratory services,
x-ray services, and physical exams.
Advanced Urgent Care LLC and The Pegton Building sought relief
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Col. Lead
Case No. 24-14536) on August 7, 2024. In the petition filed by
Anthony G. Euser, as managing member, AUC reports total liabilities
of $7,261,749 and under $50,000 in estimated assets.
The Hon. Joseph G Rosania Jr., presides over the cases.
The Debtors are represented by David J. Warner, Esq., at Wadsworth
Garber Warner Conrardy, PC as counsel.
ADVENT TECHNOLOGIES: Incurs $9.36 Million Net Loss in First Quarter
-------------------------------------------------------------------
Advent Technologies Holdings, Inc., filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q reporting a
net loss of $9.36 million on $3.45 million of net revenue for the
three months ended March 31, 2024, compared to a net loss of $11.99
million on $977,000 of net revenues for the three months ended
March 31, 2023.
As of March 31, 2024, the Company had $32.15 million in total
assets, $26.07 million in total liabilities, and $6.08 million in
total stockholders' equity.
Advent Technologies stated, "If the Company is unable to obtain
sufficient funding, it could be required to delay its development
efforts, limit activities, and further reduce research and
development costs, which could adversely affect its business
prospects and delivery of contractual obligations. A cash
shortfall at any point in time over the next twelve months could
result in the Company failing to meet its overdue and current
obligations which could trigger action against the Company and/or
its subsidiaries for liquidation by employees, authorities, or
creditors. Because of the uncertainty in securing additional
funding, delays in growth of revenue, failure to materialize
cost-cutting efforts and the insufficient amount of cash and cash
equivalents as of the consolidated financial statement filing date,
management has concluded that substantial doubt exists with respect
to the Company's ability to continue as a going concern for one
year from the date the unaudited condensed consolidated 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/1744494/000182912624006791/adventtech_10q.htm
About Advent Technologies
Headquartered in Livermore, CA, Advent Technologies Holdings, Inc.
is an advanced materials and technology development company
operating in the fuel cell and hydrogen technology space. Advent
develops, manufactures and assembles the critical components that
determine the performance of hydrogen fuel cells and other energy
systems. To date, Advent's principal operations have been to
develop and manufacture Membrane Electrode Assembly (MEA), and fuel
cell stacks and complete fuel cell systems for a range of customers
in the stationary power, portable power, automotive, aviation,
energy storage and sensor markets.
Athens, Greece-based Ernst & Young (Hellas) Certified Auditors
Accountants S.A., the Company's auditor since 2020, issued a "going
concern" qualification in its report dated Aug. 13, 2024, citing
that the Company has suffered recurring operating losses, has a
negative working capital position and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
AIMBRIDGE HOSPITALITY: Gets Help from Evercore to with Cash Need
----------------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Aimbridge Hospitality is
working with Evercore Inc. for guidance as the third-party hotel
manager seeks to strengthen its cash reserves, according to sources
familiar with the situation.
Backed by private equity firm Advent International, the company has
been experiencing a drop in room count, which has negatively
affected its revenue, according to some of the sources who
requested anonymity due to the private nature of the matter.
A representative for Aimbridge stated, "With our new leadership
team, the business is on a positive path, and maintaining a robust,
long-term capital structure is a priority to support and accelerate
our goal of being a best-in-class operator."
About Aimbridge Hospitality
Aimbridge Hospitality, LLC operates as a property management
company.
AMERICAN TIRE: $1BB Bank Debt Trades at 53% Discount
----------------------------------------------------
Participations in a syndicated loan under which American Tire
Distributors Inc is a borrower were trading in the secondary market
around 47.4 cents-on-the-dollar during the week ended Friday, Oct.
18, 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.
ANAGENESIS CAPITAL: Claims Filing Deadline Set for Nov. 1, 2024
---------------------------------------------------------------
By order of the United States District Court for the Southern
District of Florida, entered Aug. 20, 2024, all persons or entities
who wish to assert a claim against Anagenesis Capital Partners SBIC
Fund LP, its receiver or assets in possession of its receiver must
do so by submitting a written claim to the receiver on or before
Nov. 1, 2024.
Any person or entity asserting a claim against Anagenesis SBIC or
its assets or funds in the possession of the receiver, must do so
in writing, and submit to:
SBA, as Receiver for
Anagenesis Capital Partners SBIC Fund LP
c/o Cohnreznick LLP
7501 Wisconsin Avenue, Suite 400E
Bethesda, MD 20814
Anagenesis SBIC had a principal office located in West Palm Beach,
Florida, is a small business investment company regulated by the
U.S. Small Business Administration. Anagenesis SBIC has been in
receivership since Dec. 19, 2023, by order of the United States
District Court for the Southern District of Florida, entered in
Civil Action No. 23-cv-81540-Rosenberg, caption United States of
America v. Anagenesis Capital Partners SBIC Fund LP.
An SBA attorney who is one of the attorneys of the receiver is
Thomas W. Rigby, Esq., email thomas.rigby@sba.gov.
ARIS MINING: S&P Affirms 'B+' ICR on Proposed Refinancing
---------------------------------------------------------
S&P Global Ratings affirmed its 'B+' long-term issuer credit and
issue-level ratings on Aris Mining Corp. (Aris) and its $300
million unsecured notes due 2026. S&P will withdraw its issue-level
rating on this instrument once the company fully prepays it, at the
issuer's request.
S&P said, "We also assigned our 'B+' issue-level rating to Aris'
proposed senior unsecured notes of up to $400 million, with an
estimated five-year tenor.
"The stable outlook reflects our view that Aris' operating and
financial performance should continue to improve through higher
revenue and EBITDA in the next 12 months, since we still expect
higher output stemming from its Segovia and Marmato mines,
alongside strong gold prices."
Aris intends to use the proceeds of the proposed $400 million
senior unsecured notes issuance to refinance about $300 million in
existing senior unsecured notes due 2026. As part of the
transaction, the company will also increase its cash balance
capacity by $100 million with the excess proceeds from the proposed
issuance to fund corporate purposes, including transaction fees and
expenses. Although the company is maintaining this cash excess on
its balance sheet as a liquidity buffer for now, S&P does not
disregard that it could be deployed for future uses including
capital expenditure (capex).
The transaction increases our S&P Global Ratings-adjusted gross
debt to EBITDA expectations to about 3.5x for full-year 2024,
compared with S&P's previous estimation of about 2.9x. Our updated
forecast reflects higher debt outstanding. However, this is
partially offset by stronger revenue and EBITDA from consistent
volume production--mainly gold output of about 215 thousand ounces
(koz) from its Colombian Segovia and Marmato mines--and
still-strong gold prices at about $2,300 per ounce (/oz).
S&P said, "We expect EBITDA will continue to expand next year,
supporting a decrease in leverage to about 2.5x by year-end 2025,
since we still assume solid gold prices at about
$2,000/oz-$2,300/oz coupled with higher output of about 285 koz. We
see the transaction as credit neutral since weighted S&P Global
Ratings-adjusted gross debt to EBITDA remains commensurate with its
current financial risk profile and in line with our 'B+' rating.
"In our view, Aris' capex plans are key to boosting production,
mainly through the Segovia and Marmato lower mine expansion
projects. We will continue to monitor the timely materialization of
the company's capex deployment. We expect gold production of 450
koz-500 koz by 2026. We will evaluate the materialization of this
production objective, which should reflect substantial revenue and
EBITDA growth in the coming years and potential enhancements in
Aris' credit metrics."
Through the proposed $400 million issuance, Aris will enhance its
debt maturity profile, with no material debt obligations for the
next 12 months; and amortizations of only about $16 million yearly
until 2027, stemming from its gold notes. In the long term, the
most relevant debt liability the company faces is the $400 million
commitment on its five-year-tenor proposed senior unsecured notes.
In our view, Aris continues to take prudent actions--such as
diligent capex deployment oriented to maximize its cash flows, no
dividend payments, and proactive liability management to refinance
debt well ahead of maturity--to avoid liquidity pressures and
maintain adequate liquidity.
ASP LS ACQUISITION: $125MM Bank Debt Trades at 37% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which ASP LS Acquisition
Corp is a borrower were trading in the secondary market around 62.7
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $125 million Term loan facility is scheduled to mature on
September 29, 2027. 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.
ASTRA ACQUISITION: $500MM Bank Debt Trades at 86% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Astra Acquisition
Corp is a borrower were trading in the secondary market around 14.5
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $500 million Term loan facility is scheduled to mature on
October 25, 2029. The amount is fully drawn and outstanding.
Astra Acquisition Corp. is a provider of cloud-based software
solutions for higher educational institutions.
ATLANTICA SUSTAINABLE: S&P Downgrades ICR to 'BB-', Outlook Stable
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Atlantica
Sustainable Infrastructure PLC to 'BB-' from 'BB+' and removed the
rating from CreditWatch, where S&P placed it with negative
implications on May 29, 2024. The outlook is stable.
S&P said, "At the same time, we assigned our 'BB-' rating and '4'
recovery rating to the company's proposed senior unsecured debt. We
affirmed the 'BB+' rating on the existing green notes and removed
them from CreditWatch. We revised the recovery rating to a '1'. The
green notes will be secured (versus previously unsecured)."
The stable outlook reflects that its assets will continue to
operate under long -term contracts with investment-grade
counterparties and generate fairly predictable cash flow.
Energy Capital Partners (ECP) has announced financing plans for its
acquisition of Atlantica Sustainable Infrastructure PLC in a
public-to-private leveraged buyout. S&P expects the transaction to
close by late 2024 or early 2025.
The financing includes a $600 million revolving facility, $745
million unsecured notes, EUR500 million unsecured notes, and an
equity contribution. The existing $400 million unsecured green
notes will remain in place, although their priority will be
enhanced to secured in the capital structure.
The downgrade reflects Atlantica's incremental debt burden.
Financing for the proposed acquisition involves a combination of
debt and equity. The amount of debt on the balance sheet increases
by about $600 million, and leverage rises to about 6.5x pro forma
for the transaction. ECP will use incremental debt to partly fund
the purchase price of Atlantica. S&P said, "We note that the
acquisition and recapitalization comes as cash flow from its
Spanish solar fleet is weak, amplifying the additional
transaction-related debt. We expect leverage to improve to the
low-6x area in 2025 and below 5.5x in 2026, which is critical to
'BB-' rating."
S&P said, "We expect Atlantica's cash flow to improve in 2026,
largely on the back of higher distributions from its Spanish solar
fleet. Atlantica has material exposure to Spain's power market,
which has undergone dislocation and volatility since the beginning
of the Russia-Ukraine war. From 2020-2023, distributions from
assets under the Spanish regulatory framework were very stable.
That said, due to changes in the regulatory parameters in response
to high energy prices, we expect projected distributions to fall
significantly in 2024 and 2025. The framework guarantees a return
over the assets' regulatory lives and is designed to provide
insulation from the fluctuations of energy markets, which we view
as credit supportive, especially the capacity-like component that
compensates the assets after they achieve a minimum generation
threshold. The growth in Atlantica's cash flow in 2026 is primarily
because of stronger distributions from the Spanish assets. We
expect closer to historical distributions following the regulatory
parameter reset scheduled in 2026. Additionally, our forecast
considers assets with operational issues, including Kaxu and
Solana, contributing meaningfully to distributions over our
forecast period. We also expect some distribution growth during our
outlook period from the company's longer-term growth pipeline,
including larger solar and associated storage projects planned in
California."
Atlantica would fund growth from internally generated cash flow.
Under ECP ownership, the company intends to scale its growth
capital spending program, limiting the expected need for corporate
debt financing. Under the prior ownership, access to capital
markets was crucial to support growth plan that the company would
have financed through the combination of corporate debt and equity.
Also, because Atlantica has largely been publicly held prior to the
acquisition by ECP, it has had an inclination to pay regular
dividends to its shareholders. Under ECP's private ownership, S&P
expects a flexible distribution policy. ECP has also expressed a
target leverage ratio for Atlantica of below 5x.
S&P's assessment of Atlantica's cash flow quality primarily
reflects its highly contracted nature. The company generates more
than 95% of its cash flow via long-term power purchase agreements
or regulated activities that operate under fixed return on
investment. Counterparty credit quality is strong, with most
revenue from investment-grade off-takers. The company estimates an
average remaining life of its contracts of about 12 years. They are
largely fixed-price with annual escalation mechanisms. Atlantica's
portfolio does not bear material resource availability risk or
commodity risk.
The portfolio has good asset and regional diversity, one of
Atlantica's strengths. It comprises over 40 individual facilities
spread across various geographies and fuel mix. This provides a
strong mitigant against idiosyncratic risks associated with a
certain market (such as regulatory changes, weather, or a
particular asset), technical issues, or equipment failure. S&P
said, "Atlantica generates most of its distributions from solar
projects, which we consider more favorable than those of peers such
as Terraform Power, since we view solar as a more reliable resource
than wind. At the same time, an abundance of distributions is not
subject to resource risk, mainly those from remuneration payments
in Spain, gas-fired plant under contract in Mexico, transmission
assets, and water assets. We also view the scheduled amortization
of project-level debt as creating financial flexibility and
reducing cash flow interruption risk to the holding company."
S&P said, "The stable outlook on Atlantica reflects our view that
its assets will continue to operate under long-term contracts with
investment-grade counterparties and generate fairly predictable
cash flow to support its holding company debt obligations. We
forecast debt to EBITDA in the low-6x area in 2025, improving to
the low-5x area in 2026. We also forecast funds from operations
(FFO) to debt of about 10% in 2025 and 13% in 2026."
S&P would lower the rating if leverage increases such that debt to
EBITDA increases above 5.5x and adjusted FFO to debt trends toward
10% in 2026. This could occur due to:
-- A significant reduction in the cash flow from the company's
projects following a decline in their operating performance and
asset reliability, higher-than-expected operating costs,
unfavorable weather, or increased leverage at the corporate level;
or
-- The sponsor employs a more aggressive financial policy and
further leverages the balance sheet.
S&P could consider a positive rating action if:
-- S&P thinks credit metrics will improve, such that debt to
EBITDA approaches 4.5x. This would most likely occur if the company
executes on its financial policy to prioritize deleveraging rather
than growth or equity distributions; or
-- Given ECP's majority ownership, S&P revises its assessment of
the company's financial policy, which currently caps the financial
risk profile at highly leveraged.
ATTLEBORO REALTY LLC: Sec. 341(a) Meeting of Creditors on Nov. 12
-----------------------------------------------------------------
Attleboro Realty LLC filed Chapter 11 protection in the District of
Massachusetts. According to court documents, the Debtor reports
between $500,000 and $1 million in debt owed to 1 and 49 creditors.
The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
November 12, 2024 at 1:30 p.m. in Room Telephonically.
About Attleboro Realty LLC
Attleboro Realty LLC is a limited liability company.
Attleboro Realty LLC sought relief under Chapter 11 of the U.S.
Bankruptcy (Bankr. D. Mass. Case No. 24-12070) on October 15, 2024.
In the petition filed by Paul Simoes, as authorized representative
of the Debtor, the Debtor reports estimated assets between $1
million and $10 million and estimated liabilities between $500,000
and $1 million.
The Debtor is represented by:
Alan L. Braunstein, Esq.
RIEMER & BRAUNSTEIN LLP
100 Cambridge Street
22nd Floor
Boston, MA 02114
Tel: (617) 523-9000
E-mail: abraunstein@riemerlaw.com
AURA SYSTEMS: Delays Filing of Form 10-Q for Period Ended Aug. 31
-----------------------------------------------------------------
Aura Systems, Inc., disclosed in a Form 12b-25 filed with the
Securities and Exchange Commission that it will be unable to file
its Quarterly Report on Form 10-Q for the three months ended Aug.
31, 2024 by the prescribed due date because the Company will not be
able to timely complete its financial statements without
unreasonable effort or expense. The Company has determined the
need for additional time to complete its quarter-end close
procedures principally due to delays relating to the Company
transitioning to certain new system platforms. The Company
currently expects to file the Form 10-Q within the five-day
extension period provided under Rule 12b-25 of the Securities
Exchange Act of 1934, as amended.
About Aura Systems
Aura Systems Inc. is a Delaware corporation founded in 1987. The
Company innovated and commercialized the technology for Axial Flux
Induction electric motors and generators. Aura's axial flux
induction motor technology ("AAFIM") provides an industrial
solution that does not use any permanent magnets, no rare earth
elements, is smaller and lighter, uses significant less materials
(just copper and steel), very high efficiency, significantly less
copper, highly reliably, very robust, and no scheduled
maintenance.
Los Angeles, California-based Weinberg & Company, P.A., the
Company's auditor since 2022, issued a "going concern"
qualification in its report dated June 4, 2024, citing that during
the year ended Feb. 29, 2024, the Company incurred a net loss of
$4.2 million, used cash in operations of $3 million, and at Feb.
29, 2024, had a stockholders' deficit of $21.5 million. In
addition, at Feb. 29, 2024, notes payable and related accrued
interest with an aggregate balance of $6.7 million have reached
maturity and are past due. These matters raise substantial doubt
about the Company's ability to continue as a going concern.
AVENTIV TECHNOLOGIES: $288MM Bank Debt Trades at 70% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Aventiv
Technologies LLC is a borrower were trading in the secondary market
around 29.8 cents-on-the-dollar during the week ended Friday, Oct.
18, 2024, according to Bloomberg's Evaluated Pricing service data.
The $288 million Term loan facility is scheduled to mature on
November 1, 2025. The amount is fully drawn and outstanding.
Carrollton, Texas-based Aventiv Technologies LLC is a diversified
technology company that provides innovative solutions to customers
in the corrections and government services sectors. Aventiv is the
parent company to Securus Technologies and AllPaid.
AXENTIA CARD: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The U.S. Trustee for Region 20 disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Axentia Card Solutions, LLC.
About Axentia Card Solutions
On June 5, 2024, an involuntary Chapter 7 petition was filed
against Axentia Card Solutions, LLC (Bankr. D. Kan. Case No.
24-20686) by its creditor, James G. Miller. The case was converted
to one under Chapter 11 on August 29, 2024.
Colin N. Gotham, Esq., at Evans & Mullinix, PA is the Debtor's
legal counsel.
BAHAMA BAY: Public Auction for Membership Interests
---------------------------------------------------
Fisher Auction Company is holding a public auction for the sale of
Bahama Bay II Development LLC's 100% membership interests in BB2
Development Holdings LLC, which has a pledged collateral of a 162
unit multifamily development. Further information on the sale,
contact Francis D. Santos at 752-220-4116.
BAMBY EXPRESS: Gets Interim OK to Use Cash Collateral Until Oct. 31
-------------------------------------------------------------------
Bamby Express, Inc. received interim approval from the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division to use the cash collateral of Barrington Bank and Trust
Company and other lien holders until Oct. 31.
The interim order authorized the use of cash collateral to pay the
company's operating expenses in accordance with its budget, which
covers the period from Oct. 11 to 31.
Any payments must adhere to this budget and any modifications
require consent from Barrington.
In return for the use of their cash collateral, Barrington and
other lien holders will receive an administrative expense claim and
replacement liens on substantially all of Bamby's assets.
Barrington has valid liens totaling $427,100 against the company's
assets.
The next hearing is scheduled for Oct. 30.
About Bamby Express
Bamby Express, Inc. is a small transportation company that operates
a single semi-truck and trailer. It primarily offers freight and
logistics services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ill, Case No. 24-13689), with up to
$50,000 assets and up to $500,000 in liabilities. Dusan Cirkovic,
president, signed the petition.
Judge Timothy A. Barnes oversees the case.
Richard G. Larsen Esq., at Springer Larsen, LLC represents the
Debtor as legal counsel.
BELLE CREEK SCHOOL: Moody's Affirms 'Ba2' Revenue Ratings
---------------------------------------------------------
Moody's Ratings has affirmed the Ba2 revenue ratings of Belle Creek
Charter School, CO (Belle Creek). The outlook is stable. Roughly
$6.1 million of debt is outstanding as of fiscal year end 2024.
RATINGS RATIONALE
The Ba2 rating balances the charter school's healthy current
financial position and solid cash to debt ratio against its
negative enrollment trends. The school's recent financial
performance has benefitted from a supportive state funding
environment and a share of the local school district's mill levy
override revenue. The school reported an operating cash flow margin
of approximately 11% for fiscal 2024. Belle Creek anticipates
steady operations in fiscal 2025 despite budgetary challenges
associated with another year of enrollment losses. The school's
competitive considerations are overall fair as they incorporate its
17% enrollment decline since fiscal 2020 and average academic
performance as compared to its local school district and the state.
Belle Creek faces low charter renewal risk based on its good
relationship with its authorizer and long-term charter contract
which does not expire until June 30, 2030.
RATING OUTLOOK
The stable outlook reflects the school's healthy operational
liquidity which provides cushion to offset potential near term
budgetary challenges. However, the school's inability to stabilize
enrollment will eventually result in operating stresses and could
place downward pressure on the rating.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
-- Materially improved competitive position as evidenced by
growing enrollment and wait list, and improved state test scores
-- Material bolstering of annual operating cash flow margins, days
cash on hand, and debt service coverage to at least 1.75x
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
-- Further weakening of competitive considerations, including
total enrollment falling near or below 500 students
-- Material narrowing of annual operating cash flow margins below
10%, days cash on hand below 100, or debt service coverage below
1.25x
LEGAL SECURITY
All of the school's revenue bonds are payable from payments
received pursuant to a Loan Agreement between the Colorado
Educational and Cultural Facilities Authority (CECFA) and the Belle
Creek Education Center (the Corporation), a nonprofit corporation
organized for the purpose of serving as borrower and lessor of the
charter school land and property. Under the Loan Agreement, the
Corporation makes debt service payments from pledged revenues,
which consist of all revenues derived from the charter school
facility, most notably lease payments made to the Corporation
pursuant to the Lease Agreement with Belle Creek Charter School as
Lessee. The school makes lease payments from revenues, defined as
all income and revenue of the charter school with the exception of
restricted donor gifts or special purpose revenues that are not
available for debt service.
PROFILE
Belle Creek Charter School is located in Henderson, Colorado and
serves roughly 560 students grades K-8. The school offers a Core
Knowledge curriculum with academic performance that generally
aligns with that of the local district. The school is authorized by
Brighton School District 27J (Aa3 stable) and has a charter that
extends through June 30, 2030.
METHODOLOGY
The principal methodology used in these ratings was US Charter
Schools published in April 2024.
BIG LOTS: Says Nexus Is Arranging Financing for Takeover Bid
------------------------------------------------------------
Jonathan Randles and Dorothy Ma of Bloomberg News report that
private equity firm Nexus Capital Management is collaborating with
Big Lots Inc.'s lenders to secure approximately $750 million in
financing as part of its previously announced plan to acquire the
retailer out of bankruptcy, according to the discount chain's
attorney during a Monday court hearing in Delaware.
Big Lots' lawyer, Jonah Peppiatt, stated that the retailer and its
stakeholders anticipate Nexus will secure the necessary financing
"to solidify its bid" before the Friday bid deadline. Nexus' offer
is a stalking horse bid, meaning Big Lots could accept a more
favorable offer if one emerges.
About Big Lots
Big Lots (NYSE: BIG) -- http://www.biglots.com/-- is one of the
nation's largest closeout retailers focused on extreme value,
delivering bargains on everything for the home, including
furniture, decor, pantry and more.
On Sept. 9, 2024, Big Lots, Inc. and each of its subsidiaries
initiated voluntary Chapter 11 proceedings (Bankr. D. Del. Lead
Case No. 24-11967). The case is being administered by the Honorable
J. Kate Stickles.
Davis Polk & Wardwell LLP is serving as legal counsel, Guggenheim
Securities, LLC is serving as financial advisor, AlixPartners LLP
is serving as restructuring advisor, and A&G Real Estate Partners
is serving as real estate advisor to the Company. Kroll is the
claims agent.
Kirkland & Ellis is serving as legal counsel to Nexus Capital
Management LP.
PNC Bank, National Association, the DIP ABL Agent and Prepetition
ABL Agent, is represented by Choate, Hall & Stewart, LLP; and Blank
Rome, LLP. 1903P Loan Agent, LLC, the DIP Term Agent, and the
Prepetition Term Loan Agent are represented by Otterbourg, P.C. and
Richards, Layton & Finger, P.A.
BIG RIVER CONTRACTORS: Seeks Chapter 11 Bankruptcy in Texas
-----------------------------------------------------------
Big River Contractors LLC filed Chapter 11 protection in the
Western District of Texas. According to court filing, the Debtor
reports $1,838,548 in debt owed to 50 and 99 creditors. The
petition states funds will not be available to unsecured
creditors.
About Big River Contractors LLC
Big River Contractors LLC offers oil field maintenance and repair
services.
Big River Contractors LLC sought relief under Subchapter V of
Chapter 11 of the U.S. (Bankr. W.D. Tex. Case No. 24-52028) on
October 10, 2024. In the petition filed by Jeffery Green, as
president, the Debtor reports total assets of $940,619 and total
debts of $1,838,548.
Bankruptcy Judge Craig A. Gargotta handles the case.
The Debtor is represented by:
Robert C. Lane, Esq.
THE LANE LAW FIRM
6200 Savoy Dr Ste 1150
Houston TX 77036-3369
Tel: (713) 595-8200
E-mail: notifications@lanelaw.com
BRITEWASH AUTO: Non-insider Unsecureds Will Get 40% of Claims
-------------------------------------------------------------
BriteWash Auto Wash I, LLC filed with the U.S. Bankruptcy Court for
the Eastern District of Virginia a Chapter 11 Plan of Liquidation
dated September 11, 2024.
The Debtor is a Virginia limited liability company that was
established in February 2019 for the purpose of developing and
operating a high-end automobile wash and detailing facility in
Loudoun County, Virginia.
Miller Auto Wash, LLC is the Managing Member of the Debtor and is
the sole Class A Voting Member, which holds 51.5% of the total
membership interest in the Debtor. The Class B Limited (non voting)
Members are Scott and Cheryl Kasper, Kevin and Leeanne Smith, and
Rich and Deb Lepman, who hold a total of 48.5% of the membership
interest in the Debtor. Gregory J. Miller is the sole member and
manager of Miller Auto Wash, LLC.
Prior to the Debtor's bankruptcy filing, the Debtor listed the
business for sale. While there was interest, the Debtor was unable
to achieve a sale for an amount necessary to pay all creditors and
generate some return to the equity holders. Just prior to the
Petition Date, the Debtor engaged CENTURY 21 Commercial New
Millennium to assist in locating funding and/or to list the
business for sale.
Following the Debtor's bankruptcy filing, the Bankruptcy Court
approved the retention of C21 as realtor and business broker to the
Debtor's bankruptcy estate. C21 has listed the business and secured
an offer from GO WASH LEESBURG, LLC ("Purchaser") to purchase
essentially all of the business assets of the Debtor. On September
3, 2024, the Debtor and Purchaser signed an Asset Purchase
Agreement ("APA"), which has been submitted to the Bankruptcy Court
for approval. The full terms and conditions of the sale and the APA
and included in the Debtor's Motion to Sell Assets, which are on
file with the Clerk of the Bankruptcy Court and available from the
undersigned counsel.
The APA provides for a sale of assets and a purchase price of
$3,900,000.00, plus an additional $350,000.00 if the Debtor is able
to secure an increase in the water usage limit with the Town of
Leesburg, Virginia. The Debtor believes that the increased usage
rights can be obtained, at a cost of approximately $120,000.00,
resulting in net sales proceeds (before commissions and other cost
of sale) for $4,130,000.00.
The sale, as provided in the APA, will generate proceeds sufficient
to pay MainStreet Bank's secured claim, as well as the costs of
closing and to cure the defaults under the Lease, as required to
assume and assign the lease to Purchaser. The Debtor has negotiated
a discount of the amount of the Bank's claim to $3,660,000.00, and
is negotiating with the Landlord regarding the assignment of the
Lease, including a reduction of the Lease cure amount. These
reductions will enable the Debtor to make a meaningful distribution
to unsecured creditors will be possible. The Debtor anticipates
that this Plan will be consensual.
Class 3 consists of the Unsecured Claims of all non-insider
creditors holding Allowed General Unsecured Claims, in the
estimated aggregate amount of $133,124.20. Class 3 is impaired. The
General Unsecured Creditors, other than the Class 4 Creditor, shall
be paid, on a pro rata basis, an amount expected to be equal to 40%
of their allowed Unsecured Claims, as indicated in the Plan Payment
Projection. The distribution amount to be paid to Class 4 Creditors
is subject to a possible adjustment if the amount distributed to
the Class 4 Creditor equals 40% of the Class 4 Claim.
Class 4 consists of the Unsecured Claim of Gregory J. Miller (Proof
of Claim No. 7), in the amount of $962,718.00. Class 4 is impaired.
The Class 4 Claim will be paid an amount expected to be equal to
approximately 12% of the allowed Unsecured Claim, based upon the
Gross Sales Price reflected in the Plan Payment Projection. The
Class 4 Creditor has agreed to the subordination of his Claim to
the Class 3 Claims, as provided herein, and the treatment provided
under this Plan.
The distribution amount to be paid to the Class 4 Creditor is
subject to adjustment as follows: (1) all Net Proceeds retained by
the Debtor's Estate resulting from a Gross Sales Price in excess
$4,250,000.00 and the amount of any reduction of the Lease Cure
Amount shall be paid to the Class 4 Creditor, until the Class 4
Creditor is paid 40% of its Class 4 Claim, and (2) any additional
allowed Administrative Expenses, above the Administrative Reserve,
shall be paid prior to any distribution to the Class 4. Once the
Class 4 Creditor is paid 40% of its Claim, any additional funds
available to be paid to Unsecured Creditors shall be disbursed to
the Class 3 and Class 4 Creditors on a pro rata basis.
Class 5 shall consist of the ownership Interests of the Debtor's
equity holders, Miller Auto Wash, LLC, Kevin and Leanne Smith,
Richard and Deb Lepman, and Scott and Cheryl Kasper. Class 5 is
impaired. The ownership interests of the Class 5 Interest holders
shall be extinguished as of the Effective Date. Each of the former
Members will be granted an equity interest in the reorganized
Debtor, in percentages equal to their interests in the pre petition
Debtor. As the value of the reorganized Debtor is expected to be
zero, the Plan does not call for any payment of new value by the
Interest holders.
The payments required under the Plan will be funded through the
sale of the Debtor's business. It is expected that the Debtor will
continue to operate its business through the closing date. The
Debtor has received a purchase offer as described in the APA and
the Motion to Sell Assets that has been filed with the Court. It is
anticipated that a sale will enable the Debtor to pay the secured
claim of Main Street Bank in full or an amount negotiated by the
Debtor and the Bank.
It is also expected that the anticipated sale will enable the
Debtor to pay the amount necessary to cure the arrearages on the
Lease and the full amount owed to the Taxing Authorities. The
Debtor anticipates making a significant payment to the non-insider
Unsecured Creditors (40%) and a lower percentage of the Unsecured
Claim of Mr. Miller (12%).
A full-text copy of the Liquidating Plan dated September 11, 2024
is available at https://urlcurt.com/u?l=iMCluc from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Christopher L. Rogan, Esq.
ROGANMILLERZIMMERMAN, PLLC
50 Catoctin Circle, NE, Suite 300
Leesburg, VA 20176
Tel: (703) 777-8850
Fax: (703) 777-8854
Email: crogan@RMZLawFirm.com
About BriteWash Auto Wash I, LLC
BriteWash Auto Wash I, LLC is a Virginia limited liability company
that was established in February 2019 for the purpose of developing
and operating a high-end automobile wash and detailing facility in
Loudoun County, Virginia.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Va. Case No. 24-11096) on June 13,
2024.
In the petition signed by Gregory J. Miller, president and managing
member representative, the Debtor disclosed up to $1 million in
assets and up to $10 million in liabilities.
Christopher L. Rogan, Esq. at RoganMillerZimmerman, PLLC,
represents the Debtor as legal counsel.
BROWN GENERAL: Sec. 341(a) Meeting of Creditors on November 21
--------------------------------------------------------------
Brown General Contractors LLC filed Chapter 11 protection in the
Eastern District of Kentucky. According to court documents, the
Debtor reports $2,628,660 in debt owed to 50 and 99 creditors. The
petition states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
November 21, 2024 at 2:00 p.m. via teleconference.
About Brown General Contractors
Brown General Contractors LLC is the owner of real property located
at 255 Coleman Ln, Gerogetown Ky valued at $959,000.
Brown General Contractors LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Ky. Case No.
24-51313) on October 15, 2024. In the petition filed by Ryan Brown,
as member, the Debtor reports total assets of $1,879,668 and total
liabilities of $2,628,660.
The Debtor is represented by:
Michael B. Baker, Esq.
THE BAKER FIRM, PLLC
301 W. Pike St.
Covington, KY 41011
Tel: (859) 647-7777
Fax: (859) 657-7124
Email: mbaker@bakerlawky.com
BYJU'S ALPHA: U.S. Units Set for Bankruptcy Sale Under Trustee
--------------------------------------------------------------
Steven Church and Reshmi Basu of Bloomberg News report that three
U.S. education software companies, acquired by the bankrupt Indian
tech firm Byju’s for $820 million, are set to be sold to repay
creditors, according to a court-appointed trustee.
According to Bloomberg Law, the exact value of the
companies—Neuron Fuel Inc., Epic! Creations Inc., and Tangible
Play Inc.—remains uncertain, and it's unclear if all three will
attract bids, said trustee Claudia Springer in an interview. Byju's
had previously cut spending at these companies and relocated key
operations, such as software development, to India before largely
abandoning them in recent months, as stated in court filings.
About BYJU's Alpha
BYJU's Alpha, Inc., designs and develops education software
solutions.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 24-10140) on Feb. 1, 2024. In the
petition signed by Timothy R. Pohl, chief executive officer, the
Debtor disclosed up to $1 billion in assets and up to $10 billion
in liabilities.
Judge John T. Dorsey oversees the case.
Young Conaway Stargatt & Taylor, LLP and Quinn Emanuel Urquhart &
Sullivan, LLP serve as the Debtor's legal counsel.
GLAS Trust Company LLC, as DIP Agent and Prepetition Agent, is
represented in the Debtor's case by Kirkland & Ellis LLP, Pachulski
Stang Ziehl & Jones, and Reed Smith.
CANADIAN CENTRE: Abruptly Declares Bankruptcy, Closes Operations
----------------------------------------------------------------
For 19 years, the Canadian Centre for Gender and Sexual Diversity
(CCGSD) helped queer and trans youth find themselves, a sense of
community, and safety. With the organization's sudden bankruptcy
announcement, that support is gone, passionate workers have been
laid off, and queer and trans youth are left with one less advocate
and ally in their corner.
The CCGSD offered a wide range of programs, facilitating workshops
in schools, helping educators create welcoming environments, and
creating resources from queer histories to sexual health guides.
Much of their work has supported queer and trans youth who are also
racialized, a natural area of focus given the vast majority of
workers are racialized queer and trans people themselves.
Those workers -- members of the Canadian Union of Public Employees
(CUPE) Local 2722 -- were given just hours notice of the closure
while the youth involved in programming only got word from a letter
on the CCGSD website.
"These were more than jobs for us. Working here, building
community, and supporting young people on journeys that many of us
also took gave us a sense of meaning. We shared our own stories and
experiences with the people we supported," said a long-time CCGSD
worker who wished to remain anonymous to protect their future job
prospects in the small sector. "I had a few hours to wrap my head
around this bankruptcy. I didn't get to say goodbye to any of the
people we work with. Those relationships which meant so much to us
are now just gone."
Workers at the centre joined CUPE in 2023 excited to bring worker
solidarity into the fold of the avowedly progressive organization.
Workers and CCGSD management just ratified their first collective
agreement in July. At no point in the year-long bargaining process
did management indicate such dire financial challenges.
"This closure is not happening in a vacuum. The ink on their first
collective agreement is barely dry. These workers bravely fought to
unionize because they wanted a say in their future. And these
services are direly needed, now more than ever as we see concerted
attacks on queer and trans rights across the country," said Fred
Hahn, President of CUPE Ontario. "Its devastating that there wasn't
even an attempt by the CCGSD to reach out to us to help solve this
problem and advocate with them to keep these critically important
programs in place. CUPE is going to do everything in our power to
make sure these workers get what they are owed to the very letter
of their collective agreement while we fight for to increases
services for queer and trans youth because that is what it means to
be in a progressive union."
In recent years, CCGSD has focused on creating online resources
whose reach far exceeds the small organization. Not Just The Tip
was a multi-million dollar groundbreaking sexual health toolkit for
educators that took years to produce and was used in schools across
the country. The modules are no longer available as the entire
CCGSD website, along with the much-needed resources, has been taken
down.
"To have an organization that was dedicated to advocating and
supporting queer and trans youth just disappear without a peep is
shocking. To treat workers so badly and just abandon the community
is an affront. They stripped their resources down and discarded
workers who had already been living paycheck to paycheck during a
cost of living crisis," said Hahn. "For 19 years, this organization
created community. This decision goes against the organization's
very DNA. Now it has no legacy and queer and trans youth have no
home to go to."
About CCGSD
The Canadian Centre for Gender and Sexual Diversity was a Canadian
charitable organization that operated from 2005 to 2024. CCGSD
worked towards stopping bullying, discrimination, and homophobia in
schools and communities in Canada. CCGSD closed their operations in
October 2024.
CANTERBURY SECURITIES: Chapter 15 Case Summary
----------------------------------------------
Chapter 15 Debtor: Canterbury Securities, Ltd
WB Corporate Services, 71 Fort Street
George Town Grand Caym
KY1-1111 Cayman Islands
Chapter 15 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 24-11814
Foreign
Proceeding: Grand Court of Cayman Islands,
Financial Services Div, Cause FSD 364
of 2023
Foreign Representatives: Karen Scott and Russell Homer
Shedden Road
PO Box 2499
Grand Cayman
KY1-1104 Cayman Islands
Foreign
Representatives'
Counsel: John E. Jureller, Jr., Esq.
KLESTADT WINTERS JURELLER SOUTHARD &
STEVENS, LLP
200 West 41st Street 17th Floor
New York, NY 10036
Tel: (212) 972-3000
Email: jjureller@klestadt.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/4JHNDZA/Canterbury_Securities_Ltd_and__nysbke-24-11814__0001.0.pdf?mcid=tGE4TAMA
CAREERBUILDER LLC: S&P Upgrades ICR to 'CCC-', On Watch Developing
------------------------------------------------------------------
S&P Global Ratings upgraded its issuer credit rating on
CareerBuilder LLC to 'CCC-' from 'SD' (selective default) and
raised its rating on the company's first-lien term loan to 'CCC-'
from 'D'.
Additionally, S&P placed all of its ratings on CareerBuilder on
CreditWatch with developing implications.
The CreditWatch placement reflects the uncertainty regarding the
impact of the Monster merger, including the terms of the
joint-venture agreement, the company's ultimate capital structure,
as well as the expected synergies and turnaround plan. S&P plans to
resolve the placement once it has fully assessed its potential
effects on CareerBuilder's business profile, capital structure, key
credit metrics, and liquidity position.
S&P said, "While the credit amendment allows the company to
preserve cash flow, we still view the capital structure as
unsustainable given the weak liquidity position and macroeconomic
headwinds hindering operating performance. The company is
required to make a minimum cash payment of SOFR plus 2.5% each
quarter and will now have the option to pay the remainder in PIK.
We view the liquidity as weak as the company had $6 million of cash
as of June 30, 2024, and no revolver in the capital structure.
Given the company's limited sources of liquidity and its weak
operating performance amid macroeconomic headwinds, we believe
there is a high likelihood of a missed interest payment or
selective default.
"We expect to resolve the CreditWatch placement in the coming
months once we gain more clarity on the business strategy and
capital structure of the company. We believe that the merger
could provide the company with synergies that will improve its cost
position and cash flow generation in the next 12 to 18 months.
However, the risk of a conventional or a selective default remains
high in the next 6 months given the trading level of
CareerBuilder's public debt, the company's weak liquidity position
and continued operational challenges. To resolve the placement, we
will focus on CareerBuilder's pro forma synergy opportunities and
operating performance, as well as its liquidity and capital
structure. As of June 30, 2024, the company has approximately $129
million outstanding on the first-lien term loan due July 2026.
"The CreditWatch placement reflects uncertainty regarding the
impact of the Monster merger, including the terms of the
joint-venture agreement, the company's ultimate capital structure,
the expected synergies, and turnaround plan. We plan to resolve the
CreditWatch once we have fully assessed its potential effects on
CareerBuilder's business profile, capital structure, key credit
metrics, and liquidity position."
CARTER ST LLC: Creditors to Get Proceeds From Liquidation
---------------------------------------------------------
Carter St LLC filed with the U.S. Bankruptcy Court for the Middle
District of Tennessee a Chapter 11 Plan of Liquidation dated
September 11, 2024.
The Debtor, Carter St LLC was formed in 2023. The principal office
is in Brentwood Tennessee. The company was founded in August 2023
for the purposes of residential construction.
The Debtor has one piece of real estate located at 417 Forrest
Street, Franklin, TN 37064. The real estate is listed for sale and
the company intends to liquidate and no longer operate. The plan
proposes that the Debtor will sell the real estate and pay
creditors as much as possible within 180 days. The business will no
longer operate following the liquidation so there are no projection
analysis for a budget to show feasibility moving forward. Based on
the listed sales price, the plan is feasible.
Non-priority unsecured creditors holding allowed claims will be
paid in full estimated at zero. (There is one currently disputed
unsecured claim relating to a judgement against ICG Development
LLC. The same owner that owns the debtor also owns ICG Development
LLC.
Class 4 shall consist of all allowed unsecured claims. This class
has one disputed claim of Clair Moreau in the amount of $231,383.56
(Court Claim #2). To the extent the liquidation will allow, any
allowed unsecured claims shall be paid in full within 180 days of
the Confirmation. This Class is impaired.
The Debtor shall liquidate and distribute its assets in accordance
with the terms of the Plan.
The Debtor shall be responsible for evaluating, funding, and
pursuing any or none of the Causes of Action based on reasonable
business judgment and shall fund such amounts as the Debtor, in its
sole and absolute discretion, shall deem appropriate and
reasonable.
A full-text copy of the Liquidating Plan dated September 11, 2024
is available at https://urlcurt.com/u?l=kqzu90 from
PacerMonitor.com at no charge.
Counsel to the Debtor:
Keith D. Slocum, Esq.
Slocum Law
370 Mallory StaÆŸon Road Suite 504
Franklin TN, TN 37067
Tel: (615) 656-3344
Fax: (615) 647-0651
Email: keith@keithslocum.com
notice@keithslocum.com
About Carter St LLC
Carter St LLC is the owner of a home and lot located at 417 Forrest
St., Franklin, Tenn., valued at $1.76 million.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 24-02178) on June 13,
2024, with $1,755,005 in assets and $1,105,605 in liabilities.
Bruce Little, member, signed the petition.
Keith D. Slocum, Esq., at Slocum Law, is the Debtor's bankruptcy
counsel.
CHIC COUTURE: Case Summary & Nine Unsecured Creditors
-----------------------------------------------------
Debtor: Chic Couture Online, LLC
2730 NW 30th Way
Lauderdale Lakes, FL 33311
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
Southern District of Florida
Case No.: 24-20940
Judge: Hon. Peter D Russin
Debtor's Counsel: Brian K. McMahon, Esq.
BRIAN K. MCMAHON, PA
1401 Forum Way
Suite 730
West Palm Beach, FL 33401
Tel: 561-478-2500
Email: briankmcmahon@gmail.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Johane Porsenna as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DJMG2NA/Chic_Couture_Online_LLC__flsbke-24-20940__0001.0.pdf?mcid=tGE4TAMA
CHPPR MIDCO: S&P Alters Outlook to Stable, Affirms 'B-' ICR
-----------------------------------------------------------
S&P Global Ratings affirmed their 'B-' issuer credit rating on air
medical transportation services company CHPPR MidCo Inc. (dba Air
Methods) and revised the outlook to stable from negative. S&P also
affirmed its 'B-'issue-level rating and '3' recovery rating on
CHPPR MidCo's term loan.
The stable outlook reflects S&P's expectation for continued net
revenue per transport (NRPT) and consolidated revenue growth,
supporting positive and improving fixed-cost coverage.
The VA has postponed lowering its reimbursement rate for air
medical services, providing more certainty in our near-term
forecast. The VA is a key government payor for CHPPR MidCo and
accounts for an outsize share of revenue relative to volumes. The
VA's plans to lower its reimbursement rate on air medical services
to parity with Medicare have been delayed again, to February 2029
from February 2025. S&P expects that when implemented, the
reduction would materially lower CHPPR MidCo's overall NRPT and S&P
Global Ratings-adjusted EBITDA. However, the additional four years
should buy enough time for CHPPR MidCo to mitigate this via growth
and cost-saving initiatives. It could also provide enough time for
renegotiations with the Centers for Medicare & Medicaid Services
(CMS) for the Medicare rate for air medical services (currently
well below cost), which could help lessen the impact of the VA's
rate adjustment. CHPPR MidCo and others in the air ambulance
industry continue to work with members of Congress on bipartisan
legislation to ensure that any VA rate adjustment does not result
in lesser care for veterans in rural locations.
The air ambulance industry remains inherently more volatile than
other health care services subsectors. CHPPR MidCo's operating
results are often affected by inclement weather, making
year-over-year forecasting difficult. The company also faces risks
related to fatal aircraft crashes, which could result in temporary
base closures. It has not been exempt from labor pressures in
recent years as competition for pilots has contributed to strained
margins. S&P expects these risks to persist throughout the forecast
period, which could result in potential spikes in leverage or
fluctuations in cash flow.
Despite very low debt to EBITDA, we expect free operating cash flow
(FOCF) will remain impaired by CHPPR MidCo's high capital spending.
S&P expects that S&P Global Ratings-adjusted debt to EBITDA will
be about 3x at year-end, which is low for the rating. S&P said,
"However, we expect FOCF of about $40 million in 2024, declining to
$18 million in 2025 as capital expenditure (capex) increases to
pre-2023 levels to support significant growth investments. Despite
this relatively thin FOCF, we expect CHPPR MidCo will adequately
cover its fixed costs (maintenance capex, mandatory debt
amortization, and principal payments on finance leases) over the
next several years, with more headroom to cover volatility in
operating results than our previous forecast. This is moderately
helped by the June amendment on its term loan, which removed
mandatory amortization.
"Our stable outlook reflects our expectation for low-single-digit
percent NRPT growth and mid-single-digit percent consolidated
revenue growth annually, driven by continued favorable CMS
Independent Dispute Resolution outcomes and in-network payor
negotiation. It also reflects our expectation for positive and
improving fixed-cost coverage.
"We could lower our rating if we expect that operating cash flow
would no longer be sufficient to cover maintenance capex, mandatory
debt amortization, and principal payments on finance leases on a
sustained basis. This could occur if cost savings are less
successful than expected and could cause us to believe that the
capital structure is no longer sustainable."
S&P could raise its rating if CHPPR MidCo:
-- Sustains FOCF to debt above 5%; and
-- Demonstrates a track record of conservative financial policy.
CHPPR MidCo provides air medical transportation services throughout
the U.S., has air tourism operations in the Hawaiian Islands, and
designs, manufactures, and installs medical aircraft interiors and
other aerospace and medical transport products.
CIBUS INC: Cuts 26 Full-Time Jobs as Part of Strategic Realignment
------------------------------------------------------------------
Cibus, Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 16, 2024, the Board of Directors
of the Company approved a strategic realignment, which includes an
immediate reduction in workforce of approximately 26 full-time
employees. The Company estimates that it will incur approximately
$0.35 million of one-time costs in the fourth quarter of 2024 in
connection with this reduction in workforce, primarily related to
accrued vacation and severance payments. The Company communicated
the workforce reduction to affected employees on Oct. 18, 2024.
The Company has initiated additional cost reduction actions
designed to preserve capital resources for the advancement of its
streamlined priority objectives, which initiatives include
reductions in expenditures for consultants and other third-party
service providers, organizational restructuring and related talent
optimization, and streamlining of rent and facility expenses,
including the non-renewal of the lease for the Company's Oberlin
facility upon expiration in August 2025.
About Cibus
Headquartered in San Diego, Calif., 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, Calif.-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.
CLEAN ENERGY: Agrees to Sell $125,080 Note at 15.25% Discount
-------------------------------------------------------------
Clean Energy Technologies, Inc., disclosed in a Form 8-K filed with
the Securities and Exchange Commission that on Oct. 15, 2024, the
Company entered into a securities purchase agreement with 1800
Diagonal Lending LLC, a Virginia limited liability company,
pursuant to which the Company agreed to issue and sell to Diagonal
a convertible promissory note of the Company in the principal
amount of $125,080 for a purchase price of $106,000 plus an
original issue discount in the amount of $19,080. The Note
provides for a one-time interest charge of 15% of the principal
amount equal to $18,762. The Company shall make nine payments,
each in the amount of $15,982.45 to Diagonal. The first payment
shall be due on Nov. 15, 2024 with eight subsequent payments due on
the 15th day of each month thereafter. Any amount of principal or
interest on this Note which is not paid when due shall bear a
default interest at the rate of 22% per annum from the due date
thereof until the same is paid.
All or any part of the outstanding and unpaid amount under the Note
may be converted at any time following an event of default into
common stock of the Company, par value $0.001 per share, at the
conversion price of $1.00 per share, subject to anti-dilution
adjustments and a beneficial ownership limitation of 4.99% of
Diagonal and its affiliates. Events of Default include failure to
pay principal or interest, bankruptcy of the Company, delisting of
the Common Stocks, and other events as set forth in the Note.
The Agreement provides customary representations, warranties and
covenants of the Company and Diagonal.
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.
CLICKED AI: Unsecureds Will Get 5% of Claims over 3 Years
---------------------------------------------------------
Clicked AI filed with the U.S. Bankruptcy Court for the District of
Wyoming a Subchapter V Plan of Reorganization dated September 11,
2024.
The Debtor is engaged in the business of purchasing and reselling
retail goods in bulk. Virtually all of Clicked AI's sales occur on
Amazon.com. Inc.'s amazon.com platform.
During the Spring of 2024, CLICKED AI experienced supply chain
difficulties where goods from a significant supplier in Europe, B&R
Classics LLC, arrived in the United States late and sometimes not
at all. This led to a dispute with B&R Classics and significant
cash flow interruptions.
The Plan proposes to pay creditors from its disposable income from
operations to be received by CLICKED AI in the 3-year period
beginning on the date that the first payment is due under the Plan
in addition to obtaining a new loan or capital contribution from
Equity Interests prior to the expiration of the 3-year term of the
Plan to ensure that all Allowed Claims are paid in full.
The Plan provides for three Classes of creditors and one Class of
interest holders.
The Debtor intends to pay in full the secured creditor with a first
priority lien, Amazon Capital Services, Inc. ("ACS") and to pay the
remaining Allowed Claims on a pro rata basis to the extent its
Disposable income allows. Thus, it is CLICKED AI's position that
this Plan provides the best available recoveries to creditors.
Class 3 consists of General Unsecured Claims. Class 3 Claims shall
be paid on a Pro Rata basis in quarterly installments beginning the
first full calendar quarter after the Effective Date from CLICKED
AI's disposable income. CLICKED AI estimates that this Class will
be paid approximately $12,850 over the life of the plan, or
approximately five percent of the face amount of the unsecured
general nonpriority Claim. Class 3 is impaired.
Class 4 includes the Equity Interests of CLICKED AI, which
interests are unimpaired by the Plan. Upon confirmation of the
Plan, the sole shareholder of CLICKED AI, Kenny Lok, shall continue
to maintain his identical ownership interests in CLICKED AI.
CLICKED AI has continued its operations post-petition. Accordingly,
the funds to be distributed to timely filed Allowed Claims under
the Plan are comprised of CLICKED AI's Disposable Income.
A full-text copy of the Subchapter V Plan dated September 11, 2024
is available at https://urlcurt.com/u?l=FNGP2P from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Clark Stith, Esq.
505 Broadway
Rock Springs, WY 82901
Tel: (307) 382-5565
Fax: (307) 382-5552
Email: clarkstith@wyolawyers.com
About Clicked AI
Clicked AI is engaged in the business of purchasing and reselling
retail goods in bulk.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Wyo. Case No. 24-20226) on June 13,
2024, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Cathleen D. Parker oversees the case.
Clark D. Stith, Esq., represents the Debtor as counsel.
CMM OFFROAD: Gets Interim OK to Use Cash Collateral
---------------------------------------------------
CMM Offroad, LLC received interim approval from the U.S. Bankruptcy
Court for the Middle District of Tennessee to use the cash
collateral of Arena Funding Source, LLC.
The interim order authorized the use of cash collateral to pay
operating expenses consistent with the company's budget, with a 10%
variance.
Arena Funding Source, the main secured creditor, holds a lien on
the company's cash collateral. This creditor will be provided with
adequate protection through replacement liens on post-petition
property, with the court reserving rights on determining the
validity of any alleged liens.
The final hearing is scheduled for Nov. 5.
About CMM Offroad
CMM Offroad, LLC filed Chapter 11 bankruptcy petition (Bankr. M.D.
Tenn. Case No. 24-03493) on Sept. 11, 2024, with $500,001 to $1
million in both assets and liabilities.
Judge Randal S. Mashburn oversees the case.
The Debtor is represented by Lefkovitz & Lefkovitz.
COLLEGE OF SAINT ROSE: Seeks to Auction Campus, Bids Due Dec. 6
---------------------------------------------------------------
The College of Saint Rose seeks approval from Judge James T. Foley
of the U.S. Bankruptcy Court for the Northern District of New York
at a hearing on November 13, 2024, to sell its Campus Property in
an auction.
The Debtor was established by provisional charter granted by the
New York State Board of Regents on June 24, 1920 and was authorized
to offer both master's and associate's degrees. The College
operates 72 buildings on 92 separate parcels of real estate located
in Albany, New York.
The College has experienced a steady enrolment decline for more
than a decade due in part of a shrinking pool of high school
graduates in New York and the northeast region, and the prolonged
negative impact of the COVID-19 pandemic .
The Debtor's chapter 11 case is a key part of its closure plan, and
intention to provide for an orderly liquidation of its assets, for
the benefit of creditors while implementing the academic components
of the plan.
The Debtor has determined that the sale of the Property in whole or
in Lots, is the best and only way to maximize the value of the
estate.
The Debtor has secured debt obligations to a Trust Indenture
between City of Albany Capital Resource Corporation and
Manufacturers and Traders Trust Company, as Trustee.
The Debtor also seeks approval of debtor-in-possession financing in
the amount of $10,800,000 from SummitBridge National Investments
VIII LLC, pursuant to the loan agreement between the Debtor and the
DIP Lender.
The Debtor has retained Jones Lang LaSalle Brokerage Inc., a
diversified real estate consulting and advisory firm, to market and
sell the Campus.
Since the launch of the marketing campaign, Jones Lang has
disseminated eBlast and email teaser advertisements, an offering
memorandum for bidders, a marketing strategy, and activity report
for the Debtor.
The Debtor also seeks approval of the Bidding Procedures and
certain bid protections for any Stalking Horse Purchaser which the
Debtor, in consultation with the consultation parties, believes
would be necessary to induce a Stalking Horse Purchaser to enter
into a Stalking Horse Agreement.
The bidding deadline will be December 6, 2024 at 5:00 p.m.(EST),
and each bid must be accompanied by a cash deposit, paid by wire
transfer of immediately available funds or a certified check, in
the amount of 5% of the purchase price.
In the absence of a Stalking Horse Agreement for the Campus, the
Debtor shall determine which bids are the highest and best bids for
the Campus, either in whole or for the Lots.
If multiple qualified bids with respect to the entire Campus and/or
the Lots are submitted by the bid deadline, the Debtor will conduct
the Auction to determine the highest and otherwise best qualified
bid.
The Auction will continue until the Debtor selects the bids that
represent the highest and otherwise best offer for the entire
Campus and/or Lots.
If a successful bidder fails to consummate the purchase of the
Campus, the Debtor may deem the backup bidder for the property to
have the new successful bid, and the Debtor will be authorized to
consummate the transaction with backup bidder at the price of its
last bid.
The Debtor may agree to a breakup fee of not more than 2% of the
cash purchase price without additional Court approval in a Stalking
Horse Agreement executed by a Stalking Horse Purchaser, to provide
an incentive and to compensate a Stalking Horse Purchaser for
negotiating the agreement.
The Debtor has formulated the following timeline to effectuate the
Sale:
-- Objections due to bid procedures on November 6, 2024 EST
-- Hearing on bid procedures on November 13, 2024 at 10:00
a.m. EST
-- Last day to object to sale on December 4, 2024 at 12:00
p.m. EST
-- Stalking Horse Selection Deadline on December 4, 2024 at
5:00 p.m. EST
-- Bid Deadline on December 6, 2024 at 5:00 p.m. EST
-- Auction on December 12, 2024 at 10:00 a.m. EST
-- Deadline to File Results of Auction on December 13, 2024 at
4:00 p.m. EST
-- Sale Objection Deadline on December 17, 2024 at 12:00 p.m.
EST
-- Sale Hearing on December 19, 2024 or as soon as possible
-- Last day to close sale is 30 days following entry of the
sale order
The Debtor further requests that the Sale be free and clear of any
pledges, liens, security interests, encumbrances, claims, charges,
options and interests thereon.
About the College of Saint Rose
The College of Saint Rose was established by provisional charter
granted by the New York State Board of Regents on June 24, 1920 and
was authorized to offer both master's and associate's degrees.
College of Saint Rose sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D.N.Y. Case No. 24-11131) on October 10,
2024. In the petition filed by Marcia J. White, as president the
Debtor reports estimated assets between $1 million and $10
millionand estimated liabilities between $50 million and $100
million.
The Honorable James T. Foley presides over the case.
The Debtor is represented by Elizabeth Usinger, Esq., at Cullen and
Dykman LLP, as legal counsel.
COMTECH TELECOMMUNICATIONS: Delays Filing of Annual Report
----------------------------------------------------------
Comtech Telecommunications Corp. filed a Form 12b-25 with the
Securities and Exchange Commission notifying the delay in the
filing of its Annual Report on Form 10-K for the year ended July
31, 2024. The Company said that due to its ongoing efforts to
finalize its consolidated financial statements, which include its
recoverability assessment with respect to goodwill and certain
long-lived assets, going concern evaluation and accounting for
certain debt instruments, the Company is unable to file its Annual
Report on Form 10-K for the period ended July 31, 2024 within the
prescribed time period without unreasonable effort or expense. The
Company currently anticipates filing the Report within the time
period provided by Rule 12b-25 promulgated under the Securities
Exchange Act of 1934.
The Company anticipates a significant change in its fiscal 2024
GAAP results of operations, as compared to fiscal 2023, primarily
due to lower-than-expected performance during its fourth quarter of
fiscal 2024 in its Satellite and Space Communications segment,
including non-cash impairment charges related to goodwill
associated with such segment and long-lived assets pertaining to
its steerable antenna operations located in the United Kingdom.
The aggregate non-cash impairment charge is estimated to range
between $60.0 million and $70.0 million.
About Comtech Telecommunications
Headquartered in Huntington, New York, Comtech Telecommunications
Corp. is a global provider of next-generation 911 emergency systems
("NG-911") and secure wireless and satellite communications
technologies. This includes the critical communications
infrastructure that people, businesses, and governments rely on
when durable, trusted connectivity is required, no matter where
they are - on land, at sea, or in the air - and no matter what the
circumstances - from armed conflict to a natural disaster.
Going Concern
"Based on our current business plans, including projected capital
expenditures, we believe our current level of cash and cash
equivalents, excess availability under our revolver loan and
liquidity expected to be generated from future cash flows will be
sufficient to fund our operations over the next twelve months
beyond the issuance date. However, such a determination is
dependent on several factors including, but not limited to, general
business conditions and our ability to reduce investments in
working capital (such as unbilled receivables). If we are unable
to maintain our current level of cash and cash equivalents, excess
availability under our revolver loan or generate sufficient
liquidity from future cash flows, our business, financial condition
and results of operations could be materially and adversely
affected. Such conditions and events raise substantial doubt about
our ability to continue as a going concern as of the date of this
Quarterly Report on Form 10-Q. Although we have completed the
refinancing of our Prior Credit Facility and are actively pursuing
other strategies to mitigate these conditions and events and
alleviate such substantial doubt about our ability to continue as a
going concern, there can be no assurance that our plans will be
successful," the Company said in its Quarterly Report on Form 10-Q
for the period ended April 30, 2024.
CONVENTION CENTER: Case Summary & One Unsecured Creditor
--------------------------------------------------------
Debtor: Convention Center Parking, Inc.
Cond. Golden Triangle
600 Fernandez Juncos GC-14
San Juan, PR 00907
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 24-04516
Judge: Hon. Maria De Los Angeles Gonzalez
Debtor's Counsel: Alexis Fuentes-Hernandez, Esq.
FUENTES LAW OFFICES, LLC
P.O. Box 9022726
San Juan, PR 00902-2726
Tel: (787) 722-5215
Emial: fuenteslaw@icloud.com
Total Assets: $1,000,000
Total Liabilities: $45,229,691
The petition was signed by David Santiago Martinez as president.
The Debtor listed WM Capital Partners 53, LLC located at 885 Third
Avenue Suite 2403, New York, NY 10022 as its sole unsecured
creditor holding a claim of $44,229,691.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/BYRIWMA/CONVENTION_CENTER_PARKING_INC__prbke-24-04516__0001.0.pdf?mcid=tGE4TAMA
CORONET CERAMICS: Nathan Smith Named Subchapter V Trustee
---------------------------------------------------------
The U.S. Trustee for Region 17 appointed Nathan Smith, Esq., as
Subchapter V trustee for Coronet Ceramics, Inc.
Mr. Smith, a partner at Malcolm & Cisneros, will be paid an hourly
fee of $550 for his services as Subchapter V trustee and will be
reimbursed for work-related expenses incurred.
Mr. Smith declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Nathan F. Smith, Esq.
Malcolm & Cisneros
2112 Business Center Drive
Irvine, CA 92612
Phone: (949) 252-9400
Email: nathan@mclaw.org
About Coronet Ceramics
Coronet Ceramics Inc., doing business as Coronet Energy, Coronet
PPE, Fortune88, Blue Sky Properties, and Vegas Renewable Diesel, is
engaged in the business of petroleum and coal products
manufacturing.
Coronet Ceramics Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 24-15153)
on October 1, 2024, with total assets of $3,503,259 and total
liabilities of $6,213,194. Mi Shen Goldberg, president of Coronet
Ceramics, signed the petition.
The Debtor is represented by Matthew L. Johnson, Esq., at Johnson &
Gubler, P.C.
CROSS FINANCIAL: Moody's Rates New $436MM 1st Lien Term Loan 'B2'
-----------------------------------------------------------------
Moody's Ratings has assigned a B2 rating to Cross Financial Corp.'s
new $436 million seven-year senior secured first-lien term loan.
Cross Financial intends to use net proceeds of the offering to
refinance the existing senior secured first-lien term loan maturing
September 2027. Moody's also assigned a B2 rating to Cross
Financial's senior secured first-lien revolving credit facility
maturing September 2029. The rating outlook for Cross Financial is
unchanged at stable.
RATINGS RATIONALE
Cross Financial's ratings are based on its good regional market
presence in small and middle-market insurance brokerage
particularly in Maine, Massachusetts and New Hampshire. The company
has good diversification across clients, client industries,
producers and insurance carriers for property & casualty (P&C)
insurance and some employee benefits products. Cross Financial also
has a track record of healthy EBITDA margins and cash flow
generation.
These strengths are offset by high financial leverage, modest
interest coverage, and geographic concentration across its top
three states of operation, exposing revenue and earnings to
fluctuations in economic and regulatory conditions in the northeast
US, notably Maine and Massachusetts. Other challenges include the
company's limited scale relative to other rated insurance brokers
as well as potential liabilities arising from errors and omissions,
a risk inherent in professional services.
Moody's expect that Cross Financial will manage its proforma
debt-to-EBITDA ratio in the range of 4.5x-5.5x (per Moody's
calculations), with (EBITDA - capex) interest coverage of 2.0x-2.5x
and a free-cash-flow-to-debt ratio in the mid-single digits. These
metrics incorporate Moody's accounting adjustments for operating
leases, run-rate earnings from acquisitions and certain other
debt-like obligations and non-recurring items.
For the 12 months through June 2024, Cross Financial reported total
revenues of $299 million, supported by good organic growth and
tuck-in acquisitions. EBITDA margins remained in the low-30s (per
Moody's calculations) despite higher investments in technology and
staffing to support growth.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade of Cross Financial's ratings
include: (i) increased scale and geographic diversification, (ii)
debt-to-EBITDA ratio below 4.5x, (iii) (EBITDA - capex) coverage of
interest exceeding 3.5x, and (iv) free-cash-flow-to-debt ratio
exceeding 7%.
Factors that could lead to a downgrade of Cross Financial's ratings
include: (i) revenue decline and/or disruptions to existing or
newly acquired operations, (ii) debt-to-EBITDA ratio above 5.5x,
(iii) (EBITDA - capex) coverage of interest below 2.5x, or (iv)
free-cash-flow-to-debt ratio below 4%.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in February 2024.
Headquartered in Bangor, Maine, Cross Financial is a 100%
family-owned insurance broker founded in 1954 by the Cross family.
It provides a broad array of P&C, life and health, surety and
employee benefits products to small and mid-sized businesses and
high net worth individuals mainly across the New England region.
For the 12 months through June 2024, the company generated revenue
of $299 million.
CROWNCO INC: Files for Bankruptcy Protection in California
----------------------------------------------------------
Crownco Inc. filed Chapter 11 protection in the Central District of
California. According to court filing, the Debtor reports
$5,175,883 in debt owed to 1 and 49 creditors. The petition states
funds will not be available to unsecured creditors.
About Crownco Inc.
Crownco Inc. provides construction solutions for the building
community, including production services, warranty services or
SB800 repair services. The Company has developed innovative systems
that ensure every job is completed in the utmost time efficient
manner with the highest level of precision and service.
Crownco Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. C.D. Cal. Case No. 24-16205) on Oct. 16, 2024. In the
petition filed by Charles E. Morrison, as chief executive officer,
secretary and CEO, the Debtor reports total assets of $896,358 and
total liabilities of $5,175,883.
The Debtor is represented by:
Robert P. Goe, Esq.
GOE FORSYTHE & HODGES LLP
17701 Cowan
Lobby D, Suite 210
Irvine, CA 92614
Tel: (949) 798-2460
Fax: (949) 955-9437
Email: rgoe@goeforlaw.com
CUSTOM CLUB: Starts Subchapter V Bankruptcy Proceeding
------------------------------------------------------
Custom Club Inc. filed for Chapter 11 protection in the District of
Arizona. According to court documents, the Debtor reports
$2,561,119 in debt owed to 1 and 49 creditors. The petition states
funds will not be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
November 19, 2024 at 9:00 a.m. in Room Telephonically.
About Custom Club Inc.
Custom Club Inc. is a manufacturer of dental mouthguards.
Custom Club Inc. sought relief under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Ariz. Case No. 24-08770) on
October 16, 2024. In the petition filed by Craig Weiss, as CEO, the
Debtor reports total assets as of September 30, 2024 amounting to
$8,040,894 and
total liabilities as of September 30, 2024 amounting to
$2,561,119.
The Honorable Bankruptcy Judge Brenda K. Martin handles the case.
The Debtor is represented by:
Michael A. Jones, Esq.
ALLEN, JONES & GILES, PLC
1850 N. Central Avenue, Suite 1025
Phoenix, AZ 85004
Tel: 602-256-6000
Email: mjones@bkfirmaz.com
CUT & FILL: Gets Interim OK to Use Cash Collateral
--------------------------------------------------
Cut & Fill, LLC received interim approval from the U.S. Bankruptcy
Court for the Northern District of Illinois, Eastern Division to
use cash collateral and provide adequate protection to Pension Fund
of Cement Masons' Union Local No. 502.
The interim order authorized the company to use cash collateral to
pay ordinary business expenses consistent with its budget, which
shows total projected expenses of $168,250.59.
Total cash disbursements must not exceed 110% of the budgeted
amount without CM Funds' consent.
CM Funds will be granted replacement liens on all post-petition
property of the company, including cash collateral, with the same
priority and validity as its pre-bankruptcy liens.
Additionally, the court ordered certain payments to be made by the
company, including a $500 payment to CM Funds by Oct. 31 and timely
contributions to labor funds by specified deadlines. The order
remains effective until Nov. 7.
The next hearing is scheduled for Nov. 6.
About Cut & Fill
The Cut & Fill, LLC has operated a concrete business since 2019.
Rachel McCuen, who serves as the company's managing and sole
member, supervises the company's day-to-day operations in Volvo,
Ill.
Cut & Fill filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
24-13457) on Sept. 12, 2024, listing $183,243 in total assets and
$1,492,053 in total liabilities. Rachel McCuen, president, signed
the petition.
Judge Timothy A. Barnes oversees the case.
The Debtor tapped the Law Office of David R. Herzog, LLC as
bankruptcy counsel.
DAYBREAK OIL: Delays Form 10-Q for Period Ended August 31
---------------------------------------------------------
Daybreak Oil and Gas, Inc., filed a Form 12b-25 with the Securities
and Exchange Commission regarding the delay in the filing of its
Quarterly Report on Form 10-Q for the period ended Aug. 31, 2024.
The Company was unable to file, without unreasonable effort and
expense, its Form 10-Q since additional time is needed to prepare
and finalize the financial statements and other disclosures in the
Report.
About Daybreak Oil and Gas
Daybreak Oil and Gas, Inc. -- http://www.daybreakoilandgas.com/--
is an independent crude oil and natural gas company currently
engaged in the exploration, development and production of onshore
crude oil and natural gas in the United States. The Company is
headquartered in Spokane Valley, Washington with an operations
office in Friendswood, Texas.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2006, issued a "going concern" qualification in its report dated
Jan. 23, 2024, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about its ability to continue as a going concern.
DCLI BIDCO: S&P Assigns 'B+' Long-Term ICR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to DCLI BidCo LLC (DCLI) and its 'B+' issue rating and '4' recovery
rating to the company's proposed senior secured second-lien notes,
reflecting its expectation for average (30%-50%) recovery
prospects.
The stable outlook reflects S&P's expectation that DCLI will
maintain its market position, operating performance, and credit
metrics through 2024 and 2025, with EBIT interest coverage below
1.1x and FFO to debt of 12%-15% over the next 12 months.
With a fleet of about 290,000 chassis, DCLI operates as the largest
domestic lessor in the U.S. with substantial presence in the marine
market, by chassis count. In recent years the company has grown its
domestic segment organically and through acquisitions, which have
diversified its business and allowed it to offer a more holistic
set of products at a larger scale than its closest competitors,
including TRAC and Flexivan. As of the 12 months ended June 30,
2024, DCLI generated the majority of its net revenue from domestic.
The fleet comprised 150,000 domestic chassis and 140,000 marine
chassis as of June 30, 2024, and is well positioned to meet
customer demand in both markets.
The company is concentrated in the U.S. but has a wide operating
network domestically. Because demand and pricing in the chassis
leasing sector are largely dependent on cyclical macroeconomic
factors, including U.S. import and export volumes, container
shipping volumes, and the overall health of the economy, DCLI's
performance may be strained under challenging macroeconomic
conditions.
For the 12 months ended June 30, 2024, the company's top-10
customers comprised just over half of net revenue. Its contracts
across segments are typically five to 10 years with an average
remaining life of about 4.5 years, which provides some future
earnings transparency. This year, 95% of domestic revenue and 84%
of marine revenue are expected to be driven by long term contracts.
Within the domestic segment, we view favorably that 90%-95% of
revenue is driven by exclusive contracts. However, outside the
marine net lease segment, revenue is based on short-term rentals,
which we view as a risk. Although contracts with customers
determining pricing and other terms are mid to long term, the
short-term rental structure creates no obligation for them to lease
chassis, leading to fluctuations in utilization rates.
DCLI's fleet has a $6.0 billion replacement cost, and S&P believes
the company will continue to refurbish its chassis rather than
purchase new chassis, which creates a cost disadvantage for any
newcomers in the industry. A chassis has a useful life of 25 to 30
years, after which DCLI can refurbish and operate it for another 25
to 30 years for substantially less than the cost of a new chassis.
This also helps to reduce required capital expenditure (capex).
The company's capex is largely discretionary and driven by customer
growth. Because maintenance repairs are mostly expensed, there is
no maintenance capex. Instead, S&P expects near-term capex to be
used for refurbishments and upgrades. DCLI also benefits from a
variable cost structure because about 75% of its operating expenses
are variable.
S&P said, "In 2023, EBIT margins were 3.2%, and we expect
single-digit margins for 2024 and 2025. We assume EBIT margins will
expand as revenue grows, driven by higher utilization rates. Both
marine and domestic utilization rates were lower in 2023 than the
70%-89% average in previous years. In second-quarter 2024,
utilization was 63%, and we continue to expect tempered rates in
the mid-60% range for 2024 and 2025. That said, further growth in
marine net leases can help manage utilization risk over time.
"Due to the financial-sponsor ownership and because EBIT interest
coverage is below 1.1x, we assess the financial policy as 'FS-6'.
We typically view financial-sponsor ownership negatively, given
sponsors' aggressive agenda for maximizing shareholder returns
during a generally finite holding period."
That said, the consortium targets a long-term leverage ratio (debt
to EBITDA) of 4.5x-5.0x, and with a forecast of relatively stable
credit metrics.
S&P also expects FFO to debt of about 12%-20%, and debt to capital
of 45%-60% over the same period. The supplementary FFO to debt
metric is stronger than typically seen for a highly leveraged
financial risk profile. However, due to the 'FS-6' financial policy
assessment for sponsor-owned companies, the overall financial risk
is assessed as highly leveraged.
Because of the recent step-ups and revaluations of its fleet during
the acquisitions DCLI went through, depreciation represents a
significant portion of the income statement and this results in an
outsized gap between EBITDA and EBIT figures.
DIAMOND SPORTS: Gets Okay to Rebrand TV Sports Network to FanDuel
-----------------------------------------------------------------
Steven Church of Bloomberg News reports that bankrupt sports
broadcaster Diamond Sports Group has received court approval to
rebrand its network of Bally Sports local channels to FanDuel as
part of a naming rights agreement with the betting giant.
U.S. Bankruptcy Judge Christopher Lopez approved the arrangement
during a brief court hearing on Friday, October 18,2024, morning.
The specific terms of the deal were not disclosed in the court
filing detailing Diamond's request.
About Diamond Sports Group
Diamond Sports Group, LLC, and its affiliates own and/or operate
the Bally Sports Regional Sports Networks, making them the nation's
leading provider of local sports programming. DSG's 19 Bally Sports
RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG also
holds joint venture interests in Marquee, the home of the Chicago
Cubs, and the YES Network, the local destination for the New York
Yankees and Brooklyn Nets. The RSNs produce about 4,500 live local
professional telecasts each year in addition to a wide variety of
locally produced sports events and programs. DSG is an
unconsolidated and independently run subsidiary of Sinclair
Broadcast Group.
Diamond Sports Group and 29 of its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case
No. 23-90116) on March 14, 2023. In the petition signed by David F.
DeVoe, Jr., as chief financial officer and chief operating officer,
Diamond Sports Group listed $1 billion to $10 billion in both
assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP
and Porter Hedges, LLP as bankruptcy counsel; Wilmer Cutler
Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan,
LLP as special counsel; AlixPartners, LLP as financial advisor;
Moelis & Company, LLC and LionTree Advisors, LLC as investment
bankers; Deloitte Tax, LLP, as tax advisor; Deloitte Financial
Advisory Services, LLP, as accountant; and Deloitte Consulting, LLP
as consultant. Kroll Restructuring Administration, LLC is the
claims agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Akin Gump Strauss Hauer & Feld LLP as counsel; FTI
Consulting, Inc., as financial advisor; and Houlihan Lokey Capital,
Inc., as investment banker.
DIGITAL GRAPHICS PLUS: Gets OK to Use Cash Collateral Until Nov. 14
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division granted Digital Graphics Plus, LLC the authority
to use cash collateral through Nov. 14.
The court previously issued a preliminary order, which provided for
payments of U.S. Trustee quarterly fees and necessary operating
expenses as outlined in the court-approved budget.
The preliminary order dated Oct. 9 granted the company's senior
creditor, U.S. Small Business Administration, a replacement lien on
cash collateral as adequate protection.
The next hearing is scheduled for Nov. 14.
About Digital Graphics Plus
Digital Graphics Plus, LLC provides graphic design and printing
services. Its offerings typically include a range of products such
as promotional materials, custom signage, marketing collateral, and
digital solutions aimed at enhancing branding and visibility for
businesses.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 24-05422) on October 4,
2024, with up to $50,000 in assets and up to $500,000 in
liabilities.
Judge Grace E. Robson oversees the case.
The Debtor is represented by Jeffrey Ainsworth, Esq., at
Bransonlaw, PLLC.
DIOCESE OF CAMDEN: Court OKs Clayton Property Sale for $225,000
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey has
approved the private sale of The Diocese of Camden, New Jersey's
real estate, free and clear of liens, claims, encumbrances, and
interests.
The Debtor's property identified as Block 1902, Lot 31 on the tax
map of the Borough of Clayton, County of Gloucester, State of New
Jersey, will be sold to the Gloucester County Library Commission
for $225,000.
The Court has held that the sale of the Property will maximize the
value of the Diocese's estate, and approval of the deal is in the
best interests of the Diocese, its estate, and all creditors.
About The Diocese of Camden, New Jersey
The Diocese of Camden, New Jersey is a nonprofit religious
corporation organized pursuant to Title 16 of the Revised Statutes
of New Jersey. The Diocese is the secular legal embodiment of the
Roman Catholic Diocese of Camden, a juridic person recognized under
Canon Law.
The Diocese of Camden sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020.
The petition was signed by Reverend Robert E. Hughes, vicar General
and vice president. At the time of the filing, the Debtor had total
assets of $53,575,365 and liabilities of $25,727,209.
Judge Jerrold N. Poslusny Jr. presides over the case.
McManimon, Scotland & Baumann, LLC initially served as the Debtor's
legal counsel. The Debtor is now represented by lawyers at Trenk
Isabel Siddiqi & Shahdanian P.C.
* * *
On June 1, 2022, The Diocese and the Official Committee of Tort
Claimant Creditors filed the Eighth Amended Disclosure Statement
describing the Eighth Amended Plan Chapter 11 Plan of
Reorganization. On June 20, 2022, the Bankruptcy Court entered an
order, which, among other things, approved the adequacy of the
Disclosure Statement. The hearing to consider confirmation of the
Plan began on August 29, 2022. On August 29, 2023, the Bankruptcy
Court issued the Memorandum Decision Denying Confirmation of Eighth
Amended Plan, pursuant to which it, among other things, set forth
certain modifications that needed to be made before the Eighth
Amended Plan could be confirmed. On March 15, 2024, the Court
entered an order confirming the Third Modified Eighth Amended Plan
of Reorganization.
EARTH ALIVE: Files Notice of Intent, Seeks Sale to Avoid Bankruptcy
-------------------------------------------------------------------
Earth Alive Clean Technologies Inc. announces that it has filed a
Notice of Intention to Make a Proposal pursuant to the Bankruptcy
and Insolvency Act (Canada). Pursuant to the Notice of Intention,
Raymond Chabot Inc., a licensed trustee, has been appointed as
proposal trustee on behalf of the Company. Davies Ward Phillips &
Vineberg LLP is legal counsel to the Company.
The principal purpose of the NOI filing is to create a stabilized
environment to run an orderly and flexible sale and investment
solicitation process with the goal of identifying one or more
interested parties that wish to acquire or make an investment in
the Company's business or all or some of its assets.
In conjunction with the filing of the NOI, the Company has entered
into an agreement with a group of lenders, including Mr. Erik
Bomans (a director of the Company) and Mr. Nikolaos Sofronis (a
director and the chief executive officer of the Company), pursuant
to which the Interim Lenders will advance interim financing to the
Company in the amount of up to C$1,720,000, in order to provide the
necessary liquidity to fund working capital needs and expenses
throughout the NOI proceedings. The Interim Financing is
conditional upon, among other things, the approval of the Superior
Court of Quebec.
In addition, the Company has entered into a loan agreement for a
loan of C$100,000 with Mr. Sofronis. The Loan will bear an annual
interest rate of 15% and is secured by a universal hypothec
(mortgage) on the entirety of the Company's movable (personal)
property. Interest accrued will be capitalized annually and the
Loan will be repayable upon demand. The proceeds from the Loan will
be used to meet the Company's immediate general cash flow
requirements.
The Company intends to seek an order from the Court approving the
Interim Financing within the next few days. The Company's objective
is to complete the SISP by the end of January 2025. It is important
to note that the Company is not bankrupt. If the Interim Financing
is approved, the Company believes it has sufficient resources to
fund its operations during the SISP and will continue to operate
its business during that time, subject to any restructuring steps
that the Company may take during the process. Pursuant to the BIA,
upon filing the NOI, there is an automatic stay of proceedings in
respect of all creditor claims and actions against the Company that
will protect the Company and its assets from all claims during the
pendency of the NOI proceedings.
The TSX Venture Exchange has already issued a cease trade order in
respect of the Company's common shares. Due to the above-mentioned
filing of the Notice of Intention, the Company expects the CTO will
remain in effect until such a time as the Company is in compliance
with the TSX-V continued listing requirements. There is no
certainty as to timing or likelihood that the Shares will
recommence trading on the TSX-V, and the Shares could be
transferred to the NEX Board, a subsidiary board of the TSX-V, if
the Continued Listing Requirements are not met. The Shares are also
subject to a CTO issued by the applicable securities commissions
and other regulatory authorities of Canada. There is no certainty
as to whether the CTO will be lifted and trading will resume on the
Shares, whether on the TSX-V, the NEX or otherwise.
About Earth Alive Clean Technologies Inc.
Earth Alive is a leader in the microbial technologies industry.
Earth Alive's innovative products contribute to regenerative
agriculture, natural dust suppression with minimal water use, and
ecological, human-friendly industrial cleaning. For more
information, please visit: https://earthalivect.com.
EARTH SCIENCE: Buys Back 11.5M Common Shares as of Sept. 30
-----------------------------------------------------------
Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that as of September
30, 2024, the Company has repurchased a total of 11,545,898 shares
of its common stock out of its $5,000,000 common stock repurchase
program initiated on January 29, 2024.
Repurchases have been made at management's discretion from time to
time through privately negotiated transactions.
The repurchase program expires December 31, 2025, may be suspended
for periods or discontinued at any time, and does not obligate the
Company to acquire any amount of shares.
About Earth Science Tech
Miami, Fla.-based Earth Science Tech, Inc. was incorporated under
the laws of the State of Nevada on April 23, 2010, subsequently
changed to the State of Florida on June 27, 2022. As of November 8,
2022, the Company is a holding entity set to acquire companies with
its current focus in the health and wellness industry. The Company
is presently in compounding pharmaceuticals and telemedicine
through its wholly owned subsidiaries RxCompoundStore.com, LLC.,
Peaks Curative, LLC., and Earth Science Foundation, Inc.
As of March 31, 2024, the Company had $3,881,336 in total assets,
$1,632,031 in total liabilities, and $2,249,305 in total
stockholders' equity.
Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered negative
cash flows and has a significant accumulated deficit. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
EARTH SCIENCE: Completes Acquisition of Avenvi, Mister Meds
-----------------------------------------------------------
Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
completed the acquisition of Avenvi, LLC., a Florida limited
liability company, for $1,058,788.30 cash.
The payment structure included an upfront payment of $258,788.30 at
closing, followed by subsequent monthly payments of $200,000 for
the next four months. The acquisition encompasses approximately
four acres of vacant residential real estate intended for
development, one commercial property comprising nearly half an acre
featuring a standalone building with 5000 square feet, and cash or
cash equivalents held by Avenvi. Visit: avenvi.com
Giorgio R. Saumat, who currently serves as the Company's Chief
Executive Officer (CEO) and the Chairman of Board, is the seller in
this transaction. The transaction was reviewed and approved by the
Board of Directors to ensure that the terms were no less favorable
to the Company than those that could be obtained from unaffiliated
third parties.
The Company also completed the acquisition of Mister Meds, LLC, a
Texas limited liability company for $54,200. Visit: mistermeds.com
Mario G. Tabraue, who currently serves as the Company's Chief
Operations Officer (COO) and is a Director of the Board, is the
seller in this transaction. The transaction was reviewed and
approved by the Board of Directors to ensure that the terms were no
less favorable to the Company than those that could be obtained
from unaffiliated third parties.
About Earth Science Tech
Miami, Fla.-based Earth Science Tech, Inc. was incorporated under
the laws of the State of Nevada on April 23, 2010, subsequently
changed to the State of Florida on June 27, 2022. As of November 8,
2022, the Company is a holding entity set to acquire companies with
its current focus in the health and wellness industry. The Company
is presently in compounding pharmaceuticals and telemedicine
through its wholly owned subsidiaries RxCompoundStore.com, LLC.,
Peaks Curative, LLC., and Earth Science Foundation, Inc.
As of March 31, 2024, the Company had $3,881,336 in total assets,
$1,632,031 in total liabilities, and $2,249,305 in total
stockholders' equity.
Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered negative
cash flows and has a significant accumulated deficit. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
EARTH SCIENCE: Expands Into Pet and Wildlife Industry With Zoolzy
-----------------------------------------------------------------
Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
expanded into the pet and wildlife industry by launching Zoolzy, a
brand under Peaks Curative, LLC.
Zoolzy specializes in providing compounded medications tailored by
RxCompoundstore.com, LLC., to the unique health needs of pets and
wildlife. Visit: Zoolzy.com
About Earth Science Tech
Miami, Fla.-based Earth Science Tech, Inc. was incorporated under
the laws of the State of Nevada on April 23, 2010, subsequently
changed to the State of Florida on June 27, 2022. As of November 8,
2022, the Company is a holding entity set to acquire companies with
its current focus in the health and wellness industry. The Company
is presently in compounding pharmaceuticals and telemedicine
through its wholly owned subsidiaries RxCompoundStore.com, LLC.,
Peaks Curative, LLC., and Earth Science Foundation, Inc.
As of March 31, 2024, the Company had $3,881,336 in total assets,
$1,632,031 in total liabilities, and $2,249,305 in total
stockholders' equity.
Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered negative
cash flows and has a significant accumulated deficit. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
EARTH SCIENCE: Moves to New Office in Miami
-------------------------------------------
Earth Science Tech, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that the Company
relocated its principal office to 8950 SW 74th CT, Suite 1401,
Miami, FL.
The new office spans approximately 1,125 square feet, adding to the
existing 2,500 square feet of administrative space. This brings the
Company's total space to around 7,125 total square feet, which
includes approximately 3,125 square feet of administrative space,
about 2,000 square feet dedicated to pharmacy operations, and
around 1,500 square feet for off-site storage.
About Earth Science Tech
Miami, Fla.-based Earth Science Tech, Inc. was incorporated under
the laws of the State of Nevada on April 23, 2010, subsequently
changed to the State of Florida on June 27, 2022. As of November 8,
2022, the Company is a holding entity set to acquire companies with
its current focus in the health and wellness industry. The Company
is presently in compounding pharmaceuticals and telemedicine
through its wholly owned subsidiaries RxCompoundStore.com, LLC.,
Peaks Curative, LLC., and Earth Science Foundation, Inc.
As of March 31, 2024, the Company had $3,881,336 in total assets,
$1,632,031 in total liabilities, and $2,249,305 in total
stockholders' equity.
Boca Raton, Fla.-based R. Bolko, CPA P.A, the Company's auditor
since 2022, issued a "going concern" qualification in its report
dated April 16, 2024, citing that the Company has suffered negative
cash flows and has a significant accumulated deficit. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
EASTSIDE DISTILLING: Completes Debt Exchange Deal, Beeline Merger
-----------------------------------------------------------------
Eastside Distilling, Inc. disclosed in a Form 8-K Report filed with
the U.S. Securities and Exchange Commission that on September 4,
2024, Eastside and its subsidiary, Craft Canning & Bottling, LLC,
entered into a Debt Exchange Agreement with The B.A.D. Company, LLC
(the "SPV"), Aegis Security Insurance Company, Bigger Capital Fund,
LP, District 2 Capital Fund, LP, LDI Investments, LLC, William
Esping, WPE Kids Partners and Robert Grammen. Subsequent to the
execution of the Debt Exchange Agreement, the assets of the SPV
were distributed to its members, i.e. Aegis, Bigger, District 2 and
LDI. To reflect the effect of the distribution on the transactions
contemplated by the Debt Exchange Agreement, the parties, on
October 3, 2024, executed the First Amended and Restated Debt
Exchange Agreement.
Subsequent to execution of the Debt Exchange Agreement, Eastside
organized a subsidiary named "Bridgetown Spirits Corp." and
assigned to Bridgetown Spirits Corp. all of the assets held by
Eastside in connection with its business of manufacturing and
marketing spirits. Bridgetown Spirits Corp. issued 1,000,000 shares
of common stock to Eastside.
On October 7, 2024, a closing was held pursuant to the terms of the
Debt Agreement. At that closing, the following transactions were
completed:
* Aegis, Bigger, District 2 and LDI transferred to Eastside a
total of 31,234 shares of Eastside Series C Preferred Stock and
119,873 shares of Eastside Common Stock. The Investors (the seven
parties to the Debt Agreement with Eastside and Craft) also
released Eastside from liability for $4,137,581 of senior secured
debt and $2,465,169 of unsecured debt. In consideration of their
surrender of stock and release of debt, Eastside caused Craft to be
merged into a limited liability company owned by the Investors.
* Eastside issued a total of 255,474 shares of Series D
Preferred Stock to Bigger and District 2, and Bigger and District 2
released Eastside from liability for $2,554,746 of unsecured debt.
* Eastside issued a total of 200,000 shares of Series E
Preferred Stock to Bigger and District 2, and Bigger and District 2
released Eastside from liability for $2,000,000 of unsecured debt.
* Eastside transferred a total of 108,899 shares of Bridgetown
Spirits Corp. to Bigger, District 2, Esping, WPE and Grammen, and
those Investors released Eastside from unsecured debt in the
aggregate amount of $888,247.
* Eastside issued a total of 190,000 shares of common stock to
Esping, WPE and Grammen, and those Investors released Eastside from
liability for $187,189 of unsecured debt.
The Debt Agreement also provides that on November 7, 2024, Eastside
will transfer a total of 361,101 shares of Bridgetown Spirits Corp.
to Aegis, Bigger, District 2 and LDI. In consideration for those
shares, those four Investors will surrender to Eastside a total of
580,899 shares of Eastside common stock.
Upon completion of the transaction contemplated by the Debt
Agreement, Eastside will no longer be involved in the business of
canning, and will be involved in the spirits business as owner of
53% of the capital stock of Bridgetown Spirits Corp.
Based upon the closing of the transactions and management's
preliminary calculation of Eastside's results of operations for the
quarter ended September 30, 2024, Eastside believes that, as of
October 7, 2024, it has regained compliance with the Equity Rule.
NASDAQ has advised Eastside that it will continue to monitor
Eastside's ongoing compliance with the Equity Rule and, if at the
time when Eastside files its next periodic report with the SEC
Eastside does not evidence compliance with the Equity Rule,
Eastside's common stock may be subject to delisting from NASDAQ.
Furthermore, on October 7, 2024, immediately after the closing
under the Debt Agreement, a closing was held pursuant to Eastside's
Agreement and Plan of Merger and Reorganization with East
Acquisition Inc. ("Merger Sub") and Beeline Financial Holdings,
Inc., a privately-held mortgage technology company that operates an
end-to-end, all-digital, AI-enhanced platform for homeowners and
property investors.
Beeline merged into Merger Sub and become a wholly-owned subsidiary
of Eastside, with the name of the surviving corporation being
changed to Beeline Financial Holdings, Inc. In the Merger, the
shareholders of Beeline gained the right to receive a total of
69,482,229 shares of Series F Preferred Stock and a total of
517,771 shares of Series F-1 Preferred Stock. In addition, each
option to purchase shares of Beeline common stock outstanding at
the time of the Merger was converted into an option to purchase
shares of Eastside common stock measured by the same ratio.
Pursuant to the terms of the Merger Agreement, in connection with
the closing of the Merger, the Board of Directors voted to increase
the number of members of the Board of Directors from four to six
and appointed to the vacancies two individuals designated by
Beeline: Joe Freedman and Joe Caltabiano. In addition, the Eastside
Board of Directors appointed Christopher Moe, the Chief Financial
Officer of Beeline, to serve as the Chief Financial Officer of
Eastside.
Joe Freedman, Director. Mr. Freedman joined the Board of Directors
of Beeline in 2023. He also serves as Lead Director for Red Cat
Holdings Inc. (Nasdaq: RCAT) and as a member of the Boards of
Directors of ResiCom Capital Partners, a real estate investment
firm, and Fluid Capital Network, a financial services company. In
2006, Mr. Freedman co-founded Event Works Rental, a full service
event rental company, and served on its board until 2023. In 2009,
he co-founded RFx Legal, a pioneer in automating and optimizing
legal services procurement, and served on its board until it was
purchased in 2012. In 2002 Mr. Freedman co-founded Richmond Title,
and served as its CEO and Board member until it was acquired in
2006. In 1992 he founded AMICUS Legal Staffing, Inc., a national
legal search firm, and served as its CEO until it was acquired in
1996. Mr. Freedman is a past president of the Nashville Chapter of
Entrepreneurs Organization, as currently serves as its Governance
Chair. He also founded Drones for Good Worldwide, a 501(c)(3)
organization that provides life-saving drones for humanitarian
efforts worldwide. Mr. Freedman earned a B.S. in Finance from
Louisiana State University and a J.D. degree from Northwestern
California University School of Law.
Joe Caltabiano, Director. Mr. Caltabiano's career is currently
focused on emerging medicine industries. As co-founder and CEO of
Healing Realty Trust, a real estate investment company, he is
devoted to developing clinical infrastructure necessary to support
the administration of healthcare services and novel therapies in
the behavioral health market. As founder of JSC Fund, Mr.
Caltabiano helps uncover and advance opportunities in cannabis and
other regulated sectors. Mr. Caltabiano helped pioneer the cannabis
industry by co-founding Cresco Labs, one of North America's larges
vertically integrated cannabis operators, which he grew into a
multi-state operator with annualized revenue of over $250 million.
Before focusing on emerging medicine industries, Mr. Caltabiano
served as Senior Vice President of Mortgage Banking at Guaranteed
Rate, one of the largest mortgage providers in the U.S. Mr.
Caltabiano has been honored as Man of the Year by the Chicago
Leukemia & Lymphoma Society
Christopher R. Moe, Chief Financial Officer. Since 2023 Mr. Moe has
served as the Chief Financial Officer of Beeline Financial
Holdings, Inc. an AI assisted all digital home loan lending and
title platform designed to simplify the process of home financing.
From 2018 until 2023, he was the Chief Financial Officer and a
Director of Yates Electrospace Corporation, a heavy payload
contested logistics drone producer. From 2013 to 2028, Mr. Moe was
the Chairman, Chief Executive Officer, and co-Founder of ProBrass
Inc., a brass cartridge case manufacturing company that was
acquired by Vairog. Earlier he was the Chief Financial Officer of
Vectrix Holdings Limited, a subsidiary of GP Industries Ltd
(G20:SGX), an international developer and manufacturer of electric
motorcycles, and Chief Financial Officer and a Director of Mission
Motor Company, a company focused on advanced EV and hybrid
powertrains for automobile and power sports applications. He also
held executive finance positions with GH Ventures, Kirkland
Investment Corporation, St. Louis Ship Industries, Wasserstein,
Perella & Co.'s merchant banking fund and Citicorp's Leveraged
Capital Group.
Mr. Moe currently serves as an independent director and chair of
the audit committee for Red Cat Holdings, Inc. (RCAT:Nasdaq). His
current non-profit service includes serving on the Advisory Board
of Innovate Newport and as Trustee Emeritus of The Pennfield
School. He is the former Vice Chairman of the Choir School of
Newport County and former Treasurer of the Zabriskie Memorial
Church of Saint John the Evangelist. Mr. Moe served as a Captain of
United States Marines and deployed with the 31st Marine
Expeditionary Unit twice to the Western Pacific and Indian Ocean.
He holds a BA degree in English from Brown University and an MBA
from the Harvard Business School.
Employment Agreement: Chief Executive Officer
The Merger Agreement provided that, as a condition to closing of
the Merger, The Employment Agreement between Eastside and Geoffrey
Gwin, Eastside's Chief Executive Officer, would be amended in a
manner satisfactory to Eastside, Beeline and Mr. Gwin. Accordingly,
at the time of the Merger, Eastside's Employment Agreement with
Geoffrey Gwin was amended as follows:
a. The performance bonuses in Employment Agreement were
replaced by cash bonus of $90,000.
b. The Company issued 400,000 shares of common stock to Mr.
Gwin, which will vest on the earlier of March 31, 2025 or the date
on which Mr. Gwin's employment is terminated without cause.
c. The Company covenanted that, in the event that the
conversion price of the Series F Preferred Stock is reduced, the
Company will issue to Mr. Gwin a number of common shares equal to
one percent of the additional shares issued as a result of the
adjustment.
d. The Company agreed to issue 100,000 shares of common stock
to Mr. Gwin if he is terminated by the Company without cause.
About Eastside Distilling
Headquartered in Portland, Oregon, Eastside Distilling, Inc. has
been producing craft spirits in Portland, Oregon since 2008. The
Company is distinguished by its highly decorated product lineup
that includes Azunia Tequilas, Burnside Whiskeys, Hue-Hue Coffee
Rum, and Portland Potato Vodkas. All Eastside spirits are crafted
from natural ingredients for the highest quality and taste.
Eastside's Craft Canning + Printing subsidiary is one of the
Northwest's leading independent mobile canning, co-packing, and
digital can printing businesses.
The Woodlands, Texas-based M&K CPAS, PLLC, the Company's auditor
since 2017, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company suffered a net loss
from operations and used cash in operations, which raises
substantial doubt about its ability to continue as a going
concern.
Eastside Distilling incurred a net loss of $7.5 million during the
year ended December 31, 2023. As of June 30, 2024, Eastside
Distilling had $16,589,000 in total assets, $18,523,000 in total
liabilities, and $1,934,000 in total stockholders' deficit.
EDWARDS PETROLEUM: Nathan Smith Named Subchapter V Trustee
----------------------------------------------------------
The U.S. Trustee for Region 17 appointed Nathan Smith, Esq., as
Subchapter V trustee for Edwards Petroleum Transport, LLC.
Mr. Smith, a partner at Malcolm & Cisneros, will be paid an hourly
fee of $550 for his services as Subchapter V trustee and will be
reimbursed for work-related expenses incurred.
Mr. Smith declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Nathan F. Smith, Esq.
Malcolm & Cisneros
2112 Business Center Drive
Irvine, CA 92612
Phone: (949) 252-9400
Email: nathan@mclaw.org
About Edwards Petroleum Transport
Edwards Petroleum Transport, LLC operates in the general freight
trucking industry.
Edwards Petroleum Transport sought relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
24-15170) on Oct. 3, 2024, with $500,000 to $1 million in assets
and $1 million to $10 million in liabilities. Robert Egbert
Edwards, managing member, signed the petition.
The Debtor is represented by Seth D Ballstaedt, Esq., at Fair Fee
Legal Services.
EMPIRE COMMUNITIES: S&P Rates New Senior Unsecured Notes 'B'
------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating to Vaughan, Ont.-based Empire Communities Corp.'s
proposed senior unsecured notes, final amounts to be determined.
The '4' recovery rating indicates its expectation for meaningful
(30%-50%; rounded estimate: 40%) recovery in the event of a
default.
S&P said, "We expect the company will use the net proceeds from
these notes to redeem its outstanding C$150 million 7.375% senior
unsecured notes due 2025 with the remainder used to pay down any
outstanding balance on its $480 million secured revolving credit
facility due June 28, 2027. Our 'B' issuer credit rating and stable
outlook on Empire Communities are unchanged because we view the
refinancing as credit neutral."
EYECARE PARTNERS: $250MM Bank Debt Trades at 60% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 39.7
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $250 million Term loan facility is scheduled to mature on
November 15, 2028. About $245 million of the loan is withdrawn and
outstanding.
EyeCare Partners, LLC, headquartered in St. Louis, Missouri, is a
medically focused eye care services provider. EyeCare Partners is
vertically integrated, providing optometry, ophthalmology and
retail product.
EYECARE PARTNERS: $925MM Bank Debt Trades at 60% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Eyecare Partners
LLC is a borrower were trading in the secondary market around 40.2
cents-on-the-dollar during the week ended Friday, Oct. 18, 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 product.
FANATICS COMMERCE: Moody's Cuts CFR to 'B1', Outlook Negative
-------------------------------------------------------------
Moody's Ratings downgraded Fanatics Commerce Intermediate Holdco,
LLC's ratings, including its corporate family rating to B1 from
Ba3, probability of default rating to B1-PD from Ba3-PD and senior
secured term loan B rating to B2 from B1. The outlook remains
negative.
The downgrade reflects the company's very weak credit metrics and
the risk that the difficult consumer environment will challenge
Fanatics Commerce's ability to achieve the appropriate level of
returns on investments and achieve a sustainable recovery in
earnings, margins, free cash flow and credit metrics, particularly
interest coverage. While reported second quarter June 2024 earnings
and cash flow usage improved year-over-year, EBITDA and free cash
flow remained negative. Including high revolver borrowings to
support seasonal working capital needs, for the LTM period ended
June 30, 2024 Moody's-adjusted debt/EBITDA remains very high at
over 25x and EBITA to interest is negative, both at levels that are
far outside the band of tolerance for the current rating.
Going forward, Moody's expect revenue growth to continue as new
licensing rights come online which when coupled with cost cutting
efforts and improved inventory levels, Moody's expect will drive a
return to EBITDA growth and modest positive free cash flow,
including full temporary repayment of outstanding seasonal revolver
borrowing by year end. Because the company reduced its senior
secured term loan B late last year as per its commitment to meet
the upper end of its 3-4x company-calculated leverage target range,
Moody's expect year-end Moody's-adjusted debt/EBITDA to
dramatically reduce to the mid single digit range . However,
EBITA/interest coverage will remain weak.
The negative outlook reflects Fanatics Commerce's continued weaker
than expected operating performance which has resulted in a higher
reliance on its revolving credit facility and the challenges it
faces to demonstrate that it can achieve the appropriate level of
returns on investment and sustainably improve earnings, margins,
free cash flow and credit metrics.
RATINGS RATIONALE
Fanatics Commerce's B1 CFR reflects its leading position as an
online retailer of licensed sports merchandise and its long-term
partnership agreements with major sports leagues and relationships
with key suppliers. The company also benefits from a significant
pipeline of potential new and exclusive licensing relationships
which should support longer term growth. Fanatics Commerce's credit
profile is constrained by its narrow product focus on sports
related apparel, reliance on its relationships with major sports
leagues, teams and suppliers and current weak operating
performance. The rating also reflects governance considerations,
particularly Moody's expectation that the company will maintain
balanced financial strategies that will focus on improving earnings
and credit metrics. It also reflects that Moody's expect operating
performance to materially recover such that leverage dramatically
and sustainably improves to mid-single digit levels. Fanatics
Holdings, Inc., its parent company, has a demonstrated willingness
and ability to invest in its various subsidiaries to support growth
and debt reduction.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the weak performance and the difficult operating environment,
a higher rating over the near-to-intermediate term is unlikely.
Longer term, ratings could be upgraded over time through sustained
revenue, earnings and profit margin growth, while maintaining
conservative financial policies and good liquidity. Quantitatively,
an upgrade would require Moody's adjusted debt/EBITDA sustained
below 4.0x and EBITA/interest expense above 2.25x.
Ratings could be downgraded if the company is unable to achieve the
appropriate level of returns on its recent investments by failing
to improve earnings and margins to historic levels. Ratings could
also be downgraded should liquidity weaken or the company not
return to positive free cash flow with a reduced level of reliance
on its revolving credit facility. Specific metrics include average
lease-adjusted debt/EBITDA sustained above 5x or EBITA/interest
expense remaining below 1.75x.
Fanatics Commerce Intermediate Holdco, LLC is a retailer
specializing in the online sale of licensed sports merchandise
through a platform of sports related ecommerce sites including its
flagship Fanatics brand and a variety of partner sites such as
NFLshop.com, NBAstore.com, MLBshop.com, NHLshop.com and
MLSstore.com. The company also operates through venue storefronts
primarily located in sports stadiums as well as wholesale to
third-party retailers. Parent company, Fanatics Holdings, Inc., is
privately owned by a consortium of investors including founder and
CEO, Michael Rubin, who owns the majority of voting stock. Revenue
for the twelve-month period ended June 2024 exceeded $4.7 billion.
The principal methodology used in these ratings was Retail and
Apparel published in November 2023.
FISKER INC: Lead Counsel Davis Polk Steers EV Maker Out of Ch.11
----------------------------------------------------------------
Davis Polk & Wardwell LLP served as lead counsel to Fisker Inc. and
certain of its affiliates in connection with their chapter 11
proceedings in the United States Bankruptcy Court for the District
of Delaware.
On October 11, 2024, following a contested confirmation hearing
before Judge Thomas M. Horan, the Bankruptcy Court ruled that it
would confirm the debtors' chapter 11 plan (including approving,
over the objection of the United States Trustee, third-party
releases for creditors that did not opt out). Confirmation of the
plan, which was supported by the overwhelming majority of
creditors, was achieved less than two months after the debtors
reached a settlement agreement with:
-- CVI Investments, Inc., Fisker's sole senior secured
lender;
-- the official committee of unsecured creditors; and
-- Magna International, Inc.
that resolved CVI's motion to convert the debtors' chapter 11 cases
to cases under chapter 7 of the Bankruptcy Code.
On October 16, 2024, the Bankruptcy Court entered an order
approving the company's combined disclosure statement and plan of
liquidation. The plan subsequently went effective on October 17,
2024.
The debtors' chapter 11 plan is largely funded with up to $46.5
million of proceeds from a fleet sale, during the chapter 11 cases,
of Fisker's remaining vehicle fleet of approximately 3,300 vehicles
to American Lease LLC, the largest lessor of rideshare vehicles in
the New York metropolitan area. Through extensive negotiations, the
debtors and their advisers were successfully able to reach
consensus among various case constituencies with competing
interests; they formulated a plan that avoided conversion to
chapter 7, maximizes recoveries and provides a framework for an
orderly liquidation of Fisker's business and assets. The plan
provides for the establishment of two trusts, with one trust
receiving the debtors' intellectual property rights and claims
against foreign subsidiaries, the proceeds of which are weighted in
favor of CVI, and the other trust receiving estate claims and
certain other non-intellectual property assets, the proceeds of
which are weighted in favor of general unsecured creditors.
In addition, as a result of extensive negotiations and discussions
between the debtors and the National Highway Traffic Safety
Administration, the plan contemplates that the debtors'
recall-related remediation efforts will continue following the
effective date of the plan. Critically, a settlement agreement
reached with American Lease on the eve of confirmation, with the
support of the Fisker Owners Association, contemplates (i) the
grant of a non-exclusive license of certain of the debtors'
intellectual property to American Lease and (ii) American Lease
funding and operating the Fisker cloud for a five-year period
commencing on January 1, 2025, ensuring that existing Fisker owners
will be able to remain connected to and receive updates from the
Fisker cloud for that five-year period.
Fisker was an American automotive company that designed, developed,
marketed and sold electric vehicles. Formerly headquartered in
California, Fisker operated in several countries (including the
United States, Austria, Germany, China and India) and conducted
sales operations in North America and throughout Europe.
The Davis Polk restructuring team included partners Brian M.
Resnick and Darren S. Klein and associates Richard J. Steinberg,
Amber Leary and Kevin L. Winiarski. The litigation team included
partner James I. McClammy and associates Nicholas D'Angelo and
James C. Butler. Partners Frank Azzopardi and Pritesh P. Shah and
counsel Mikaela Dealissia provided intellectual property advice.
Partner Robert F. Smith provided finance advice. Partners Michael
Kaplan and Michael Davis provided corporate advice. Partner Corey
M. Goodman and counsel Tracy L. Matlock provided tax advice. All
members of the Davis Polk team are based in the New York office.
About Fisker Inc.
California-based Fisker Inc. is revolutionizing the automotive
industry by designing and developing individual mobility in
alignment with nature. Passionately driven by a vision of a clean
future for all, the company is on a mission to create the world's
most sustainable and emotional electric vehicles.
Fisker Inc. sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del.) on June 17, 2024. In its petition, the Debtor
reports between $500 million and $1 billion of assets, and between
$100 million and $500 million of liabilities.
Fisker is represented by Davis Polk & Wardwell LLP and Morris,
Nichols, Arsht & Tunnell LLP as legal advisors and Huron Consulting
Group as restructuring advisor.
FORTRESS INVESTMENT: Fitch Affirms BB LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Foundation Holdco LP, the parent company and successor to
Fortress Investment Group LLC, and its rated subsidiaries
(collectively Fortress) at 'BB'. Fitch has also affirmed FinCo I
LLC's senior secured debt rating at 'BB' and Fortress' Short-Term
IDR at 'B'. The Rating Outlook is Stable.
These rating actions have been taken as part of a periodic peer
review of the alternative investment manager (IM) industry, which
is comprised of 11 publicly rated global firms. For more
information on the broader sector review, please see "Fitch
Completes 2024 Alternative Investment Manager Peer Review".
Key Rating Drivers
Established Alternative IM: The rating affirmation reflects
Fortress' established position as a global alternative IM,
experienced management team, stable cash flow generation, and
moderate management fee exposure to net asset value (NAV).
Increasingly Competitive Environment: Rating constraints include
elevated leverage, modest interest coverage, a fully secured
funding profile, limited revenue diversity relative to more highly
rated peers, and increased assets under management (AUM)
concentration in credit funds. Rating constraints for the industry
include key person risk which is institutionalized throughout many
limited partnership agreements, reputational risk which can affect
the firm's ability to raise funds, and regulatory risk which could
alter the alternative IM industry.
While the macroeconomic backdrop for alternative IMs has improved,
given a stronger transaction environment, increased stability in
financing markets and moderating inflation, the sector faces an
increasingly competitive landscape, elevated geopolitical risks,
slowing economic growth and potential uncertainty surrounding U.S.
elections, all of which may continue to pressure investment
performance.
Limited AUM Diversity: At June 30, 2024, Fortress had $48.0 billion
in AUM with credit private equity (PE) funds representing the
largest segment at 78% of total AUM, and 62% of management fees for
the trailing 12 months (TTM) ended 2Q24. Credit hedge funds
accounted for 20% of Fortress' AUM and 33% of management fees over
the same period. Fortress' increased focus on credit funds has
resulted in lower AUM diversity relative to alternative IM peers,
but is expected to benefit from favorable growth trends in the
asset class. Fortress' permanent capital vehicles (PCVs)
represented 2% of AUM and 3% of management fees at 2Q24, which is
well below the peer group average.
AUM Expected to Increase: Capital raising has slowed considerably
from peak levels in 2020, but has begun to improve with $6.9
billion of capital raised during the TTM period ended 2Q24, up 67%
from the prior year period. As a result, AUM increased 7.4% during
the TTM ended 2Q24. Fitch expects fundraising to increase further
through YE25 as the firm will be in the market raising its
successor flagship credit PE funds and has launched two products
for the retail wealth channel.
Fortress had approximately $16.6 billion of dry powder at 2Q24.
Fitch expects the pace of deployment to accelerate over the next 12
months given an expected increase in M&A activity that will drive
robust lending opportunities.
Lower-than-Peer Margins: Fitch can only approximate Fortress'
fee-related EBITDA (FEBITDA) since, unlike its peers, it does not
explicitly assign separate compensation loads to fees and incentive
income. Fitch has assumed that a portion of discretionary bonuses
are related to fees and the remainder to incentive income. Based on
Fitch's estimate, Fortress' adjusted FEBITDA margin for the TTM
ended 2Q24 was 30.5%, which is at the low end of Fitch's 'a'
category benchmark range of 30%-50% for alternative IMs.
The lower FEBITDA margin reflects the loss of five of its six
permanent capital vehicles (PCVs) in recent years. Fitch expects
improvement in Fortress' margins over time as capital is deployed
and the firm executes on its strategies to grow its insurance and
retail businesses.
Elevated Leverage: Fitch estimates leverage, debt/FEBITDA (based on
Fitch's estimate), to be 6.6x on a 2Q24 TTM basis, which is within
Fitch's 'b' category benchmark range of 6.0x-8.0x for alternative
IMs. Fortress continues to hold a significant amount of cash on its
balance sheet, with net leverage of 0.5x at 2Q24. In addition,
while Fitch gives no credit for the generation of incentive income
or investment income in its calculation of FEBITDA, the agency
recognizes it has been material for Fortress and provides an
additional cushion for debt-service capacity.
Adequate Liquidity: Fortress had $782.9 million of cash and $88.1
million of availability under its revolving loan facility at 2Q24
and no near-term debt maturities. Under its prior ownership,
Fortress had not paid any distributions to its parent, SoftBank
Group Corp., since 2018.
Under its new ownership structure whereby Mubadala Investment
Company (Mubadala) now owns approximately 68% of the equity and the
remaining 32% is held by Fortress management and employees, the
company is targeting an annual payout ratio of approximately 80% of
pre-tax distributable earnings to its equity owners subject to the
maintenance of at least $100 million of balance sheet cash. While
Fitch views the new distribution policy as incrementally negative,
the agency will weigh any future distributions against Fortress'
leverage and liquidity.
Modest Coverage: Interest coverage (FEBITDA divided by interest
expense) was 1.7x on a 2Q24 TTM basis, below the four-year average
of 3.5x, reflecting the impact of the higher interest rate
environment as well as the $150 million upsize in the term loan in
2023. In October 2024, Fortress repriced its floating rate term
loan facility, reducing the spread by 75 bps which will reduce
annual interest expense by approximately $6 million. As a result of
the repricing and forecast rate cuts, Fitch expects Fortress'
interest coverage ratio to improve to within the 'bb' category
benchmark range of 2.0x-4.0x.
Stable Outlook: The Stable Outlook reflects Fitch's expectations
that Fortress' gross leverage will decline to below 6.0x over the
Outlook horizon, interest coverage and the FEBITDA margin will
improve and that the firm will maintain sufficient liquidity to
meet debt service requirements. The Outlook also reflects Fitch's
belief that Fortress will grow/retain FAUM through the raising of
new and expansion of existing fund strategies and continued capital
deployment.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Sustained maintenance of adjusted leverage above 6.0x;
- A material decline in the FEBITDA margin, approaching 10%;
- Sustained maintenance of interest coverage below 2.0x;
- A weaker liquidity profile, which could include a significant
reduction in balance sheet cash or Fortress' contingent liquidity
facility. In addition, inadequate limitations on Mubadala's ability
to extract liquidity from Fortress to the detriment of its debt
holders could also pressure Fortress' ratings.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Sustained maintenance of adjusted leverage near 4.0x;
- An improvement in the FEBITDA margin, approaching 35%;
- Sustained maintenance of interest coverage near 4.0x;
- Consistent FAUM growth;
- Enhanced FAUM and revenue diversity;
- Improved funding flexibility as demonstrated through access to
unsecured debt and/or more diversified funding sources;
- Maintenance of solid liquidity levels.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
The secured debt rating is equalized with the Long-Term IDR,
reflecting Fitch's expectation of average recovery prospects for
the debt class in a stress scenario.
A Long-Term IDR of 'BB' corresponds to a 'B' Short-Term IDR
according to Fitch's "Non-Bank Financial Institutions Rating
Criteria" dated Jan. 17, 2024.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
The secured debt rating is expected to move in tandem with the
Long-Term IDR.
The Short-Term IDR is primarily sensitive to the Long-Term IDR and
would be expected to move in tandem. At higher rating levels for
the Long-Term IDR, the Short-Term IDR would also become sensitive
to Fitch's assessment of Fortress' funding, liquidity and
coverage.
SUBSIDIARY AND AFFILIATE RATINGS: KEY RATING DRIVERS
Rated subsidiaries of Foundation Holdco LP include FinCo I LLC,
which indirectly owns Fortress Investment Group LLC and is the
issuer of the secured term loan. Rated subsidiaries also include
FIG Parent, LLC and FinCo I Intermediate HoldCo LLC which, along
with Foundation Holdco LP, serve as joint and several guarantors of
the secured term loan and are shell holding companies above
Fortress Investment Group LLC. The IDRs of each entity are
equalized with those of Foundation Holdco LP.
SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES
The IDRs of FIG Parent, LLC, FinCo I LLC, FinCo I Intermediate
HoldCo LLC and Fortress Investment Group LLC are equalized with the
IDRs of Foundation Holdco LP and are therefore expected to move in
tandem.
ADJUSTMENTS
The Standalone Credit Profile (SCP) has been assigned below the
implied SCP due to the following adjustment reasons: Weakest link
— capitalization and leverage (negative).
The Earnings and Profitability score has been assigned below the
implied score due to the following adjustment reason: Historical
and future metrics (negative) and revenue diversification
(negative).
The Capitalization and Leverage score has been assigned above the
implied score due to the following adjustment reason: Gross versus
net leverage (positive).
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
FinCo I LLC LT IDR BB Affirmed BB
ST IDR B Affirmed B
senior secured LT BB Affirmed BB
Foundation
Holdco LP LT IDR BB Affirmed BB
ST IDR B Affirmed B
Fortress Investment
Group LLC LT IDR BB Affirmed BB
ST IDR B Affirmed B
FIG Parent, LLC LT IDR BB Affirmed BB
ST IDR B Affirmed B
FinCo I Intermediate
HoldCo LLC LT IDR BB Affirmed BB
ST IDR B Affirmed B
FOURNES LLC: Mark Sharf Named Subchapter V Trustee
--------------------------------------------------
The U.S. Trustee for Region 17 appointed Mark Sharf, Esq., a
practicing attorney in Los Angeles, as Subchapter V trustee for
Fournes, LLC.
Mr. Sharf will charge $660 per hour for his services as Subchapter
V trustee and will seek reimbursement for work-related expenses
incurred.
Mr. Sharf declared that he is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Mark Sharf, Esq.
6080 Center Drive, 6th Floor
Los Angeles, CA 90045
Telephone: (323) 612-0202
Email: mark@sharflaw.com
About Fournes LLC
Fournes, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Calif. Case No. 24-51491) on October
1, 2024, with $100,001 to $500,000 in assets and liabilities.
David A. Boone, Esq., at the Law Offices Of David A. Boone
represents the Debtor as bankruptcy counsel.
FUEL FITNESS: Case Summary & 19 Unsecured Creditors
---------------------------------------------------
Debtor: Fuel Fitness, LLC
5612 Wade Park Blvd.
Raleigh, NC 27607
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 24-03698
Debtor's Counsel: Philip M. Sasser, Esq.
SASSER LAW FIRM
2000 Regency Parkway
Suite 230
Cary, NC 27518
Tel: 919-319-7400
Fax: 919-657-7400
Email: travis@sasserbankruptcy.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher Shawn Stewart as
member-manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 19 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/GSFSWUI/Fuel_Fitness_LLC__ncebke-24-03698__0001.0.pdf?mcid=tGE4TAMA
FUEL HOMESTEAD: Case Summary & 10 Unsecured Creditors
-----------------------------------------------------
Debtor: Fuel Homestead, LLC
d/b/a Fuel Fitness
5612 Wade Park Blvd.
Raleigh, NC 27607
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 24-03699
Debtor's Counsel: Philip M. Sasser, Esq.
SASSER LAW FIRM
2000 Regency Parkway
Suite 230
Cary, NC 27518
Tel: 919-319-7400
Fax: 919-657-7400
Email: travis@sasserbankruptcy.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher Shawn Stewart as
member-manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/HFOMATY/Fuel_Homestead_LLC__ncebke-24-03699__0001.0.pdf?mcid=tGE4TAMA
FUEL REYNOLDA: Case Summary & 15 Unsecured Creditors
----------------------------------------------------
Debtor: Fuel Reynolda, LLC
d/b/a Fuel Fitness
2825 Reynolda Road
Winston Salem, NC 27106
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
Eastern District of North Carolina
Case No.: 24-03700
Debtor's Counsel: Philip M. Sasser, Esq.
SASSER LAW FIRM
2000 Regency Parkway
Suite 230
Cary, NC 27518
Tel: 919-319-7400
Fax: 919-657-7400
E-mail: travis@sasserbankruptcy.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher Shawn Stewart as
member-manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/HJHYXLA/Fuel_Reynolda_LLC__ncebke-24-03700__0001.0.pdf?mcid=tGE4TAMA
FULL HOUSE: Case Summary & One Unsecured Creditor
-------------------------------------------------
Debtor: Full House Development, Inc.
Cond. Golden Triangle
600 Fernandez Juncos, GC-14
San Juan, PR 00907
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 24-04515
Judge: Hon. Edward A Godoy
Debtor's Counsel: Alexis Fuentes-Hernandez, Esq.
FUENTES LAW OFFICES, LLC
P.O. Box 9022726
San Juan, PR 00902-2726
Tel: (787) 722-5215
Email: fuenteslaw@icloud.com
Total Assets: $700,000
Total Liabilities: $45,229,691
The petition was signed by David Santiago Martinez as president.
The Debtor listed WM Capital Partnes 53, LLC located at 885 Third
Avenue, Suite 2403, New York, NY 10022 as its sole unsecured
creditor holding a claim of $44,529,691.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/23BQSKY/FULL_HOUSE_DEVELOPMENT_INC__prbke-24-04515__0001.0.pdf?mcid=tGE4TAMA
FYE SPORTS: Updates Unsecured Priority Claims Pay Details
---------------------------------------------------------
Fye Sports Cards, LLC, submitted an Amended Subchapter V Plan of
Reorganization dated September 11, 2024.
The Debtor is a Texas limited liability company formed on January
19, 2021. The Debtor is a sports cards and rare sports collectible
retailer with a brick and mortar store front located in
Colleyville, Texas that it leases from SVAP III TC.
Only holders of Claims which are in impaired Classes may vote on
the Plan. Classes of 1 through 3 are impaired and entitled to vote
under the Plan.
Class 2 shall consist of the Allowed Unsecured Priority Claims held
by the Comptroller of Public Accounts. On or before 30 days from
the Effective Date, the Comptroller of Public Accounts shall be
paid in full in Cash from the Sale to the extent funds are
available. In accordance with Section 1129(a)(9)(C) of the
Bankruptcy Code, if the Claim of the Comptroller of Public Accounts
is not paid in full on the Effective Date, the Comptroller is
entitled to be paid interest at the rate to be determined under
applicable nonbankruptcy law in accordance with Section 511(a) of
the Bankruptcy Code.
Notwithstanding anything to the contrary in the Plan, the Plan
shall not release or discharge any entity, other than the Debtor or
the Reorganized Debtor, from any liability owed to the Texas
Comptroller of Public Accounts for a tax debt, including interest
and penalties on such tax. This provision is not admission by any
party that such liability exists.
A failure by the reorganized Debtor to make a payment to the Texas
Comptroller pursuant to the terms of the Plan shall be an Event of
Default. If the reorganized Debtor fails to cure an Event of
Default as to tax payments within ten calendar days after service
of written notice of default from the Texas Comptroller, the Texas
Comptroller may (a) enforce the entire amount of its claim, (b)
exercise all rights and remedies under applicable nonbankruptcy
law, and (c) seek such relief as may be appropriate in this court.
The Debtor shall be allowed to cure up to two defaults. Upon a
third default, the Texas Comptroller, at its option, may declare
the default non-cureable and proceed to collect the remainder of
the debt.
Like in the prior iteration of the Plan, Holders of Allowed General
Unsecured Claims shall receive Pro Rata Cash payments of the then
remaining proceeds from the Sale, after closing costs, and payments
to Classes 1 and 2.
The payments contemplated in this Plan shall be funded from the
Sale. The Debtor has been engaged in marketing a sale of its assets
and has executed a purchase agreement for the sale of substantially
all of the Debtor's assets and assumption of the Debtor's assumed
executory contract. The Debtor anticipates closing on the Sale by
the Effective Date.
Post-confirmation management of the Debtor shall remain with David
Michael Fye who shall be responsible for the winddown and
termination of the Reorganized Debtor with the Texas Secretary of
State upon consummation of the Sale. To the extent that the Plan is
confirmed under 1191(a) of the Bankruptcy Code, David Michael Fye
shall collect all outstanding payments on behalf of the Debtor to
make distributions as provided under this Plan. If the Plan is
confirmed under 1191(b) of the Bankruptcy Code, David Michael Fye,
shall collect all payments under the Plan and make distributions
under the Plan.
A full-text copy of the Amended Subchapter V Plan dated September
11, 2024 is available at https://urlcurt.com/u?l=FTeM6E from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Brendon Singh, Esq.
Tran Singh LLP
2502 La Branch Street
Houston, TX 77004
Telephone: (832) 975-7300
Facsimile: (832) 975-7301
Email: bsingh@ts-llp.com
About FYE Sports Cards LLC
FYE Sports Cards LLC is a sports card store in Colleyville, Texas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 24-31613) on April 10,
2024. In the petition signed by David Michael Fye, managing member,
the Debtor disclosed $58,561 in total assets and $1,783,388 in
total liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Susan Tran Adams, Esq., at TRAN SINGH, LLP, is the Debtor's legal
counsel.
GENESIS CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Genesis Construction Group Inc.
84 Ne Loop 410
San Antonio, TX 78216-5802
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-52089
Judge: Hon. Craig A Gargotta
Debtor's Counsel: Morris E. "Trey" White, III, Esq.
VILLA & WHITE LLP
100 NE Loop 410 Suite 615
San Antonio TX 78216
Tel: (210) 225-4500
Email: treywhite@villawhite.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by David Tidwell as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/YF4435I/Genesis_Construction_Group_Inc__txwbke-24-52089__0001.0.pdf?mcid=tGE4TAMA
GEOSTABILIZATION INTERNATIONAL: S&P Withdraws 'B' ICR
-----------------------------------------------------
S&P Global Ratings withdrawn all its ratings on GeoStabilization
International LLC including its 'B' issuer credit rating and 'B'
issue-level and '3' recovery ratings on its revolver and first-lien
term loan. This follows the company's repayment of its rated credit
facilities. The rating outlook was stable at the time of the
withdrawal.
GeoStablization has been acquired by private equity firm Leonard
Green & Partners from private equity firm KKR.
GIP III STETSON: S&P Withdraws 'B' Issuer Credit Rating
-------------------------------------------------------
S&P Global Ratings withdrew all of its ratings on GIP III Stetson I
L.P. and GIP III Stetson II L.P. (collectively Stetson), including
the 'B' issuer credit rating and 'B' issue-level rating, following
the company's full repayment of its rated debt. At the time of the
withdrawal, the outlook on Stetson was stable.
GLOBAL WOUND: Case Summary & One Unsecured Creditor
---------------------------------------------------
Debtor: Global Wound Care Medical Group,
a Professional Corporation
5901 West Century Boulevard
Suite 750
Los Angeles, CA 90045
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 24-34908
Judge: Hon. Eduardo V Rodriguez
Debtor's Counsel: Casey W. Doherty, Jr., Esq.
DENTONS US LLP
1300 Post Oak Boulevard, Suite 650
Houston, TX 77056
Tel: (713) 658-4600
Email: casey.doherty@dentons.com
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Owen B. Ellington, M.D., as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6FMK4JA/Global_Wound_Care_Medical_Group__txsbke-24-34908__0001.0.pdf?mcid=tGE4TAMA
Debtor's Sole Unsecured Creditor:
Entity: Wound Pros Management Group
5901 W. Century Blvd, Suite 750
Los Angeles, CA 90045
Greer & Associates
Attn: C. Keith Greer, Esq.
16855 W. Bernardo Dr., #255
San Diego, CA 92127
Tel: (858) 613-6677
Nature of Claim: Management Services Agreement
Claim Amount: $155,638,882
GOEASY LTD: S&P Assigns 'BB-' Rating on New Senior Unsecured Notes
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue rating to Goeasy Ltd.
(GSY)'s proposed US$350 million and C$150 million senior unsecured
notes due 2030.
The company intends to use the net proceeds to fund the tender
offer for any and all of the C$440 million senior unsecured notes
due 2026, repay some of the C$45 million outstanding on its credit
facility as of Oct. 18, 2024, and for general corporate purposes.
The completion of the offering of the notes is not contingent upon
the consummation of the tender offer. Pro forma, and assuming all
proceeds are used to address existing debt, S&P expects the
transaction to be leverage neutral. As of June. 30, 2024, the
company's leverage was 3.2x (3.7x assuming no debt repayment) debt
to adjusted total equity (ATE).
For second-quarter 2024, GSY's ratio of unencumbered assets to
unsecured debt was modestly below 1.0x. Pro forma this transaction,
we expect it to remain at 1.0x-1.1x. If the company's unsecured
debt becomes greater than its unencumbered assets, S&P would lower
the issue rating by one notch to 'B+'.
The government of Canada announced in March 2023 that the maximum
allowable interest rate for consumer loans would change to an
annual percentage rate (APR) of 35%. This regulation is expected to
take effect in January 2025. While GSY continues to originate loans
with APRs over 35% in 2024, S&P thinks the company will be able to
adjust its originations in response to the regulation without
materially harming its earnings or credit performance. About 65.9%
of its total portfolio has an APR less than 35%.
Annualized net charge-offs to average gross receivables was 9.1%
for first-half 2024, about in line with 9.0% a year ago. GSY
expects net charge-offs to remain at 8%-10% in 2024 and decline
marginally to 7.75%-9.75% in 2025 as the company continues to
transition its lending book to near-prime consumers and increase
its secured receivables.
The stable outlook on the 'BB-' long-term issuer credit rating
reflects our expectation that over the next 12 months, GSY's
leverage will remain 3.0x-4.0x. S&P expects the company will
maintain its existing funding mix and report steady operating
performance with net charge-offs well below 12% (base-case
expectation is 8%-10%).
GOLDBERG KERSHEN: Unsecureds to Get 100 Cents on Dollar in Plan
---------------------------------------------------------------
Goldberg, Kershen & Altmann LLC submitted a Plan of Reorganization
for Small Business dated September 9, 2024.
The Debtor is a limited liability company that owns investment
properties throughout Clark County, Nevada.
A primary strategy of the debtor is to acquire properties through
adverse possession and other litigation, and then developing those
properties to enhanced value for the Company.
This Plan of Reorganization proposes to pay creditors of the Debtor
from the sale(s) of property owned by the Debtor and/or any rental
income therefrom.
The final Plan payment is expected to be paid no later than
December 1, 2027.
Non-priority unsecured creditors holding allowed claims will
receive distributions, which the proponent of this Plan has valued
at 100 cents on the dollar. This Plan also provides for the payment
of administrative and priority claims.
Class 6 consists of Nonpriority unsecured creditors. This Class
shall receive payment in full though monthly payments of at least
$100 a month until paid in full. This Class is impaired.
The Debtor has substantial asset value to easily implement the
Plan. These means include the sale of property as need and/or rent
from the properties.
A full-text copy of the Plan of Reorganization dated September 11,
2024 is available at https://urlcurt.com/u?l=JCiVxf from
PacerMonitor.com at no charge.
About Goldberg, Kershen & Altmann LLC
Goldberg, Kershen & Altmann LLC is a real estate developer in Las
Vegas, Nevada.
Goldberg, Kershen & Altmann LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No.
24-12964) on June 13, 2024. In the petition signed by Andrew B.
Belichesky, as member-manager, the Debtor reports estimated assets
and liabilities between $1 million and $10 million each.
Honorable Bankruptcy Judge Mike K. Nakagawa handles the case.
The Debtor is represented by:
David A. Riggi, Esq.
RIGGI LAW FIRM
7900 W Sahara Ave Suite 100
Las Vegas NV 89117
E-mail: riggilaw@gmail.com
GOLDEN TRIANGLE: Case Summary & Six Unsecured Creditors
-------------------------------------------------------
Debtor: Golden Triangle Realty, S.E.
Cond. Golden Triangle
600 Fernandez Juncos Ave., GC-14
San Juan, PR 00907
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
District of Puerto Rico
Case No.: 24-04514
Judge: Hon. Maria De Los Angeles Gonzalez
Debtor's Counsel: Alexis Fuentes-Hernandez, Esq.
FUENTES LAW OFFICES, LLC
P.O. Box 9022726
San Juan PR 00902-2726
Tel: (787) 722-5215
Email: fuenteslaw@icloud.com
Total Assets: $19,811,659
Total Liabilities: $47,255,382
The petition was signed by David Santiago as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/L4SUK5Y/GOLDEN_TRIANGLE_REALTY_SE__prbke-24-04514__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Six Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. WM Capital Partners 53, LLC Mortgage $27,202,549
885 Third Avenue Suite 2403
New York, NY 10022
2. Autoridad de Acueductos Utilities $200,934
(AAA)
P.O. Box 7066
San Juan, PR 00916
3. Luma Energy Utilities $38,521
1250 Ponce De Leon Ave.
San Juan, PR 00907
4. Centro Unido Del Health $798
Detallista Insurance
501 Ave. Luis Munoz Rivera
San Juan, PR 00918
5. Elevator Solution Elevator $600
1405 Cond. Bahia A Maintenance
Local 5
San Juan, PR 00907
6. Universal Equipment Water Pumps $320
1405 Ave. Fernandez Juncos
San Juan, PR 00909
GREENIDGE GENERATION: Announces Preliminiary Results for Q3 2024
----------------------------------------------------------------
Greenidge Generation Holdings Inc. announced preliminary financial
and operating results for the third quarter of 2024, including
notable updates on the Company's ongoing SG&A expense reduction
efforts as well as its continued upgrades to its fleet of bitcoin
miners.
Preliminary Third Quarter 2024 Financial Resultsi:
* Revenue of $12.4 million
* Net loss from continuing operations of $6.6 million
* Adjusted EBITDA loss of $0.4 million
* Cryptocurrency mining revenue of $3.3 million
* Datacenter hosting revenue of $6.5 million
* Power and capacity revenue of $2.6 million
* Total bitcoin production of 167 BTC
Third Quarter 2024 Highlights:
During the third quarter of 2024, Greenidge's cryptocurrency mining
and datacenter hosting operations produced approximately 167
bitcoin, of which 54 bitcoin were produced by proprietary
cryptocurrency mining and 113 bitcoin were produced for datacenter
hosting clients. The bitcoin production update by month is as
follows:
* September 2024: Greenidge produced approximately 54 bitcoin in
September, of which 17 bitcoin were produced by
Greenidge-owned
miners and 36 were produced through our datacenter hosting.
Greenidge's hash rate in September was approximately 2.5 EH/s,
with 0.8 EH/s from Greenidge-owned miners and 1.7 EH/s from
our
datacenter hosting.
* August 2024: As previously announced, Greenidge produced
approximately 55 bitcoin in August, of which 17 bitcoin were
produced by Greenidge-owned miners and 38 were produced
through
the Company's datacenter hosting. Greenidge's hash rate in
August was approximately 2.50 EH/s, with 0.8 EH/s from
Greenidge-owned miners and 1.7 EH/s from its datacenter
hosting.
* July 2024: As previously announced, Greenidge produced
approximately 58 bitcoin in July, of which 19 bitcoin were
produced by Greenidge-owned miners and 39 bitcoin were
produced
through the Company's datacenter hosting. Greenidge's hash
rate in July was approximately 2.37 EH/s, with 0.77 EH/s from
Greenidge-owned miners and 1.60 EH/s from its datacenter
hosting.
As of Sept. 30, 2024, Greenidge operates a fleet of approximately
29,000 total bitcoin miners for both cryptocurrency mining and
datacenter hosting with approximately 3.1 EH/s of total hashrate
capacity. Greenidge's operational miner fleet consists of
approximately 18,000 miners or 1.8 EH/s of hashrate for datacenter
hosting clients and approximately 11,000 miners or 1.3 EH/s of
hashrate for its own proprietary cryptocurrency mining.
Greenidge ended the quarter with approximately $11.3 million of
cash and digital assets, including 60 bitcoin and approximately
$69.5 million of debt.
SG&A Update:
The Company's efforts to reduce SG&A expenses continue to yield
results, as total SG&A expenses for the first three quarters of
2024 are $13.6 million versus $22.7 million in the first three
quarters of 2023, a savings of $9.1 million, which exceeds the
Company's stated $7 million goal at the beginning of the year.
Fleet Upgrade Update:
Over the second half of 2024 and throughout 2025, Greenidge
anticipates continuing to gradually upgrade its miner fleet with
newer generation miners, in addition to securing additional sites
for future development and potentially monetizing certain assets.
Through miner purchases made in 2024 to date, which include over
1,000 miners expected to be received and deployed by the end of
2024, Greenidge's expected miner fleet efficiency will improve to
approximately 26.5 J/TH from the previously reported efficiency of
28.7 J/TH as of June 30, 2024.
The preliminary financial information presented in this press
release is based on Greenidge's current expectations and may be
adjusted as a result of, among other things, completion of
customary quarterly financial review and audit procedures.
Litigation Update:
The Company currently expects that a hearing will be held in late
October in the New York State Supreme Court, Yates County, on its
previously disclosed request for a temporary restraining order and
preliminary injunction allowing its Dresden, NY facility to
continue operations during the pendency of the Company's Article 78
challenge of the New York Department of Environmental
Conservation's denial of its Title V Air Permit renewal
application.
Preliminary Financial and Operating Results
The preliminary financial and operating results set forth above for
the three months ended Sept. 30, 2024, reflect preliminary
estimates with respect to such results based solely on currently
available information, which is subject to change. Readers are
cautioned not to place undue reliance on such preliminary results
which are unaudited and constitute forward-looking statements.
Greenidge has not completed its standard closing process, including
the completion of all of its controls procedures, which could
identify adjustments causing the actual results to be different
from the expectations presented in this release. These estimates
should not be viewed as a substitute for Greenidge's full quarterly
financial statements for the three months ended Sept. 30, 2024,
which will be prepared in accordance with U.S. GAAP.
About Greenidge Generation
Greenidge Generation Holdings Inc. (NASDAQ: GREE) owns
cryptocurrency datacenter operations in the Town of Torrey, New
York and owned and operated a facility in Spartanburg, South
Carolina. The New York Facility is a vertically integrated
cryptocurrency datacenter and power generation facility with an
approximately 106 megawatt ("MW") nameplate capacity, natural gas
power generation facility. The Company generates revenue from three
primary sources: (1) datacenter hosting, which it commenced on Jan.
30, 2023, (2) cryptocurrency mining, and (3) power and capacity.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 9, 2024, citing that the Company has suffered recurring
losses from operations and generated negative cash flows from
operations that raises substantial doubt about its ability to
continue as a going concern.
GREENIDGE GENERATION: Receives Noncompliance Notice From Nasdaq
---------------------------------------------------------------
Greenidge Generation Holdings Inc. disclosed in a Form 8-K filed
with the Securities and Exchange Commission that on Oct. 14, 2024,
the Company received written notice from the Listing Qualifications
Department of The Nasdaq Stock Market notifying the Company that,
based on the staff's review of the market value of publicly held
shares (the "MVPHS") of the Company's Class A common stock, par
value $0.0001 per share, for 30 consecutive business days, the
Company no longer complies with the Minimum MVPHS Requirement for
continued listing on the Nasdaq Global Select Market. Nasdaq
Listing Rule 5450(b)(3)(C) requires listed securities to maintain a
minimum MVPHS of at least $15,000,000, and Nasdaq Listing Rule
5810(c)(3)(D) provides that a failure to meet the Minimum MVPHS
Requirement exists if the deficiency continues for a period of 30
consecutive business days.
The Notice has no immediate effect on the listing of the Company's
Common Stock on the Nasdaq Global Select Market. Pursuant to the
Nasdaq Listing Rules, the Company has been provided an initial
compliance period of 180 calendar days to regain compliance with
the Minimum MVPHS Requirement. To regain compliance, the closing
MVPHS of the Common Stock must be at least $15,000,000 or more for
a minimum of 10 consecutive business days prior to April 14, 2025.
If the Company does not regain compliance within the compliance
periods, including any extensions that may be granted by Nasdaq,
Nasdaq will provide notice that the Common Stock will be subject to
delisting.
The Company intends to monitor the MVPHS of the Common Stock and
may, if appropriate, consider implementing available options to
regain compliance. There can be no assurance that the Company will
be able to regain compliance with the Minimum MVPHS Requirement or
maintain compliance with any other listing requirements.
About Greenidge Generation
Greenidge Generation Holdings Inc. (NASDAQ: GREE) owns
cryptocurrency datacenter operations in the Town of Torrey, New
York and owned and operated a facility in Spartanburg, South
Carolina. The New York Facility is a vertically integrated
cryptocurrency datacenter and power generation facility with an
approximately 106 megawatt ("MW") nameplate capacity, natural gas
power generation facility. The Company generates revenue from three
primary sources: (1) datacenter hosting, which it commenced on Jan.
30, 2023, (2) cryptocurrency mining, and (3) power and capacity.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2023, issued a "going concern" qualification in its report dated
April 9, 2024, citing that the Company has suffered recurring
losses from operations and generated negative cash flows from
operations that raises substantial doubt about its ability to
continue as a going concern.
HUBBARD RADIO: $206.9MM Bank Debt Trades at 22% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Hubbard Radio LLC
is a borrower were trading in the secondary market around 78.3
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $206.9 million Term loan facility is scheduled to mature on
September 30, 2027. The amount is fully drawn and outstanding.
Formed in 2011, Hubbard Radio, LLC is a family controlled and
privately held media company that owns and operates radio stations
in seven of top 30 markets, including Chicago, Washington, D.C.,
Minneapolis/St. Paul, St. Louis, Cincinnati, Seattle, and Phoenix.
Hubbard also operates 2060 Digital, LLC, a national digital
marketing agency based in Cincinnati, OH. Headquartered in St.
Paul, MN, the company is affiliated with Hubbard Broadcasting Inc.,
a television and radio broadcasting company that was started in
1923.
HUNTERSTOWN GENERATION: S&P Assigns Prelim 'BB-' Rating on Debt
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB-' rating and '2'
recovery rating to Gettysburg, Penn.-based Hunterstown Power
Generation LLC's (863 MW combined cycle natural gas-fired
generation plant) proposed senior secured term loan B and revolving
facility.
S&P's 'BB-' rating reflects its expectation of strong market
fundamentals for the next few years due to the expansion of digital
infrastructure resulting in a surge in power demand from data
center energy consumption along with the strong results in the
Pennsylvania-New Jersey-Maryland (PJM) 2025-2026 capacity auction
prices, which should result in strong cash flow generation. The
rating also reflects the project's single asset nature and the
inherent volatility in the PJM merchant market, which limits
ratings upside.
S&P said, "The stable outlook reflects our expectation of strong
debt service coverage during the term loan B period given our
expectations of power demand growth in the upcoming years, and
recently cleared elevated capacity prices in PJM for the 2025-2026
period. During the term loan B period, we expect debt service
coverage ratios (DSCRs) of above 2x, falling to a minimum of around
1.68x when a fully amortizing debt structure is assumed after
refinancing, when we expect around $253 million term loan B
outstanding at maturity. Based on our view of industry factors and
market-driven variables, such as power demand and the pace and
magnitude of the retirement of uneconomical units, as well as
commodity and capacity pricing, we forecast a minimum DSCR of 1.68x
and a median DSCR of 1.68x for Hunterstown (including the
post-refinancing period)."
Hunterstown Generating Station is an 863-megawatt (MW) combined
cycle gas-fired power plant located in the Metropolitan Edison Co.
region of the Western Mid-Atlantic Area Council (MAAC) zone of the
PJM Interconnection. The project became operational in 2003.
Hunterstown was recently purchased by LS Power in July 2024 from
the prior owner, Platinum Equity Capital Partners IV L.P., and it
is looking to refinance the project's capital structure.
S&P expects tailwinds in the PJM area for the upcoming years given
high data center energy demand and electrification.
The demand for energy has been robust and we expect it to continue.
Specifically, PJM is experiencing substantial growth in data center
energy consumption, driven by the expansion of digital
infrastructure. This is a key driver of increasing load forecasts.
S&P expects these tailwinds will be advantageous for efficient
assets like Hunterstown that operate as a base-load facility with
high levels of dispatch and capacity factors, at least for the next
year or two, which should result in relatively high spark spreads
and energy margins.
The recent PJM capacity price auction has significantly improved
Hunterstown's financial prospects over our forecast period.
The PJM capacity auction held on July 30, 2024, for delivery years
2025-2026 resulted in prices increasing to $269.92 per megawatt day
(/MW-day) from $49.49MW-day (for MAAC). While the magnitude of the
price increase was above expectations, it was not unexpected
directionally. The supply and demand imbalance are attributed to
the lack of sizeable recent investments (specifically baseload),
retiring dispatchable capacity, and notably higher demand growth
projections from AI infrastructure buildout, electrification, and
the onshoring of manufacturing. Despite the strong momentum, S&P
believes capacity prices will eventually return to average levels
over time, though at a higher level than it previously expected.
S&P revised its forecast for Hunterstown and now expect strong
financial performance as it benefits from favorable capacity prices
that partially offset its exposure to the volatile
day-ahead-market. While the project is exposed to merchant prices
given its lack of offtake contracts, Hunterstown's participation in
PJM's capacity market provides some protection given the recent 683
MW that cleared in the 2025-2026 capacity auction. While S&P Global
Ratings forecasts $200/MW-day in the upcoming December 2024
capacity auction, this will still provide a significant uplift to
energy margins. In addition, Hunterstown's positioning within PJM
provides a competitive advantage given its proximity to data center
load pockets in Northern Virginia and should benefit from favorable
pricing due to load growth."
The project's single-asset concentration limits ratings upside.
Although Hunterstown is well-positioned to take advantage of
industry tailwinds due to a supply demand imbalance, its
single-asset nature concentrates risk from unexpected operational
outages and event risk. While the plant has a history of reliable
performance during extreme weather events including the 2014 Polar
Vortex and winter storm Elliott, S&P views asset and geographic
concentration as a negative credit factor, which could likely limit
ratings upside in the long run.
The refinancing of Hunterstown's existing debt addresses the
near-term maturity, which S&P considers positive for credit
quality.
Hunterstown is raising a $575 million senior secured facility to
refinance existing debt, fund a sponsor distribution, and pay
associated fees and expenses. The proposed issuance will consist of
a seven-year $500 million term loan B and a five-year $75 million
revolving credit facility.
S&P said, "We view the proposed transaction as positive for credit
quality because it addresses the potential refinancing risk
pertaining to the existing term loan B that matures in June 2025.
The issuance will push the maturity wall into 2031, which we
believe is adequate for the project to deleverage its balance sheet
through quarterly cash flow sweeps. We expect the credit agreement
to mandate 75% cash flow sweeps when leverage is above 3.5x, 50%
when leverage is between 2.5x and 3.5x, and 25% when leverage is
below 2.5x. We now forecast about $253 million term loan B
outstanding at maturity. Our base case reflects a fully amortizing
loan with a sculpted repayment profile commencing in 2031 and
expect Hunterstown will repay its debt by 2042."
The project will still be exposed to refinancing risk and interest
rate risk, with material dependence on cash flow sweeps to
deleverage over the upcoming years.
S&P said, "While we recognize the project will benefit from strong
market tailwinds, the 'BB-'rating still reflects the very high
price volatility that is inherent of the merchant power sector. It
also reflects its exposure to refinancing risk given the limited
mandatory amortization of the term loan B, which creates a reliance
on cash flow sweeps to pay down debt and the eventual need to
refinance the outstanding amount at maturity. Additionally, while
we expect a portion of the interest expense to be hedged, the
floating rate debt exposes the project to interest rate risk."
Hunterstown went through major maintenance work, which will likely
sustain favorable operational performance.
Hunterstown went through planned major maintenance work in the fall
of 2023, which extended into the first quarter of 2024. The plant
utilizes the GE 7FB.04 turbine, which was upgraded in 2014 from the
7FB.01 units. In 2023, the combustion turbine units underwent Major
Inspections, and the systems were upgraded to the GE DLN2.6+e
system, making them functionally equivalent to the GE 7F.04 models.
In addition, the steam turbine generator stator was rewound, and
the steam path was upgraded. This resulted in improved thermal
efficiency and low emissions over a wider operating range, as well
as capacity improvements of nearly 17MW in the summer months.
S&P said, "We expect these upgrades will likely sustain asset
performance through the forecast period. Our base case anticipates
asset life around 2042, which is within the 30- to 40-year window
for CCGTs, given its 2003 operational year. Our view reflects the
economic life of the asset, more so than the physical life as we
believe renewable generation and long-duration energy storage
solutions will come online in the outer years affecting the output
needed from fossil-fuel plants. However, in the near term, we
expect capacity factors in the 80%-85% area and spark spreads in
the $16-$19 will provide higher free cash flow.
"We view LS Power's ownership of Hunterstown favorably given its
expertise in the power market."
LS Power owns and operates over 19,000 MW of power generation and
has developed or acquired more than 160 projects across the U.S.
S&P believes Hunterstown should benefit from LS Power's ownership
and operational sophistication given its track record. S&P said,
"The retirement of the fixed transport gas contract, given the
plant's access to fuel supply and a hedging strategy with a
targeted goal around 50%-60% of the plant's output, demonstrates
what we view as sound decision-making that will likely improve cash
flow prospects and reduce volatility. However, as common among
financial sponsor owners, we believe the project may incur
incremental term loan B debt in the future if the power market
fundamentals remain strong."
The new preliminary rating on the project debt reflects a different
strategy and favorable market tailwinds compared to the existing
rated debt that will be repaid.
S&P said, "We currently rate the power plant's debt that will soon
be repaid (Kestrel Acquisition LLC) 'B/Stable'; we revised the
outlook to stable from negative in January 2024 after the first
cash sweep in late 2023 after years of cash preservation." The
outlook revision also reflected the improved market conditions for
the PJM region.
While the new preliminary rating relies on the same power plant's
performance, the improvement in credit quality is due to continued
tailwinds in the PJM region following the July 2024 capacity price
auction that cleared at record prices. S&P's revised forecasts for
upcoming capacity auctions and the new ownership strategy--which
includes hedging part of the power plant capacity that will enhance
cash flow visibility--are favorable factors.
S&P said, "The stable outlook reflects our expectation of strong
debt service coverage during the term loan B period given our
expectations of power demand growth in the upcoming years, and
recently cleared elevated capacity prices in PJM for the 2025-2026
period. During the term loan B period, we expect DSCRs above 2x,
falling to a minimum of around 1.6x when a fully amortizing debt
structure is assumed after refinancing. At that time, we expect
around a $253 million term loan B outstanding amount at maturity.
"We could lower our ratings on Hunterstown if minimum DSCR falls
below 1.35x on a sustained basis."
This could be a result of:
-- A material decrease in power prices, capacity prices, or energy
spreads;
-- Unplanned outages substantially affected generation;
-- Economic factors causing the power plant to dispatch materially
less than S&P's base case expectation; or
-- Debt paydown is substantially lower than our expectation,
leading to higher-than-expected debt balance at maturity.
While unlikely within the near term due to the single-asset nature
of the project, S&P could raise the rating if:
-- S&P expects Hunterstown will maintain a minimum DSCR of at
least 1.8x in all years, including the post refinancing period;
and
-- S&P has a qualitative view that we could rate the project above
'BB-' given the inherent power price volatility, operational and
refinancing risk associated with single assets, and refinancing
risk.
S&P said, "We would expect such outcomes to materialize if the
project's financial performance and debt repayment well exceed our
forecast on a sustained basis. This could be due to factors such as
improved energy margins, higher dispatch, and substantially
improved capacity pricing, leading to lower-than-expected debt
outstanding at TLB maturity, as well as a track record of
decreasing debt per kilowatt."
HYPERSCALE DATA: Declares Monthly Dividend of $0.2708333 Per Share
------------------------------------------------------------------
Hyperscale Data, Inc. announced Oct. 17 that its Board of Directors
has declared a monthly cash dividend of $0.2708333 per share of the
Company's outstanding 13.00% Series D Cumulative Redeemable
Perpetual Preferred Stock. The record date for this dividend is
Oct. 31, 2024, and the payment date is Tuesday, Nov. 12, 2024.
Link to NYSE quote for the Company's 13.00% Series D Cumulative
Redeemable Perpetual Preferred Stock:
https://www.nyse.com/quote/XASE:GPUSpD
For more information on Hyperscale Data and its subsidiaries,
Hyperscale Data recommends that stockholders, investors, and any
other interested parties read Hyperscale Data's public filings and
press releases available under the Investor Relations section at
https://hyperscaledata.com/ or available at www.sec.gov.
About Hyperscale Data
Hyperscale Data, Inc. formerly known as Ault Alliance, Inc. is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through the Company's wholly and majority-owned
subsidiaries and strategic investments, the Company owns and/or
operates data centers at which it mines Bitcoin and offer
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 a metaverse platform, oil exploration, crane
services, defense/aerospace, industrial, automotive,
medical/biopharma, consumer electronics and textiles.
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.
INDRA HOLDINGS: $50MM Bank Debt Trades at 43% Discount
------------------------------------------------------
Participations in a syndicated loan under which Indra Holdings Corp
is a borrower were trading in the secondary market around 56.6
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $50 million Term loan facility is scheduled to mature on
December 23, 2024. The amount is fully drawn and outstanding.
Indra Holdings Corp operates as a holding company. The company
through its subsidiaries, provides designing, distributing and
selling branded umbrellas, gloves, hats, scarves, rubber footwear,
slippers, flip flops, sandals, outerwear, sunglasses and other
miscellaneous accessory product.
INFINERA CORP: Tudor Investment Holds 6.8% Equity Stake
-------------------------------------------------------
Tudor Investment Corporation and Chief Investment Officer and
indirect control person of Tudor, Paul T. Jones II, disclosed in a
Schedule 13G Report filed with the U.S. Securities and Exchange
Commission that as of September 26, 2024, they beneficially owned
15,915,187 shares of Infinera Corp.'s common stock, representing
6.8% of the shares outstanding.
A full-text copy of Tudor's SEC Report is available at:
https://tinyurl.com/4sh79wbx
About Infinera Corp.
Headquartered in Sunnyvale, Calif., Infinera Corp. --
www.infinera.com -- is a semiconductor manufacturer and global
supplier of networking solutions comprised of networking equipment,
optical semiconductors, software and services. The Company's
portfolio of solutions includes optical transport platforms,
converged packet-optical transport platforms, compact modular
platforms, optical line systems, coherent optical engines and
subsystems, a suite of automation software offerings, and support
and professional services. Leveraging its U.S.-based compound
semiconductor fabrication plant and in-house test and packaging
capabilities, the Company designs, develops and manufactures indium
phosphide-based photonic integrated circuits for use in its
vertically integrated, high-capacity optical communications
products.
Infinera reported a net loss of $25.21 million for the year ended
Dec. 30, 2023, compared to a net loss of $76.04 million for the
year ended Dec. 31, 2022. As of June 29, 2024, Infinera had $1.52
billion in total assets, $604.45 million in total current
liabilities, $660.42 million in long-term debt, $14.52 million in
long-term accrued warranty, $21.98 million in long-term deferred
revenue, $1.69 million in long-term deferred tax liability, $44.79
million in long-term operating lease liabilities, $39.38 million in
other long-term liabilities, and $131.59 million in total
stockholders' equity.
* * *
Egan-Jones Ratings Company, on September 18, 2024, maintained its
'CC' foreign currency and local currency senior unsecured ratings
on debt issued by Infinera Corporation.
INFINITE PRODUCT: Case Summary & Seven Unsecured Creditors
----------------------------------------------------------
Debtor: Infinite Product Company
d/b/a Infinite CBD
12364 West Alameda Parkway
Suite 130
Lakewood, CO 80228
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-16245
Judge: Hon. Joseph G Rosania Jr.
Debtor's Counsel: Keri L. Riley, Esq.
KUTNER BRINEN DICKEY RILEY PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: 303-832-2400
Email: klr@kutnerlaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by John Ramsay as chief executive officer.
A copy of the Debtor's list of seven unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/2LIB35A/Infinite_Product_Company__cobke-24-16245__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/2CEIR6Q/Infinite_Product_Company__cobke-24-16245__0001.0.pdf?mcid=tGE4TAMA
INGRAM MICRO: S&P Places 'BB-' ICR on Watch Pos. on Planned IPO
---------------------------------------------------------------
S&P Global Ratings placed all its ratings on global IT distributor
Ingram Micro Inc. (IPO registrant: Ingram Micro Holdings Corp.),
including its BB- issuer credit rating, on CreditWatch with
positive implications. S&P will resolve the CreditWatch placement
if the announced transaction closes as expected and it repays
debt.
S&P said, "The positive CreditWatch placement reflects the
likelihood that we will raise our ratings on Ingram Micro when the
announced IPO closes as expected and it applies the proceeds toward
debt balances. At IPO, Ingram Micro plans to offer 18.6 million
shares, with 11.6 million shares coming directly from the company
and the remaining 7 million coming from its sponsor, Platinum
Equity. Assuming a midpoint share price of $21.50, we expect the
company to raise about $250 million in gross proceeds and about
$230 million in net proceeds (after fees and expenses). It will use
these proceeds toward paying down its term loan B. We expect this,
in conjunction with sizable prepayments made in the first three
quarters of the year, to bring the company's leverage down to about
3.7x by the end of its fiscal 2024 (ending Dec. 31, 2024, and below
our current upgrade trigger)."
Broader business tailwinds further support the recommendation as
global inventory destocking challenges continue to ease and Windows
11 rollouts ramp up, positioning the company well for growth in
fiscal 2025. S&P said, "While Platinum Equity is still expected to
retain 90% equity ownership and a majority of seats on the
company's board of directors at the close of the IPO, we believe
the transaction is likely to continue to promote a less aggressive
financial policy from Ingram Micro going forward. We intend to
resolve the CreditWatch placement when the announced IPO closes as
presented and debt is repaid."
CreditWatch
S&P will resolve the CreditWatch positive if the announced
transaction closes as expected and debt is repaid.
INSPIREMD INC: Establishes New Headquarters in Miami, Florida
-------------------------------------------------------------
InspireMD, Inc. announced Oct. 15 the establishment of its global
headquarters in Miami, Florida. The new facility will ideally
position the Company to support the anticipated U.S. launch and
commercialization of the CGuard Prime carotid stent system in the
first half of 2025, if approved.
Marvin Slosman, chief executive officer of InspireMD, stated, "The
establishment of our new headquarters location in the U.S.
represents a significant step as we prepare for potential FDA
approval of CGuard Prime in the first half of next year. Together
with the ongoing build-out of world class commercial and
operational teams and supporting infrastructure, our new U.S.-based
headquarters will be key to driving long-term growth and serving
the U.S. market while creating sustained shareholder value."
"Building our operational infrastructure in the South Florida
market provides tremendous resources, as this area has a rich
history of medical device innovation. This access to talent and
capacity provides excellent capital to build our company as we
ready for our U.S. launch," said Peter Ligotti, General Manager of
InspireMD's U.S. Business.
Shane Gleason, chief commercial officer, shared, "We're building
our marketing, training and sales operations teams in South Florida
to form the foundation of a world-class US commercial organization
and support our growing field sales and clinical support team.
It's an exciting time as we prepare to build on our success outside
of the US and serve the demand for CGuard Prime and SwitchGuard NPS
upon their highly anticipated potential approval and clearance."
On September 16th, InspireMD announced that the company has
submitted the final module of its Premarket Authorization (PMA)
application to FDA for the CGuard Prime carotid stent system.
About InspireMD
Headquartered in Tel Aviv, Israel, InspireMD, Inc. --
http://www.inspiremd.com-- is a medical device company focusing on
the development and commercialization of its proprietary MicroNet
stent platform technology for the treatment of complex vascular and
coronary disease. A stent is an expandable "scaffold-like" device,
usually constructed of a metallic material, that is inserted into
an artery to expand the inside passage and improve blood flow. Its
MicroNet, a micron mesh sleeve, is wrapped over a stent to provide
embolic protection in stenting procedures.
The Company reported a net loss of $19.92 million in 2023, a net
loss of $18.49 million in 2022, a net loss of $14.92 million in
2021, a net loss of $10.54 million in 2020, and a net loss of
$10.04 million in 2019.
InspireMD said in its Quarterly Report for the period ended June
30, 2024, that as of Aug. 5, 2024 (the date of issuance of the
condensed consolidated financial statements), the Company has the
ability to fund its planned operations for at least the next 12
months. However, the Company expects to continue incurring losses
and negative cash flows from operations until its product, CGuard
Headquartered in Tel Aviv, Israel, InspireMD, Inc. -- PS, reaches
commercial profitability. Therefore, in order to fund the Company's
operations until such time that the Company can generate
substantial revenues, the Company may need to raise additional
funds.
"Our plans include continued commercialization of our products and
raising capital through sale of additional equity securities, debt
or capital inflows from strategic partnerships. There are no
assurances, however, that we will be successful in obtaining the
level of financing needed for our operations. If we are
unsuccessful in commercializing our products or raising capital, we
may need to reduce activities, curtail or cease operations," the
Company said in the SEC filing.
INTELGENX TECHNOLOGIES: Top Execs, 5 Directors Resign
-----------------------------------------------------
Intelgenx Technologies Corp. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that on October 2,
2024, Dwight Gorham, Chief Executive Officer of the Company, Andre
Godin, Chief Financial Officer of the Company, and Ingrid Zerbe,
Corporate Secretary of the Company, resigned from their respective
positions.
On the same date, Horst G. Zerbe, Dwight Gorham, Bernd J. Melchers,
Mark Nawacki, and Monika Trzcinska resigned from the Board of
Directors, effective immediately. The Resignations were not due to
any disagreement with the Company on any matters related to the
Company's operations, policies or practices.
About Intelgenx Technologies
Intelgenx Technologies Corp. is a drug delivery company established
in 2003 and headquartered in Montreal, Quebec, Canada. Its focus is
on the contract development and manufacturing of novel oral thin
film products for the pharmaceutical market. More recently, the
Company has made the strategic decision to enter the psychedelic
market by entering into a strategic partnership with atai Life
Sciences.
The Company has financed its operations to date primarily through
public offerings of its common stock, proceeds from the issuance of
convertible notes and debentures, bank loans, royalty, up-front and
milestone payments, license fees, proceeds from the exercise of
warrants and options, and research and development revenues. The
Company has devoted substantially all of its resources to its drug
development efforts, conducting clinical trials to further advance
the product pipeline, the expansion of its facilities, protecting
its intellectual property, and general and administrative functions
relating to these operations.
The future success of the Company is dependent on its ability to
develop its product pipeline and ultimately upon its ability to
attain profitable operations. As of March 31, 2024, the Company had
approximately $772,000 in cash. The Company does not have
sufficient existing cash to support operations for the next year
following the issuance of these financial statements. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern. Therefore, management plans to explore
any available strategic alternatives, according to the Company's
Quarterly Report on Form 10-Q for the period ended March 31, 2024.
As of March 31, 2024, IntelGenx had $6.5 million in total assets,
$21.9 million in total liabilities, and $15.4 million total
stockholders' deficit. For the year ended December 31, 2023,
IntelGenx reported a net loss of $9,927,000, compared to a net loss
of $10,690,000 for the same period in 2022.
INTRUM AB: Intends to File Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Charles Daly, Giulia Morpurgo and Finbarr Flynn of Bloomberg News
report that Intrum AB, a Swedish debt collector, is set to file for
Chapter 11 bankruptcy protection in the US next month as it seeks
to restructure its debt of 58.4 billion kronor ($5.5 billion).
On Friday, October 11, 2024, the company began gathering creditor
approval for a prepackaged Chapter 11 filing in the Southern
District of Texas, with the process expected to commence by
mid-November, according to a statement. In this type of bankruptcy,
the restructuring terms are pre-negotiated with creditors prior to
filing. Intrum's plan aims to reduce part of its debt in exchange
for equity.
About Intrum AB
Intrum AB provides credit management services and solutions.
JOE'S AUTO: Gets Final OK to Use Cash Collateral
------------------------------------------------
Joe's Auto Service, Inc. received final approval from the U.S.
Bankruptcy Court for the Southern District of Indiana, Indianapolis
Division to use the cash collateral of Byline Bank and other
secured creditors.
The final order approved the use of cash collateral to pay
operating expenses consistent with the company's budget, with a 15%
variance.
Joe's Auto Service agreed to provide the secured creditors with
adequate protection liens and superpriority administrative expenses
to protect their interests.
The company also agreed to make monthly payments of $15,000 to
Byline Bank, starting Dec. 1, with payments applied to interest and
principal.
About Joe's Auto Service
Joe's Auto Service, Inc., formerly known as Big O Tires,
specializes in brake repairs, diagnostic procedures, and tackling
automotive issues from battery problems. The company is based in
Noblesville, Ind.
Joe's Auto Service filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Ind. Case No. 24-04264) on
August 9, 2024, with $500,000 to $1 million in assets and $1
million to $10 million in liabilities. Joe Peil, president, signed
the petition.
Judge Jeffrey J. Graham presides over the case.
David Krebs, Esq., at Hester Baker Krebs, LLC represents the Debtor
as legal counsel.
Byline Bank, the Debtor's lender, is represented in the case by
Meredith R. Theisen, Esq., at Rubin & Levin, P.C.
JORDAN HEALTH: U.S. Trustee Appoints Creditors' Committee
---------------------------------------------------------
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Jordan
Health Products I, Inc. and its affiliates.
The committee members are:
1. Air Products and Chemicals, Inc.
Attn: L. Todd Reynolds
1940 Air Products Blvd.
Allentown, PA 18106
Phone: 610-481-6943
Fax: 610-481-5900
2. Richard Hall
c/o Cole Schotz, Inc.
Attn: Justin Alberto
500 Delaware Avenue, Suite 200
Wilmington, DE 19801
Phone: 302-651-2006
3. W7 Global, LLC
Attn: Wayne Kramer
P.O. Box 400
Henryville, IN 47126
Phone: 812-206-5950
Fax: 812-205-5999
4. reLink Medical LLC
Attn: Scott Campbell
1755 Enterprise Pkwy., #400
Twinsburg, OH 44087
Phone: 216-762-0571
5. SonoVision, Inc.
Attn: Todd Renshaw
8324 SW Nimbus Ave.
Beaverton, OR 97008
Phone: 503-480-6208
6. Sakomed, LLC
Attn: Matin Kondori
27751 La Paz Road, Suite #A
Laguna Niguel, CA 92677
Phone: 949-446-9216
7. Marina Medical Instruments, Inc.
Attn: Alexander Barron
8190 W. State Road 84
Davie, FL 33324
Phone: 954-924-4418
Fax: 954-924-4419
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 Jordan Health Products I
Jordan Health Products I, Inc., doing business as Avante Health
Solutions, is a provider of medical equipment solutions, selling
new and refurbished equipment, parts, service, support, and
training to healthcare facilities worldwide. Several Avante
businesses act as independent service organizations ("ISO") for
various medical facilities to provide maintenance and support
services for equipment manufactured and produced by other companies
(known as original equipment manufacturers, or "OEMs").
Jordan Health Products I, Inc. and its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead
Case No. 24-12271) on Oct. 8, 2024. In the petitions signed by Rob
Hubbard, chief restructuring officer, the Debtors disclosed up to
$100 million in estimated assets and up to $500 million in
estimated liabilities.
The Debtors tapped Polsinelli PC as counsel, Riveron Management
Services, LLC as restructuring advisor, and Livingstone Partners
LLC as investment banker. Omni Agent Solutions, Inc. is the
Debtors' notice, claims, and balloting agent.
KESTREL ACQUISITION: Moody's Hikes Rating on Sec. Bank Loans to Ba3
-------------------------------------------------------------------
Moody's Ratings upgraded the rating of Kestrel Acquisition, LLC's
("Kestrel" or the "Project") senior secured bank credit facilities
to Ba3 from B2. The credit facilities consist of approximately $374
million of outstanding term loan B due 2025 (originally $450
million) and a $31.4 million revolving credit facility due 2025.
The outlook is stable.
RATINGS RATIONALE
The rating action follows the Project's improving financial
performance and the expectation for further improvement owing to
better energy margins, higher PJM Base Residual Auction (BRA)
capacity prices and the benefits to credit quality that is expected
following a recent change in ownership to a more experienced
sponsor in the power space.
The rating action acknowledges the Project's recent financial
performance in line with Moody's expectations for the Ba rating
category, with an average project DSCR of 2.6x and project CFO to
debt ratio of 13.3% during fiscal years 2021 to 2023. Moody's
anticipate that these metrics could improve further given higher
PJM capacity auction prices, better energy margins and based on the
operational strategy of the Project's new owner.
Regarding the change in ownership, the rating action recognizes the
benefits to Project's credit quality of being now owned by LS
Power, a very experienced investor with operational expertise
across the sector. LS Power acquired the Project from the prior
owner Platinum Equity in July 2024, whose involvement in the power
sector was limited to the Project. By comparison, LS Power is a
very experienced sponsor in the power sector, engaged in the
development, construction and operations of power generation assets
and other electric related assets with significant experience
within PJM and other US markets. In addition, Moody's recognized LS
Power's new hedging strategy for the Project versus the prior
owner's financial strategy, which is expected to provide a better
degree of downside protection and derisk the Project's historically
more volatile cash flows, all of which supports the rating action.
In that regard, Moody's further believe that the change in
ownership and resulting strategy change around operating the asset
will help facilitate an anticipated refinancing of the secured Term
Loan, which has 83% of the original amount still outstanding and
matures in June 2025.
Moody's consider governance to be a driver in the rating action
owing to the change in ownership to LS Power from Platinum and in
that regard, Moody's have changed the Governance Issuer Profile
Score for Kestrel to G-3 from G-4 given the improvement to credit
quality that Moody's expect to follow from this change in
governance.
OUTLOOK
The stable outlook reflects expectation that near-term regional
spark spreads and capacity auction prices will remain strong and
that the change in ownership with LS Power will help to refinance
the outstanding term loan B prior to maturity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
FACTORS THAT COULD LEAD TO AN UPGRADE
The Project's rating is somewhat constrained by its overall
business risk profile which relies heavily on merchant cash flows
along with the age and single asset nature of the Project.
However, the credit profile will benefit from upward pressure
should Kestrel generate better than expected project cash flows
such that the DSCR exceeds 3.0x and the adjusted CFO to debt ratio
is greater than 20% on a sustained basis.
FACTORS THAT COULD LEAD TO A DOWNGRADE
The rating could be downgraded if the Project encounters prolonged
operating problems or merchant energy capacity market conditions
deteriorate considerably resulting in the Project's DSCR decreases
below 1.8x and the adjusted CFO to debt ratio decreases below 10%
on a sustained basis.
PROFILE
Kestrel Acquisition, LLC owns Hunterstown Generation Facility, a
863MW combined cycle natural gas-fired generation facility located
in Gettysburg, Pennsylvania that was acquired by LS Power from
Platinum Equity in July 2024. It originally came online in 2003 and
the asset is composed of a 3x1 combined cycle gas/steam turbine
facility utilizing GE-7FB.04 gas turbines and GE D11 steam
turbine.
The principal methodology used in these ratings was Power
Generation Projects published in June 2023.
KIDDE-FENWAL: Carrier Global Pays $615-Mil. Over Fire Foam Claims
-----------------------------------------------------------------
Lauren Berg of Law360 reports that Carrier Global Corp. disclosed
in a U.S. Securities and Exchange Commission filing on Friday that
it will pay at least $615 million as part of a settlement related
to its ownership of bankrupt Kidde-Fenwal Inc., which is involved
in multidistrict litigation over its production of firefighting
foam containing harmful "forever chemicals."
About Kidde-Fenwal Inc.
Kidde-Fenwal Inc. -- https://www.kidde-fenwal.com/ -- manufactures
fire protection systems. It offers products such as fire control
systems, explosion aircraft protection, laser-based smoke detection
devices, electronic gas ignitions, and fire suppressions.
Kidde-Fenwal markets its products to mining, manufacturing,
education, and commercial sectors.
Kidde-Fenwal sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D. Del. Case No. 23-10638) on May 14, 2023. In the
petition filed by its chief transformation officer, James
Mesterharm, the Debtor reported assets between $100 million and
$500 million and estimated liabilities between$1 billion and $10
billion.
The Debtor tapped Sullivan & Cromwell, LLP and Morris Nichols Arsht
& Tunnell, LLP as legal counsels; and Guggenheim Securities, LLC as
investment banker. Stretto, Inc. is the claims and noticing agent
and administrative advisor.
KING ESTATES: Case Summary & Six Unsecured Creditors
----------------------------------------------------
Debtor: King Estates LLC
10 Fieldcrest Drive
Columbus, NJ 08022
Business Description: King Estates is the owner of six properties
located in New Jersey having a total current
value of $1.88 million.
Chapter 11 Petition Date: October 22, 2024
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 24-20454
Debtor's Counsel: Allen I. Gorski, Esq.
GORSKI & KNOWLTON PC
311 Whitehorse Ave., Suite A
Hamilton, NJ 08610
Tel: 609-964-4000
Fax: 609-528-0721
Total Assets: $1,880,100
Total Liabilities: $1,019,965
The petition was signed by Donald Hill as authorized
representative.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/TCGOPAQ/King_Estates_LLC__njbke-24-20454__0001.0.pdf?mcid=tGE4TAMA
LAREDO OIL: Delays Form 10-Q for Period Ended August 31
-------------------------------------------------------
Laredo Oil, Inc., filed a Form 12b-25 with the Securities and
Exchange Commission regarding the delay in the filing of its
Quarterly Report on Form 10-Q for the period ended Aug. 31, 2024.
The Company stated that the compilation, dissemination and review
of the information required to be presented in the Quarterly Report
on Form 10-Q for the relevant quarterly period has imposed time
constraints that have rendered timely filing of the Quarterly
Report on Form 10-Q impracticable without undue hardship and
expense to the registrant. The Company undertakes the
responsibility to file such Quarterly Report on From 10-Q no later
than fifteen calendar days after its prescribed due date.
About Laredo Oil Inc.
Austin, TX-based Laredo Oil, Inc. is an oil exploration and
production company primarily engaged in acquisition and exploration
efforts for mineral properties. In addition to pursuing
conventional oil recovery methods in selected oil fields, Laredo
Oil plans to locate and acquire mature oil fields, with the
intention of recovering "stranded" oil using enhanced recovery
methods.
The Woodlands, TX-based M&K CPAS, PLLC, the Company's auditor since
2024, issued a "going concern" qualification in its report dated
Sept. 30, 2024, citing that the Company has yet to achieve
profitable operations, has negative cash flows from operating
activities, and is dependent upon future issuances of equity or
other financings to fund ongoing operations all of which raises
substantial doubt about its ability to continue as a going
concern.
LAVIE CARE: Corrado Burdieri Appointed to Creditors Committee
-------------------------------------------------------------
The U.S. Trustee for Region 21 appointed Corrado Burdieri, as
personal representative for the Estate of Theresa Mary Burdieri, to
the official committee of unsecured creditors in the Chapter 11
cases of LaVie Care Centers, LLC and its affiliates.
Meanwhile, The Estate of Nancy Walsh and Healthcare Negligence
Settlement Recovery Corp. have been removed from the committee.
The Estate of Nancy Walsh resigned from the committee in August
while Healthcare Negligence Settlement Recovery lacks standing to
proceed as a creditor in the bankruptcy cases.
As of October 17, the members of the committee are:
1. Healthcare Services Group, Inc.
Pete Nenstiel
3220 Tillman Drive, Suite 300
Bensalem, PA 19020
pnenstiel@hesgcorp.com
Robert Lapowsky
Stevens & Lee
620 Freedom Business Center, Suite 200
King of Prussia, PA 19406
215-751-2866
Robert.Lapowsky@stevenslee.com
2. Omnicare, Inc.
Greg Day
6285 W. Galveston Street, #3
Chandler, AZ 85226
928-848-9643
Gregory.Day@CVSHealth.com
Geoff Goodman
Foley & Lardner, LLP
321 North Clark Street, Suite 300
Chicago, IL 60654
312-832-4514
GGoodman@foley.com
3. Twin Med, LLC
David Klarner
11333 Greenstone Avenue
Santa Fe Springs, CA 90670
323-582-9900
dklarner@twinmed.com
4. ShiftMed, LLC
Susan M. Overton, General Counsel
7925 Jones Branch Dr., Ste 1100
McLean, VA 22102
305-677-2707
susan.overton@shiftmed.com
Continental PLLC
c/o Jesus M. Suarez
255 Alhambra Circle, Suite 640
Coral Gables, FL 33134
305-677-2707
Jsuarez@continentalpllc.com
5. CBD SERVICES USA, LLC
Sidney Robert Bradley
3707 W. Jetton Avenue
Tampa, FL 33629
813-769-9127
Sidney.Bradley@wecarestaffservices.com
Thomas R. Walker
Pierson Ferdinand, LLP
260 Peachtree Street, N.W, Suite 2200
Atlanta, GA 30303
404-566-6988
thomas.walker@pierferd.com
6. Amidon Nurse Staffing
Eli Schick
1732 Kingsley Avenue, Suite 1
Orange Park, FL 32073
352-877-4444
eschick@amidonns.com
7. Theodore Horrobin
C/O Scott Fischer
Gordon & Partners
4114 Northlake Boulevard
Palm Beach Gardens, FL 33410
561-799-5070
SFischer@fortheinjured.com
8. Corrado Burdieri, as Personal Representative
For the Estate of Theresa Mary Burdieri
c/o Jon M. Herskowitz, Esq.
Baron & Herskowitz
9100 S. Dadeland Blvd., Suite 1704
Miami, FL 33156
(305) 670-0101
jon@bhfloridalaw.com
janthony@anthonyandpartners.com
About Lavie Care Centers
LaVie Care Centers, LLC is the parent company of skilled nursing
facility operators and providers, with facilities primarily located
in Mississippi, North Carolina, Pennsylvania and Virginia. The
company operates 43 licensed facilities, with 4,300 beds, providing
short-term rehabilitation, comprehensive post-acute care, and
long-term care to its residents.
On June 2 and 3, 2024, LaVie Care Centers and 281 affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Lead Case No. 24-55507), before Judge Paul
Baisier in Atlanta.
The Debtors tapped McDermott Will & Emery, LLP as legal counsel;
Stout Capital, LLC as investment banker; and Ankura Consulting as
financial advisor. M. Benjamin Jones, senior managing director at
Ankura, serves as the Debtors' chief restructuring officer.
Kurtzman Carson Consultants, LLC is the claims agent, and maintains
the page http://www.kccllc.com/LaVie
The U.S. Trustee for Region 21 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Troutman Pepper Hamilton Sanders LLP and FTI Consulting, Inc. serve
as the committee's legal counsel and financial advisor,
respectively.
LEXARIA BIOSCIENCE: To Hold Joint Annual, Special Meeting on Jan 14
-------------------------------------------------------------------
Lexaria Bioscience Corp. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that further to a recent private
placement of share purchase warrants, as disclosed in a Form 8-K
filed on Oct. 16, 2024, the Company is required to seek stockholder
approval to such Private Placement Warrants by no later than Jan.
14, 2025. As the date for holding such special meeting is close in
time to the anniversary date of the Company's 2024 annual
shareholder meeting, it has been determined to hold a joint Annual
and Special Meeting of Shareholders on Jan. 14, 2025.
Accordingly, any nominating shareholder or shareholder group must
submit their notice on Schedule 14N, of their director nominees for
the purposes of including such director nominees in the Company's
proxy materials to the attention of Vanessa Carle, Head of Legal at
vcarle@lexariabioscience.com by no later than noon Eastern Time on
Monday, Nov. 25, 2024.
About Lexaria
Headquartered in Kelowna BC Canada, Lexaria Bioscience Corp. --
http://www.lexariabioscience.com-- is a biotechnology company
developing the enhancement of the bioavailability of a broad range
of fat-soluble active molecules and active pharmaceutical
ingredients ("APIs") using its patented DehydraTECH drug delivery
technology. Lexaria's patented drug delivery technology,
DehydraTECH, improves the way active pharmaceutical ingredients
(APIs) enter the bloodstream by promoting more effective oral
delivery. Since 2016, DehydraTECH has repeatedly demonstrated the
ability to increase bio-absorption with cannabinoids, antiviral
drugs, GLP-1 and more. DehydraTECH has also evidenced an ability
to deliver some drugs more effectively across the blood brain
barrier. DehydraTECH combines lipophilic molecules or APIs with
specific long-chain fatty acids and carrier compounds that improve
the way they enter the bloodstream, increasing their effectiveness
and allowing for lower overall dosing while promoting healthier
oral ingestion methods.
"Since inception, the Company has incurred significant operating
and net losses. Net losses attributable to shareholders were $3.6
million and $5.5 million for the nine-months ended May 31, 2024,
and 2023, respectively. As of May 31, 2024, we had an accumulated
deficit of $49.4 million. We expect to continue to incur
significant operational expenses and net losses in the upcoming 12
months. Our net losses may fluctuate significantly from quarter to
quarter and year to year, depending on the stage and complexity of
our research and development (R&D) studies and corporate
expenditures, additional revenues received from the licensing of
our technology, if any, and the receipt of payments under any
current or future collaborations we may enter into. The recurring
losses and negative net cash flows raise substantial doubt as to
the Company's ability to continue as a going concern," said Lexaria
in its Quarterly Report for the period ended May 31, 2024.
LIFE TIME: S&P Rates New $400MM Senior Secured Notes 'BB'
---------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '1'
recovery rating to fitness company Life Time Inc.'s proposed $400
million senior secured notes due 2031. The '1' recovery rating
indicates its expectation for substantial (90%-100%; rounded
estimate: 95%) recovery for noteholders in the event of a default.
The company plans to use the proceeds of the proposed notes and the
$1 billion term loan due 2031 to refinance its existing $925
million secured notes due 2026 and the $475 million senior
unsecured notes due 2026. The proposed transaction is leverage
neutral, and therefore the 'B+' issuer credit rating and stable
outlook on Life Time are unchanged.
ISSUE RATINGS - RECOVERY ANALYSIS
Key analytical factors:
-- S&P's simulated default scenario contemplates a default
occurring in 2028 due to a slow recovery in Life Time's memberships
and EBITDA. This is due to prolonged economic weakness and
increased competitive pressures that contribute to severe customer
attrition.
-- S&P believes if the company were to default, it would continue
to have a viable business model given its high-end, full-service
clubs and the high quality of its real estate. S&P anticipates its
lenders would achieve the greatest recovery value through a
reorganization rather than a liquidation.
S&P said, "We revised our approach to Life Time's valuation in a
default scenario to better capture the company's significant owned
real estate. We revised the net enterprise value to $2.5 billion,
up from $1.85 billion in our previous analysis, by incorporating an
EBITDA multiple and a stress assumption to the company's real
estate. We assume a reorganization following default and used an
emergence EBITDA multiple of 6.0x to value the company, in line
with other rated fitness club operators, and apply a 35% stress to
the company's net book value to obtain our net enterprise value."
Simulated default assumptions:
-- Year of default: 2028
-- EBITDA at emergence: $242 million
-- EBITDA multiple: 6.0x
-- Revolving credit facility: 85% drawn at default
Real Estate Valuation:
-- Net book value: $1.9 billion
S&P applies a 35% stress to the company's net book value to arrive
at its gross discrete asset value.
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): $2.5
billion
-- Obligor/nonobligor split: 100%/0%
-- Value available for first-lien claims: $2.5 billion
-- Estimated first-lien claims: $2.0 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
Note: All debt amounts include six months of prepetition interest.
LIFESCAN GLOBAL: $1.01BB Bank Debt Trades at 62% Discount
---------------------------------------------------------
Participations in a syndicated loan under which LifeScan Global
Corp is a borrower were trading in the secondary market around 37.6
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $1.01 billion Term loan facility is scheduled to mature on
December 31, 2026. About $842.7 million of the loan is withdrawn
and outstanding.
LifeScan Global Corporation is a provider of blood glucose
monitoring systems for home and hospital use.
LOGIX HOLDING: $250MM Bank Debt Trades at 45% Discount
------------------------------------------------------
Participations in a syndicated loan under which Logix Holding Co
LLC is a borrower were trading in the secondary market around 54.9
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $250 million Term loan facility is scheduled to mature on
December 23, 2024. About $178.1 million of the loan is withdrawn
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.
MAGNOLIA TRACE APTS: Sec. 341(a) Meeting of Creditors on Nov. 21
----------------------------------------------------------------
Magnolia Trace Apts LLC filed Chapter 11 protection in the Middle
District of Louisiana. According to court documents, the Debtor
reports between $10 million and $50 million in debt owed to 1 and
49 creditors. The petition states that funds will be available to
unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
November 21, 2024 at 11:00 a.m. via Telephone Conference.
About Magnolia Trace Apts LLC
Magnolia Trace Apts LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Magnolia Trace Apts LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. La. Case No. 24-10901) on Oct. 16,
2024. In the petition filed by Elizabeth LaPuma, as authorized
agent, the Debtor reports estimated assets and liabilities between
$10 million and $50 million each.
The Debtor is represented by:
William E. Steffes, Esq.
THE STEFFES LAW FIRM, LLC
13702 Coursey Blvd.
Building 3
Baton Rouge, LA 70817
Tel: 225-751-1751
E-mail: bsteffes@steffeslaw.com
MAVENIR SYSTEMS: $145MM Bank Debt Trades at 33% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Mavenir Systems Inc
is a borrower were trading in the secondary market around 67.5
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $145 million Term loan facility is scheduled to mature on
August 18, 2028. About $142.9 million of the loan is withdrawn and
outstanding.
Mavenir Systems, Inc. provides software-based networking solutions.
The Company offers internet protocol based voice, videos,
communication, and messaging services, as well as multimedia
subsystem, evolved packet core, and session border controller.
MAVENIR SYSTEMS: $585MM Bank Debt Trades at 37% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Mavenir Systems Inc
is a borrower were trading in the secondary market around 62.9
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $585 million Term loan facility is scheduled to mature on
August 18, 2028. About $567.5 million of the loan is withdrawn and
outstanding.
Mavenir Systems, Inc. provides software-based networking solutions.
The Company offers internet protocol based voice, videos,
communication, and messaging services, as well as multimedia
subsystem, evolved packet core, and session border controller.
MERCER INTERNATIONAL: S&P Rates New US$200MM Unsecured Notes 'B'
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '4'
recovery rating, to pulp and lumber producer Mercer International
Inc.'s proposed US$200 million senior unsecured notes due 2028. S&P
assumes the proposed notes will rank pari passu with the company's
existing senior unsecured notes. S&P expects the company to use
proceeds from the issuance, in addition to about US$100 million of
cash on hand, to repay US$300 million of its senior unsecured notes
due January 2026. The '4' recovery rating on the notes indicates
its expectation of average (30%-50%; rounded estimate: 30%)
recovery in the event of default.
S&P said, "All other ratings on Mercer are unchanged, including our
'B' long-term issuer credit rating on the company. The outlook is
negative. We anticipate that a decline in Mercer's gross debt (by
around US$100 million) resulting from the proposed transaction will
contribute to a slight improvement in prospective credit measures,
but not to an extent that changes our view of the rating or
outlook. We continue to expect adjusted credit measures to be weak
for the rating over the next year or two, including adjusted debt
to EBITDA in the 6x area through 2025 amid continued volatility in
commodity prices. At these levels, we think there is less room
within the rating for commodity prices or operating performance to
trend weaker than we expect. We assume increases in pulp and lumber
prices combined with a modest decline in pulp production cash costs
over the next couple of years to significantly improve earnings for
Mercer, contributing to adjusted debt to EBITDA approaching the 5x
area by 2026.
"We could lower our rating on Mercer within the next 12 months if
we expect it will sustain adjusted debt to EBITDA above 6x beyond
next year. This could occur if unit cash costs remain higher than
we anticipate without being offset by stronger commodity prices. In
such a scenario, we would expect lower EBITDA and free operating
cash flow (FOCF) generation. We could also lower the rating if
Mercer's liquidity position deteriorates in our view, potentially
resulting from lower cash and revolver availability. We could
revise our outlook to stable within the next 12 months if market
conditions for Mercer are better than we anticipate, leading us to
believe that adjusted debt to EBITDA is likely to drop below 6x
well within a couple of years. In this scenario, we would also
expect Mercer to have adequate liquidity with ample covenant
headroom."
ISSUE RATINGS—RECOVERY ANALYSIS
Key analytical factors
-- S&P updated its recovery analysis to incorporate the proposed
US$200 million senior unsecured note issuance that it assumes will
rank pari passu to the existing unsecured notes in Mercer's capital
structure (and will be used, in addition to cash on hand, to repay
US$300 million of 5.5% senior unsecured notes due January 2026).
-- The company's capital structure pro forma the proposed
transaction, includes the proposed senior unsecured notes, US$200
million of 12.875% senior unsecured notes due October 2028, US$875
million of 5.125% senior unsecured notes due January 2029, a C$160
million asset-based lending (ABL) facility due January 2027, and a
EUR370 million unsecured revolving credit facility at Mercer's
German subsidiary due September 2027.
-- The '4' recovery rating and 'B' issue-level rating on the
company's existing unsecured notes are unchanged and correspond
with S&P's estimate of average (30%-50%; rounded estimate: 30%)
recovery in a hypothetical default scenario.
-- S&P values Mercer on a going-concern basis using a 5x multiple
of its projected emergence EBITDA of about US$189 million.
-- S&P estimates that, for the company to default, EBITDA would
need to shapely weaken, most likely caused by sustained
deterioration in pulp prices that erodes liquidity and Mercer's
ability to fund fixed charges.
-- S&P assumes that, in our hypothetical bankruptcy scenario,
Mercer will draw on 60% of its Celgar and Peace River mills'
revolving ABL credit facility and 85% of its German revolving
credit facility. The German facility is unsecured and guaranteed by
Mercer's German subsidiary.
-- Mercer's unsecured notes are guaranteed by its North American
subsidiaries and have an equity claim against its nonguarantor
German subsidiary.
-- In S&P's analysis, it assumes that, in a default scenario, the
credit facilities are fully covered, and the remaining net
enterprise value is almost exclusively available for senior
unsecured note claims.
Simulated default assumptions
-- Simulated year of default: 2027
-- Emergence EBITDA after recovery adjustments: US$189 million
EBITDA multiple: 5x
-- Net enterprise value (after 5% administrative expenses): US$899
million
-- Credit facility claims: US$465 million
Simplified waterfall
-- Collateral value available to unsecured note claims: US$433
million
-- Senior unsecured notes claims: US$1.323 billion
--Recovery expectations: 30%-50% (rounded estimate: 30%)
MICHAEL J. WEISS: Seeks Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Emily Lever of Law360 reports that New Jersey personal injury law
firm Michael J. Weiss Inc. has filed for Chapter 11 bankruptcy,
citing $697,397.86 in state tax liabilities, according to court
filings.
About Michael J. Weiss Inc.
Michael J. Weiss Inc. is a personal injury law firm.
Michael J. Weiss Inc. sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-20249) on October 16,
2024. In its petition, the Debtor reports estimated assets up to
$50,000 and estimated liabilities between $500,000 and $1 million.
The Debtor is represented by:
Scott D. Sherman, Esq.
MINION & SHERMAN
33 Clinton Road
Suite 105
West Caldwell, NJ 07006
973-882-2424
Fax : 973-882-0856
Email: ssherman@minionsherman.com
MICHAELS COS: $1.95BB Bank Debt Trades at 20% Discount
------------------------------------------------------
Participations in a syndicated loan under which Michaels Cos
Inc/The is a borrower were trading in the secondary market around
79.7 cents-on-the-dollar during the week ended Friday, Oct. 18,
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.
MISSISSIPPI EMBROIDERY: Files for Chapter 11 Bankruptcy
-------------------------------------------------------
Mississippi Embroidery LLC filed Chapter 11 protection in the
Southern District of Mississippi. According to court documents, the
Debtor reports between $1 million and $10 million in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
About Mississippi Embroidery LLC
Mississippi Embroidery LLC is a limited liability company.
Mississippi Embroidery LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 24-51481) on
October 16, 2024. In the petition filed by Gary A. Parker, as
owner/operator, the Debtor reports estimated assets up to $50,000
and estimated liabilities between $1 million and $10 million.
The Honorable Bankruptcy Judge Katharine M. Samson oversees the
case.
The Debtor is represented by:
Nicholas T. Grillo, Esq.
GRILLO LAW FIRM
P.O. Box 1104
Hattiesburg, MS 39403
Tel: (769) 390-7935
Email: grillolawms@gmail.com
MOUNTAIN DUE: Seeks to Sell Restaurant Assets, Liquor License
-------------------------------------------------------------
Mountain Due LLC, also known as the Melting Pot Bethlehem, will ask
approval from the U.S. Bankruptcy Court for the Eastern District of
Pennsylvania to sell substantially all of its Assets, free and
clear of liens, claims, and encumbrances.
The Assets for sale include the Northampton County Liquor License
No. 15919, LID 61516, inventory and equipment, office furniture,
fixtures, and collectibles, and all of the assets, operations, and
goodwill owned or leased by the Debtor and used in the operation of
the Melting Pot Restaurant.
The Debtor also seeks to assume and assign to the ultimate buyer:
-- the lease located at 1 E. Broad Street Suite 100,
Bethlehem, PA 18018, with Broad and New Development Associates, LP;
and
-- the franchise agreement with the Melting Pot Restaurants
Inc.
The Debtor obtained a $810,000 Small Business Administration (SBA)
guaranteed loan from Firstrust Bank, which was secured by a lien on
all of the Debtor's assets. As of the petition date, Firstrust
alleges the Debtor owes approximately $447,593 on account of the
loan.
The SBA also alleges it is secured by a lien on all of the Debtor's
assets on account of a $471,484 EIDL loan.
On August 15, 2024, The Melting Pot Inc., on behalf of the Debtor,
marketed the Assets for sale to its 91 existing franchises and on
September 23, 2024, an Auction was held where competitive bidding
took place between the owner of a Melting Pot Restaurant in
Harrisburg and the owner of a Melting Pot Restaurant in King of
Prussia bid in varying increments.
The Auction was attended by the counsel of Firstrust Bank, counsel
for the Melting Pot Inc., counsel for the Estate of Jennifer
O'Leary together with Liam O'Leary, and the Debtor's chief
restructuring officer.
DEP Partners LLC, owners of the King of Prussia Melting Pot
Restaurant location, comprise the winning bidder group with a cash
bid of $625,000 together with the assumption of the following
obligations of the Debtor:
-- The amounts due to Broad and New Development Associates LP
including post-petition charges for rent, CAM, insurance, taxes and
utilities in the estimated amount of $18,424.48;
-- The post-petition amounts due to the franchisor, The
Melting Pot Restaurants Inc., for royalties and contributions to
the brand development fund in the amount of $45,660.27; and
-- The reimbursement of The Melting Pot Restaurants Inc. for
the costs to temporarily provide management services in August and
September 2024 in the amount of $16,339.73
The Debtor also proposes an Interim Beverage Management Agreement
between the Debtor and the Buyer in which DEP Partners agrees to
provide the Debtor with management services from the effective date
of the purchase agreement.
Meanwhile, Brian Sikorski, Shannon Sikorski, Anthony Wheeler, and
Ian Ruppel, owners of the Melting Pot Restaurant located in
Harrisburg, Pennsylvania, have agreed to be a backup bidder with a
bid for the Assets of the Debtor in the amount of $610,000.
DEP's winning bid sets a minimum purchase price which is fair and
equitable for the estate, and if, at the hearing of the motion
another qualified bidder makes a competitive and higher bid for the
Assets, the Debtor will entertain such a bid.
The Debtor believes that the prompt sale of the Assets is the best
interests of the creditors and the estates.
About Mountain Due LLC
Mountain Due, LLC is a Tampa-based fondue franchise with multiple
restaurants across the U.S.
Mountain Due sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Pa. Case No. 24-11987) on June 10,
2024. In the petition signed by Christopher McCarthy, vice
president, the Debtor disclosed up to $10 million in both assets
and liabilities.
Judge Patricia M. Mayer presides over the case.
The Debtor tapped Albert A. Ciardi, III, Esq., at Ciardi Ciardi and
Astin as legal counsel and Asterion, Inc. as chief restructuring
officer.
MP BUILD: U.S. Trustee Appoints Creditors' Committee
----------------------------------------------------
The U.S. Trustee for Region 6 appointed an official committee to
represent unsecured creditors in the Chapter 11 case of MP Build
Group, LLC.
The committee members are:
1. Frederick Brown
Cedar West Texas, LLC
2150 Elm Terrace Lane
Prosper, TX 75078
Frederickdbrown03@gmail.com
2. Ariel Leslie
8425 Honeylocust St.
McKinney, TX 75071
Ariel.leslie2019@gmail.com
3. Gerrie Dozier
11Eleven Rentals, LLC
4518 Collins Ave.
Atlanta, GA 30342
gerriedozier@gmail.com
4. Candida Bell
Forest One, LLC
12511 Shelby Court
Lake Oswego, OR 97035
Candidabell@yahoo.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 MP Build Group
MP Build Group LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).
MP Build Group sought relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Tex. Case No. 24-41841) on August 5, 2024, with
$1 million to $10 million in both assets and liabilities. Micaiah
Pruitt, sole member of MP Build Group, signed the petition.
Judge Brenda T. Rhoades handles the case.
The Debtor is represented by Brandon Tittle, Esq., at Tittle Law
Group, PLLC.
NANOVIBRONIX INC: Annual Meeting of Stockholders Set for Dec. 19
----------------------------------------------------------------
NanoVibronix, Inc. disclosed in a Form 8-K Report filed with the
U.S. Securities and Exchange Commission that the Board of Directors
of the Company determined that the Company's 2024 Annual Meeting of
Stockholders will be held on Thursday, December 19, 2024, and that
the record date for the determination of stockholders of the
Company entitled to receive notice of and to vote at the 2024
Annual Meeting shall be the close of business on October 28, 2024.
The time and location of the 2024 Annual Meeting will be as set
forth in the Company's definitive proxy statement for the 2024
Annual Meeting to be filed with the Securities and Exchange
Commission.
About NanoVibronix
Elmsford, N.Y.-based NanoVibronix, Inc., a Delaware corporation,
commenced operations on October 20, 2003, and is a medical device
company focusing on noninvasive biological response-activating
devices that target wound healing and pain therapy and can be
administered at home without the assistance of medical
professionals.
As of June 30, 2024, NanoVibronix had $5,696,000 in total assets,
$2,855,000 in total liabilities, and $2,841,000 in total
stockholders' equity.
Going Concern
NanoVibronix cautioned in a Form 10-Q Report for the quarterly
period ended June 30, 2024, that substantial doubt exists about its
ability to continue as a going concern. According to the Company,
it has incurred losses in the amount of approximately $1,276,000
during the six months ended June 30, 2024, as it continues to
maintain significant net operating losses from operations. It also
had negative cash flow from operating activities of $1,113,000 for
the six months ended June 30, 2024. The Company had a cash balance
of just over $2,170,000 as of June 30, 2024, and it expects to
continue to incur losses and negative cash flows from operating
activities. Due to the continued expected negative cash flow from
operations and the potential arbitration payment, if it is
unsuccessful in its appeals, the Company does not have sufficient
resources to fund operations for at least the next 12 months from
June 30, 2024, raising substantial doubt of its ability to continue
as a going concern.
NAYA STONE: Hits Chapter 11 Bankruptcy Protection
-------------------------------------------------
Naya Stone LLC filed Chapter 11 protection in the District of New
Jersey. According to court filing, the Debtor reports between $1
million and $10 million in debt owed to 1 and 49 creditors. The
petition states that funds will be available to unsecured
creditors.
About Naya Stone LLC
Naya Stone LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Case No. 24-20223) on October 15,
2024. In the Avraham Dahan, as President of Dayton Services Corp.,
Majority Member, the Debtor reports estimated assets and
liabilities between $1 million and $10 million each.
The Debtor is represented by:
Anthony Sodono, III, Esq.
McMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue
Second Floor
Roseland, NJ 07068
Tel: 973-622-1800
NEXTDECADE CORP: Board Appoints Arnaud Lenail-Chouteau as Director
------------------------------------------------------------------
NextDecade Corporation disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 16, 2024, pursuant
to the terms of that certain Purchaser Rights Agreement, dated as
of June 14, 2023, by and between the Company and Global LNG North
America Corp., the Board of Directors of the Company appointed
Arnaud Lenail-Chouteau as a Class A director of the Board. Mr.
Lenail-Chouteau will serve as a Class A director until the
Company's 2025 annual meeting of stockholders or until his
successor is duly elected and qualified or the earlier of his
death, resignation or removal.
As reported in the Company's Current Report on Form 8-K filed on
Sept. 26, 2024, Thibaud de Preval previously notified the Company
of his intent to resign from the Board, and his resignation was
effective as of the date of Mr. Lenail-Chouteau's appointment to
the Board.
Mr. Lenail-Chouteau, 50, has over 25 years of experience at
TotalEnergies, a multi-energy company that produces and markets
fuels, natural gas and electricity, across a wide range of
disciplines, including oil and gas exploration, geoscience,
business development, asset management and strategy, carbon capture
and other decarbonization initiatives. Since July 2023, Mr.
Lenail-Chouteau has served as Vice President, LNG Assets and
Business Development, with various mandates as director or
president of certain TotalEnergies affiliates. Prior to such role,
he served as vice president, Exploration Strategy from September
2021 to June 2023 and as Vice President, Business Gas and Planning
with TotalEnergies' affiliate in Abu Dhabi from September 2019 to
September 2021. Mr. Lenail-Chouteau has received Master of Science
degrees from the Universite Pierre et Marie Curie and the French
Petroleum Institute (IFP School) and a Master of Public
Administration degree from College des Hautes Etudes de L'institut
Diplomatique (College of Advanced Studies of the Diplomatic
Institute). Mr. Lenail-Chouteau was designated as a director by
Global LNG North America Corp. pursuant to the Purchaser Rights
Agreement.
The Board believes that Mr. Lenail-Chouteau's extensive experience
in the oil and gas exploration, LNG and carbon capture sectors
provides Mr. Lenail-Chouteau with the qualifications and skills to
serve as a Company director.
There are no family relationships between Mr. Lenail-Chouteau and
any other director or executive officer of the Company. As a
director nominated to the Board pursuant to an agreement with the
Company, Mr. Lenail-Chouteau will be entitled to reimbursement of
reasonable out-of-pocket expenses incurred in connection with
attending meetings of the Board. Mr. Lenail-Chouteau has no direct
or indirect material interest in any transactions required to be
disclosed pursuant to Item 404(a) of Regulation S-K.
About NextDecade Corporation
NextDecade Corporation, a Delaware corporation, is a Houston-based
energy company primarily engaged in construction and development
activities related to the liquefaction of natural gas and sale of
LNG, and the capture and storage of CO2 emissions. The Company is
constructing and developing a natural gas liquefaction and export
facility located in the Rio Grande Valley in Brownsville, Texas,
which currently has three liquefaction trains and related
infrastructure under construction.
Houston, Texas-based Grant Thornton LLP, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated March 11, 2024, citing that the Company has incurred
operating losses since its inception and management expects
operating losses and negative cash flows to continue for the
foreseeable future. These conditions, along with other matters,
raise substantial doubt about the Company's ability to continue as
a going concern.
NOVABAY PHARMACEUTICALS: Schedules Special Meeting for Nov. 22
--------------------------------------------------------------
NovaBay Pharmaceuticals, Inc. announced that it anticipates hosting
a special meeting of stockholders on Nov. 22, 2024 for stockholders
to approve: (1) the Company's sale to PRN Physician Recommended
Nutriceuticals, LLC of the Company's eyecare products sold under
the Avenova brand and the related assets, which will constitute
substantially all of the Company's operating assets, and (2) the
potential voluntary liquidation and dissolution of the Company,
subject to the discretion of the Company's Board of Directors to
proceed with the Dissolution.
The Company expects to report its financial results for the quarter
ended Sept. 30, 2024 when filing its Quarterly Report on Form 10-Q.
However, in connection with the filing of its definitive proxy
statement on Schedule 14A for the Special Meeting on Oct. 16, 2024
and the proposal related to the Dissolution, the Company reported
its preliminary unaudited cash and cash equivalents of $776,000 as
of Sept. 30, 2024.
This preliminary unaudited estimated consolidated financial
information was prepared by the Company's management and represents
an estimate based on information currently available to the Company
and is subject to change. The Company has provided estimates (and
in certain cases, ranges of estimates) because the Company has not
yet completed its normal review procedures for this period. The
actual, reported financial information may differ materially from
the estimate presented. In particular, the actual, reported
financial information remains subject to the completion of the
Company's other quarterly closing procedures and the review of the
Company's unaudited condensed consolidated financial statements by
the Company's independent registered public accounting firm,
WithumSmith+Brown, PC.
About Novabay
Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com/-- develops and sells
scientifically created and clinically proven eyecare and skincare
products. The Company's leading product, Avenova Antimicrobial Lid
and Lash Solution, or Avenova Spray, is proven in laboratory
testing to have broad antimicrobial properties as it removes
foreign material, including microorganisms and debris, from the
skin around the eye, including the eyelid.
San Francisco, California-based WithumSmith+Brown, PC, the
Company's auditor since 2010, issued a "going concern"
qualification in its report dated March 26, 2024, citing that the
Company has sustained operating losses for the majority of its
corporate history and expects that its 2024 expenses will exceed
its 2024 revenues, as the Company continues to invest in its
commercialization efforts. Additionally, the Company expects to
continue incurring operating losses and negative cash flows until
revenues reach a level sufficient to support ongoing growth and
operations. Accordingly, the Company has determined that its
planned operations raise substantial doubt about its ability to
continue as a going concern.
NUZEE INC: Establishes Multiple Offices to Expand Global Business
-----------------------------------------------------------------
Nuzee, Inc. announced Oct. 17 that the Company has moved its U.S.
operations from California to Florida, and in order to develop its
global business, the Company has established offices in Singapore,
Hong Kong, Mainland China and other regions.
The Company also announced that Mr. Randy Weaver, the Company's
former co-chief executive officer, has departed from the Company
effective Aug. 30, 2024. Ms. Jianshuang Wang, the Chairwoman of
the Board of Directors and the chief executive officer of Company,
will continue to serve as the Company's chief executive officer,
having assumed full responsibilities for the role.
Ms. Jiangshang Wang, the Chairman of the Board of Directors and the
chief executive officer of NUZEE, commented: "As the new CEO of the
Company, I will propose a long-term strategic approach that is more
suitable for the development of Nuzee, to meet the constantly
changing market demands. I hope that with the development of the
Company's global business, the Company may improve its performance
and create greater value for its shareholders."
About Nuzee Inc.
Headquartered in Vista, California, 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 their connection, management, and operation of marketing
channels domestically and globally.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2013, issued a "going concern" qualification in its report dated
Jan. 16, 2024, citing that the Company has suffered recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.
In its Quarterly Report for the period ended June 30, 2024, Nuzee
said, "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."
NUZEE INC: Sells $1.6 Million Worth of Common Shares
----------------------------------------------------
NuZee, Inc. reported in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 14, 2024, the Company issued
2,807,015 shares of common stock in consideration with the purchase
price of $1,600,000 to four non-U.S. investors pursuant to the
Purchase Agreement following receipt of the purchase amounts. The
Company expects to close the sale of the remaining Common Stock
with a principal amount of $400,000 in due course.
On Sept. 24, 2024, NuZee entered into a securities purchase
agreement with certain investors, providing for the sale and
issuance of 3,508,769 shares of the Company's common stock, par
value $0.00001 per share, for an aggregate purchase price of
$2,000,000 at the Nasdaq Minimum Price (as defined in Nasdaq Rule
5635(d)), or $0.57 per share.
About Nuzee Inc.
Headquartered in Vista, California, Nuzee, Inc. is a specialty
coffee and technologies company and a co-packer of single-serve
pour over coffee in the United States, as well as a preeminent
co-packer of coffee brew bags, which is also referred to as tea-bag
style coffee. In addition to its single-serve pour over and coffee
brew bag coffee products, the Company has expanded its product
portfolio to offer a third type of single-serve coffee format,
DRIPKIT pour over products, as a result of its acquisition of
substantially all of the assets of Dripkit, Inc.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2013, issued a "going concern" qualification in its report dated
Jan. 16, 2024, citing that the Company has suffered recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going
concern.
In its Quarterly Report for the period ended June 30, 2024, Nuzee
said, "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."
OCTAGON 65: Fitch Assigns 'BB-sf' Rating on E Notes, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned ratings and Rating Outlooks to Octagon
65, Ltd.
Entity/Debt Rating Prior
----------- ------ -----
Octagon 65, Ltd.
A-1 LT AAAsf New Rating AAA(EXP)sf
A-2 LT AAAsf New Rating AAA(EXP)sf
B LT AAsf New Rating AA(EXP)sf
C LT Asf New Rating A(EXP)sf
D-1 LT BBB-sf New Rating BBB-(EXP)sf
D-2 LT BBB-sf New Rating BBB-(EXP)sf
E LT BB-sf New Rating BB-(EXP)sf
Subordinated LT NRsf New Rating NR(EXP)sf
Transaction Summary
Octagon 65, LTD. (the issuer) is an arbitrage cash flow
collateralized loan obligation (CLO) that will be managed by
Octagon Credit Investors, LLC. Net proceeds from the issuance of
the secured and subordinated notes will provide financing on a
portfolio of approximately $500 million of primarily first lien
senior secured leveraged loans.
KEY RATING DRIVERS
Asset Credit Quality (Negative): The average credit quality of the
indicative portfolio is 'B', which is in line with that of recent
CLOs. The weighted average rating factor (WARF) of the indicative
portfolio is 23.95, versus a maximum covenant, in accordance with
the initial expected matrix point of 26. Issuers rated in the 'B'
rating category denote a highly speculative credit quality;
however, the notes benefit from appropriate credit enhancement and
standard U.S. CLO structural features.
Asset Security (Positive): The indicative portfolio consists of
97.18% first-lien senior secured loans. The weighted average
recovery rate (WARR) of the indicative portfolio is 74.15% versus a
minimum covenant, in accordance with the initial expected matrix
point of 70.2%.
Portfolio Composition (Positive): The largest three industries may
comprise up to 37% of the portfolio balance in aggregate while the
top five obligors can represent up to 12.5% of the portfolio
balance in aggregate. The level of diversity resulting from the
industry, obligor and geographic concentrations is in line with
other recent CLOs.
Portfolio Management (Neutral): The transaction has a five-year
reinvestment period and reinvestment criteria similar to other
CLOs. Fitch's analysis was based on a stressed portfolio created by
adjusting to the indicative portfolio to reflect permissible
concentration limits and collateral quality test levels.
Cash Flow Analysis (Positive): Fitch used a customized proprietary
cash flow model to replicate the principal and interest waterfalls
and assess the effectiveness of various structural features of the
transaction. In Fitch's stress scenarios, the rated notes can
withstand default and recovery assumptions consistent with their
assigned ratings.
The WAL used for the transaction stress portfolio and matrices
analysis is 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period. In Fitch's opinion, these conditions would reduce the
effective risk horizon of the portfolio during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Variability in key model assumptions, such as decreases in recovery
rates and increases in default rates, could result in a downgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
a metric. The results under these sensitivity scenarios are as
severe as between 'BBB+sf' and 'AA+sf' for class A-1, between
'BBB+sf' and 'AA+sf' for class A-2, between 'BB+sf' and 'A+sf' for
class B, between 'B+sf' and 'BBB+sf' for class C, between less than
'B-sf' and 'BB+sf' for class D-1, between less than 'B-sf' and
'BB+sf' for class D-2, and between less than 'B-sf' and 'B+sf' for
class E.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrade scenarios are not applicable to the class A-1 and class A-2
notes as these notes are in the highest rating category of
'AAAsf'.
Variability in key model assumptions, such as increases in recovery
rates and decreases in default rates, could result in an upgrade.
Fitch evaluated the notes' sensitivity to potential changes in such
metrics; the minimum rating results under these sensitivity
scenarios are 'AAAsf' for class B, 'AAsf' for class C, 'Asf' for
class D-1, 'A-sf' for class D-2, and 'BBB+sf' for class E.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognized statistical rating organizations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information.
Overall, Fitch's assessment of the asset pool information relied
upon for its rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Octagon 65, Ltd. In
cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis.
OMNIQ CORP: Joins Forces With NEC to Enhance Public Safety
----------------------------------------------------------
OMNIQ Corp., a leading provider of AI-based solutions, announced
its continued collaboration with NEC, one of the global leaders in
biometric information technology and network solutions. Together,
the companies are bringing modern innovations to public safety and
security markets, harnessing the strengths of both organizations to
deliver unparalleled technological advancements.
This relationship aims to greatly enhance security and operational
efficiency in public safety. By combining OMNIQ's AI-driven face
capture and vehicle recognition with NEC's advanced facial
recognition and database technologies, this collaboration provides
comprehensive solutions to key challenges in law enforcement,
transportation, military, and urban infrastructure sectors.
Shai Lustgarten, CEO of OMNIQ, commented, "Our relationship with a
global, reputable company like NEC has allowed us to deliver
high-tech solutions that meet the evolving demands of public
safety. The synergy between our proprietary AI-driven systems and
NEC's cutting-edge innovations is instrumental in advancing
critical infrastructure protection, enabling authorities to respond
more effectively to threats and ensure safer environments for
communities."
John Whiteman, OMNIQ's Executive Director of Sales, added, "NEC has
been an exceptional partner, and together, we are targeting
significant milestones. Our combined technologies provide a
comprehensive solution for modern security challenges. As we look
to the future, we are excited to continue building on this success
and delivering even more innovative solutions to our clients."
The relationship between OMNIQ and NEC combines OMNIQ's advanced
vision recognition systems with NEC's expertise in biometrics,
artificial intelligence, and network technologies. Together, these
systems create access control for secure sites using facial
recognition biometrics while also giving real-time analytics,
enhanced situational awareness, and proactive threat detection.
"We are confident that by continuing to combine our technical
capabilities, OMNIQ and NEC will be at the forefront of shaping the
future of public safety," Lustgarten added. "Our focus is to build
on the momentum of our previous projects and extend our offerings
with more robust, scalable solutions for cities and public
institutions."
The OMNIQ-NEC collaboration exemplifies the potential of
cross-industry collaboration, as both companies draw on their
expertise to create value for government agencies and private
enterprises alike. Together, they are poised to lead the charge in
transforming security technologies, enabling safer cities and more
efficient public infrastructure.
About NEC Corporation
of America
NEC Corporation of America (NEC) is a leading technology integrator
providing solutions that improve the way people work and
communicate. NEC delivers integrated Solutions for Society that are
aligned with our customers' priorities to create new value for
people, businesses, and society, with a special focus on safety,
security, and efficiency. We deliver one of the industry's
strongest and most innovative portfolios of communications,
analytics, security, biometrics, and technology solutions that
unleash customers' productivity potential. Through these solutions,
NEC combines its best-in-class solutions and technology and
leverages a robust partner ecosystem to solve today's most complex
business problems. NEC Corporation of America is a wholly-owned
subsidiary of NEC Corporation, a global technology leader with 284
group companies in more than 50 countries and $25 billion in
revenues. For more information, please visit www.necam.com.
About Omniq
OmniQ Corporation -- www.omniq.com -- provides computerized and
machine vision image processing solutions that use patented and
proprietary AI technology to deliver real-time object
identification, tracking, surveillance, and monitoring for the
Supply Chain Management, Public Safety, and Traffic Management
applications. The technology and services provided by the Company
help clients move people, objects, and manage big data safely and
securely through airports, warehouses, schools, and national
borders and in many other applications and environments.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated April 1, 2024, citing that the Company has a deficit in
stockholders' equity and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
OmniQ reported a net loss of $29.43 million for the year ended Dec.
31, 2023, compared to a net loss of $13.61 million for the year
ended Dec. 31, 2022. As of June 30, 2024, OMNIQ had $42.62 million
in total assets, $80.97 million in total liabilities, and $38.36
million in total stockholders' deficit.
ONITY GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on Onity Group Inc. (Onity; previously Ocwen Financial Corp.). S&P
also assigned its 'B-' issue rating and '4' recovery rating to the
proposed $475 million senior secured notes due 2029.
The stable outlook reflects its expectation that Onity will
maintain S&P Global Ratings-adjusted debt to EBITDA of 3x-4x and
EBITDA interest coverage above 3x while continuing to grow and
diversify its servicing portfolio.
S&P said, "We expect Onity's stronger operating performance and
deleveraging [=plans to result in debt to EBITDA of 3.0x-4.0x over
the next 12-18 months. The rating affirmation reflects Onity's
growth in mortgage servicing rights (MSRs), adequate liquidity, and
sufficient cushion to covenants, which is partially offset by its
nominal market position. The company's total servicing unpaid
principal balance (UPB) was $304.5 billion as of June 30, 2024, up
from $288.5 billion as of June 30, 2023. Subservicing UPB increased
to $174 billion as of June 30, 2024, from $159 billion as of June
30, 2023, while mortgage servicing rights (MSR)-owned UPB declined
to $131 billion from $130 billion over the same period.
"For the 12 months ended June 30, 2024, Onity's debt to adjusted
EBITDA declined to 3.8x and we expect a further decline to about
3.5x pro forma. The lower leverage is primarily due to improving
margins driven by technology and process improvements, higher float
income due to higher interest rates, growth in higher-margin
products, and right-sizing of origination expenses. However, debt
to tangible equity remains high relative to peers at 3.9x as of
June 30, 2024, which we expect to decline to 3.8x on a proforma
basis."
Due to improving market conditions, Onity has seen a recovery in
the servicing business and a steady rise in origination volumes. As
a result, during the six months ended June 30, 2024, net income was
$40.6 million versus a net loss of $24.7 million for six months
ended June 30, 2023.
Onity is refinancing its existing capital structure through a
proposed $475 million senior secured notes issuance and several
other transactions. In addition to the proposed senior secured
notes, in September 2024 the company announced multiple
transactions that will result in total proceeds of $158 million to
support its new capital structure. The transactions included a 15%
MAV stake sale to Oaktree ($33 million), MAM Asset Acquisition ($46
million), securitization of reverse mortgage assets ($46 million),
and an MSR sale to a third party ($27 million). The company plans
to use the net proceeds from the transactions, along with those
from the $475 million senior secured notes, to repay its $313
million of senior secured PMC notes due 2026 and $285 million Onity
notes due 2027.
The $475 million senior secured notes will be initially issued by
PHH Escrow Issuer, LLC, and PHH Corporation will become a co-issuer
on the completion of the MAV sale in the fourth quarter of 2024.
The stable outlook reflects S&P's expectation that Onity will
maintain S&P Global Ratings-adjusted debt to EBITDA of 3x-4x and
EBITDA interest coverage above 3x while continuing to grow and
diversify its servicing portfolio.
S&P could lower the rating in the next 12 months if:
-- The company's interest coverage approaches 1.5x;
-- Debt to tangible equity erodes significantly;
-- The company approaches its debt covenants; or
-- Regulatory actions impede Onity's operations.
S&P could raise the rating if Onity sustains debt to EBITDA
comfortably below 4x, EBITDA interest coverage above 3x, and debt
to tangible equity below 2x while growing its servicing portfolio
without material regulatory issues.
OPTINOSE INC: Falls Short of Nasdaq's Minimum Bid Price Requirement
-------------------------------------------------------------------
OptiNose, Inc., reported in a Form 8-K filed with the Securities
and Exchange Commission that on Oct. 16, 2024, it received a
written notice from The Nasdaq Stock Market, LLC notifying the
Company that for the previous 30 consecutive business days, the bid
price for the Company's common stock, par value $0.001 per share,
had closed below the $1.00 per share minimum bid price requirement
for continued inclusion on The Nasdaq Global Market as set forth in
Nasdaq Listing Rule 5450(a)(1). The Notice has no effect at this
time on the listing of the Common Stock, which continues to trade
on The Nasdaq Global Market under the symbol "OPTN". In accordance
with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of
180 calendar days, or until April 14, 2025, to regain compliance
with the Minimum Bid Price Requirement. To regain compliance with
the Minimum Bid Price Requirement, the closing bid price of the
Common Stock must be at least $1.00 per share for a minimum of 10
consecutive business days prior to the Compliance Date.
If the Company does not regain compliance with the Minimum Bid
Price Requirement by the Compliance Date, the Company may be
eligible for a second 180 calendar day compliance period. If the
Company does not regain compliance within the allotted compliance
periods, including any extensions that may be granted by Nasdaq,
Nasdaq will provide notice that the Common Stock will be subject to
delisting. At such time, the Company may appeal the delisting
determination to a Nasdaq hearing panel. There can be no assurance
that the Company will be able to regain compliance with the Minimum
Bid Price Requirement or maintain compliance with any other listing
requirements.
The Company intends to actively monitor the minimum bid price of
the Common Stock and, as appropriate, will consider available
options to resolve the deficiencies and regain compliance with the
Minimum Bid Price Requirement including, without limitation,
soliciting stockholder approval to effect a reverse stock split.
About OptiNose, Inc.
Yardley, Pa.-based OptiNose, Inc. is a specialty pharmaceutical
company focused on the development and commercialization of
products for patients treated by ear, nose and throat (ENT) and
allergy specialists. The Company's first commercial product,
XHANCE (fluticasone propionate) nasal spray, 93 microgram (mcg), is
a therapeutic utilizing its proprietary Exhalation Delivery System
(EDS) that delivers a topically-acting corticosteroid for the
treatment of chronic rhinosinusitis with nasal polyps and, if
approved, chronic rhinosinusitis without nasal polyps (also known
as chronic sinusitis). Chronic rhinosinusitis is a serious nasal
inflammatory disease that is treated using therapies, such as
intranasal steroids (INS), which have significant limitations.
Philadelphia, Pa.-based Ernst & Young LLP, the Company's auditor
since 2016, issued a "going concern" qualification in its report
dated March 7, 2024, citing that the Company has incurred recurring
losses from operations, has a working capital deficiency and
expects to not be in compliance with certain debt covenants, and
has stated that substantial doubt exists about the Company's
ability to continue as a going concern.
PALATIN TECHNOLOGIES: Receives NYSE American Non-Compliance Notice
------------------------------------------------------------------
Palatin Technologies, Inc. announced that it received a notice from
the staff of NYSE American LLC that it was not in compliance with
the Exchange's continued listing standards under Section
1003(a)(iii) of the NYSE American Company Guide.
Section 1003(a)(iii) requires a listed company to have
stockholders' equity of $6 million or more if the listed company
has reported losses from continuing operations and/or net losses in
its five most recent fiscal years. Palatin previously reported that
it was not in compliance with continued listing standards under
Section 1003(a)(i) and (ii).
Palatin remains subject to the procedures and requirements of
Section 1009 of the NYSE American Company Guide. Palatin submitted
a plan (the "Plan") of actions it has taken or will take to regain
compliance with the continued listing standards by April 10, 2025.
The Exchange accepted the Plan and granted a Plan period through
April 10, 2025 to regain compliance with the continued listing
standards, which now includes continued listing standards under
Section 1003(a)(iii). Palatin will be able to continue its listing
during the Plan period and will be subject to periodic reviews,
including quarterly monitoring for compliance with the Plan.
Palatin is assessing and exploring multiple funding avenues and is
committed to undertaking a transaction or transactions in the
future to achieve compliance with the Exchange's requirements.
Receipt of the notice from the Exchange has no immediate effect on
the listing or trading of Palatin's common stock on the Exchange,
and does not affect Palatin's business, operations or reporting
requirements with the U.S. Securities and Exchange Commission.
About Palatin
Headquartered in New Jersey, Palatin -- www.Palatin.com -- is a
biopharmaceutical company developing first-in-class medicines based
on molecules that modulate the activity of the melanocortin
receptor systems, with targeted, receptor-specific product
candidates for the treatment of diseases with significant unmet
medical need and commercial potential. Palatin's strategy is to
develop products and then form marketing collaborations with
industry leaders to maximize their commercial potential.
Philadelphia, Pennsylvania-based KPMG LLP, the Company's auditor
since 2002, issued a "going concern" qualification in its report
dated Sept. 30, 2024, citing that the Company has incurred
operating losses and negative cash flows from operations since
inception and will need additional funding to complete planned
product development efforts that raise substantial doubt about its
ability to continue as a going concern.
PERKINS COMPOUNDING: Creditors to Get Proceeds From Liquidation
---------------------------------------------------------------
Perkins Compounding Pharmacy Inc. filed with the U.S. Bankruptcy
Court for the Southern District of Florida a Subchapter V
Liquidating Plan dated September 11, 2024.
The Debtor was formed on May 19, 2000, as a compounding pharmacy
located at 2050 40th Avenue, Suite 4, Vero Beach, FL. In March
2002, the pharmacy expanded to a full-service pharmacy at 4015 20th
Street Vero Beach, FL.
The Debtor is proposing to sell all of its assets towards
resolution of its debt issues, and to discontinue its business
operations. To that end, it submits this Liquidating Plan. The
stalking bidder in this liquidating plan is Vero Beach Compounding,
LLC ("VBC"). VBC is a newly formed subsidiary at Butterfields, and
Florida wide pharmacy manager. The Butterfield Brand has been
around for almost 75 years on the Treasure Coast.
Class II consists of General Unsecured Claims. This Class is
impaired. Unsecured claims, including the unsecured portion of the
SBA claim, are estimated to be approximately $700,000. Unsecured
claimants will be paid all remaining Liquidating Sale Proceeds
proratedly represented by the proportional amount their allowed
claim represents as to the total body of claims.
If the SBA does not consent to a carve out of a portion of its
wholly secured claim, there is unlikely to be any dividend for
unsecured creditors. Were this a Chapter 7 setting, the unsecured
creditors would receive no dividend, so the fair and equitable
standard is met.
Class III consists of Equity Holders. The sole equity interest
holder of the Debtor is Edwin Perkins, who will retain his interest
but is impaired as there will be no funds of benefit to him
personally from the now liquidated debtor.
A full-text copy of theSubchapter V Liquidating Plan dated
September 11, 2024 is available at https://urlcurt.com/u?l=NmZwDg
from PacerMonitor.com at no charge.
About Perkins Compounding Pharmacy
Perkins Compounding Pharmacy, Inc., was formed as a compounding
pharmacy.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 24-19058) on September
4, 2024, with $100,001 to $500,000 in assets and $500,001 to $1
million in liabilities.
Judge Erik P. Kimball oversees the case.
The Debtor tapped Julianne Frank, P.A as legal counsel.
POTTSVILLE OPERATIONS: Seeks Chapter 11 Bankruptcy Protection
-------------------------------------------------------------
Pottsville Operations LLC filed Chapter 11 protection in the
Western District of Pennsylvania.
The Debtors own and operate six skilled nursing facilities in
Pennsylvania:
* Hampton House Operations, LLC is a 104-bed facility located in
Wilkes-Barre, Pennsylvania doing business as Hampton House
Rehabilitation & Nursing Center, which leases its facility from
Hampton House Propco, LLC.
* Kingston Operations, LLC is a 176-bed facility located in
Kingston, Pennsylvania doing business as Kingston Nursing and
Rehabilitation Center, which leases its facility from Kingston
Propco, LLC.
* Pottsville Operations, LLC is a 179-bed facility in Pottsville,
Pennsylvania doing business as Pottsville Nursing and
Rehabilitation Center, which leases its facility from Pottsville
Propco, LLC.
* Williamsport North Operations, LLC is a 152-bed facility
located in Williamsport, Pennsylvania doing business as
Williamsport North
Rehabilitation Center, which leases its facility from Williamsport
Propco, LLC.
* Williamsport South Operations, LLC is a 116-bed facility
located in Williamsport, Pennsylvania doing business as
Williamsport South Rehabilitation & Nursing Center, which also
leases its facility from
Williamsport Propco, LLC.
* Yeadon Operations, LLC is a 198-bed facility located in Yeadon,
Pennsylvania doing business as Yeadon Rehabilitation & Nursing
Center, which leases its facility from Yeadon Propco, LLC.
As a result of the Debtors' deteriorating financial condition, the
Debtors retained professionals, including SOLIC, to advise the
Debtors on how to restructure existing obligations and evaluate
strategic alternatives to maximize value for the benefit
of these bankruptcy estates and to ensure continuing, quality care
to the residents of the Facilities.
The Debtors filed Chapter 11 Cases in an effort to maintain the
status quo while pursuing the following two key objectives: (1)
obtaining new liquidity through the DIP Financing Motion that will
be used to satisfy operational obligations of the Debtors and that
will avoid the need for an immediate shutdown of the Facilities;
and (2) selling the Debtors' assets under Section 363 of the
Bankruptcy Code to a new operating group who can continue the
business as a going concern. The successful accomplishment of these
objectives
should provide the Debtors with an opportunity to develop and
effectuate a chapter 11 exit strategy that will be in the best
interests of the Debtors' bankruptcy estates and their creditors.
Pottsville Operations reported between $10 million and $50 million
in debt owed to 200 and 999 creditors. The petition states that
funds will not be available to unsecured creditors.
About Pottsville Operations LLC
Pottsville Operations LLC and its affiliates own and operates six
skilled nursing facilities in Pennsylvania. Collectively,
Pottsville has 925 beds across the six facilities, and 759
residents currently at the Facilities as of the Petition Date.
Pottsville acquired the facilities in May of 2021.
Pottsville Operations LLC and its 10 affiliates sought relief under
sought relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
W.D. Pa. Lead Case No. 24-70418) on Oct. 15, 2024. In the petition
signed by Neil Luria, as chief restructuring officer, Pottsville
reports estimated assets between $1 million and $10 million and
estimated liabilities between $10 million and $50 million.
Bankruptcy Judge Jeffery A Deller handles the cases.
The Debtors tapped BAKER & HOSTETLER LLP as general bankruptcy
counsel; and RAINES FELDMAN LITTRELL, LLP as local counsel. SOLIC
Capital Advisors LLC is serving as financial advisor, and Solic's
Neil Luria has been tapped as CRO of the Debtors. STRETTO, INC.,
is the claims agent.
PREPAID WIRELESS: Case Summary & 19 Unsecured Creditors
-------------------------------------------------------
Debtor: Prepaid Wireless Group LLC
6100 Executive Blvd Suite 202
Rockville, MD 20852-3965
Business Description: The Debtor is a provider of wireless
telecommunications services.
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
District of Maryland
Case No.: 24-18852
Debtor's Counsel: Irving Walker, Esq.
COLE SCHOTZ P.C.
1201 Wills Street
Suite 320
Baltimore, MD 21231
Tel: 410-303-8809
Email: iwalker@coleschotz.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Paul Greene as chief executive officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/GSPPMHI/Prepaid_Wireless_Group_LLC__mdbke-24-18852__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 19 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Call Centers India Inc. Trade $1,874,770
701 Fifth Avenue
Suite 4200
Seattle, WA 98104
Tel: 917-602-7548
2. ShipTech (XW) Trade $564,276
P.O. Box 8233
Carol Stream, IL 60197
Tel: 312-776-3399
3. Speedmark Transportation Trade $493,408
131 N Lively Blvd
Elk Grove Village, IL 60007
Olivia Glass
Tel: 847-439-2139
4. iPass (formally Syntegra) Trade $480,425
1700 W. Irving Park Rd
Chicago, IL 60613
5. CA Franchise Tax Taxes $384,687
Board WH Svcs
P.O. Box 942867
Sacramento, CA
94267-0651
6. Georgia Department of Revenue Taxes $217,065
P.O. Box 105544
Atlanta, GA
30348-5544
7. Cirries Technologies Inc. Trade $75,000
300 N Coit Road
Suite 700
Richardson, TX
75080
8. Colorado Department of Taxes $72,473
Revenue
Colorado Department of
Revenue
Denver, CO
80261-0008
9. Texas Comptroller Taxes $51,933
of Public Accts
P.O. Box 149348
Austin, TX
78714-9348
10. 3C Interactive Trade $30,572
(IMImobile US)
DEPT 3412 P.O. Box
123412
Dallas, TX
75312-3412
Ramona Walker
Tel: 866-446-5505
11. ShipTech Trade $25,500
P.O. Box 8233
Carol Stream, IL 60197
Tel: 312-776-3399
12. Inteserra JSI Trade $24,890
(FAStek)
151 Southhall Lane,
Suite 450
Maitland, FL 32751
Tel: 614-506-4388
13. Syniverse Trade $20,600
Technologies LLC
12094 Collections
Center Drive
Chicago, IL 60693
Tel: 800-892-2888
14. New York Filing Fees $4,796
Department of
Assessments 2
P.O. Box 15310
Albany, NY
12212-5310
15. Iowa Department of Revenue Taxes $4,278
P.O. Box 9187
Des Moines, IA
50306-9187
16. Phonecheck Trade $1,072
12424 Wilshire Blvd
Pl 12
Los Angeles, CA
90025
17. CSC Global Trade $968
P.O. Box 7410023
Chicago, IL 6067
18. New York Filing Fees $113
Department of
Assessments 3
P.O. Box 15179
Albany, NY
12212-5179
19. Lingo Telecom, LLC Trade $22
dba Impact Telecom
9330 LBJ Freeway,
Suite 944
Dallas, TX 75243
Tel: 888-392-3535
PRETIUM PKG: $350MM Bank Debt Trades at 62% Discount
----------------------------------------------------
Participations in a syndicated loan under which Pretium PKG
Holdings Inc is a borrower were trading in the secondary market
around 37.8 cents-on-the-dollar during the week ended Friday, Oct.
18, 2024, according to Bloomberg's Evaluated Pricing service data.
The $350 million Term loan facility is scheduled to mature on
October 1, 2029. The amount is fully drawn and outstanding.
Pretium PKG Holdings, Inc. is a manufacturer of rigid plastic
containers for variety of end markets, including food and beverage,
chemicals, healthcare, wellness and personal care. Pretium PKG
Holdings, Inc. is a portfolio company of Clearlake since January
2020.
PUERTO RICO: Cobra Acquisitions Receives $18.4-Mil. from PREPA
--------------------------------------------------------------
Cobra Acquisitions LLC, a wholly owned subsidiary of Mammoth Energy
Services, Inc. on Oct. 21, 2024, announced the receipt of $18.4
million from the Puerto Rico Electric Power Authority in accordance
with the previously announced Settlement Agreement.
Arty Straehla, Chief Executive Officer, commented, "We are pleased
to have received the next installment payment under our Settlement
Agreement with PREPA and look forward to receiving the final
installment of $20 million upon the confirmation of PREPA's plan of
adjustment in their bankruptcy proceedings. We maintain a
significant cash position on our balance sheet, no debt, and we
will take a meticulous and strategic approach when deploying this
capital. We intend to pursue accretive, value-enhancing
opportunities as we strive to strengthen Mammoth for the future."
In relation to the receipt of the $18.4 million from PREPA, Mammoth
entered into:
(i) an amendment to its revolving credit agreement and
(ii) a letter of credit reimbursement agreement, each with Fifth
Third Bank, National Association.
The Credit Agreement Amendment permits the transactions
contemplated by the Reimbursement Agreement, including the issuance
of one or more letters of credit to satisfy Cobra's obligations
under the Settlement Agreement. Under the terms of the
Reimbursement Agreement, the Company agreed to hold cash funds
totaling at least 105% of the stated amount of all letters of
credit issued pursuant to the Reimbursement Agreement in an account
maintained by Fifth Third Bank and to which Fifth Third Bank has a
first priority security interest. In connection with the receipt of
the $18.4 million from PREPA, Cobra instructed Fifth Third Bank to
issue a letter of credit to PREPA under the Reimbursement Agreement
in the amount of $18.4 million and transferred a total of $19.3
million to a restricted cash account maintained by Fifth Third Bank
as collateral for the letter of credit.
Under the terms of the Settlement Agreement, which was approved by
the United States District Court for the District of Puerto Rico
having jurisdiction over PREPA's bankruptcy proceedings, Cobra is
entitled to receive total settlement proceeds of $188.4 million. Of
$188.4 million, Cobra has received $168.4 million. The remaining
$20 million is payable to Cobra within seven days following the
effective date of PREPA's plan of adjustment.
About Mammoth Energy Services, Inc.
Mammoth is an integrated, growth-oriented energy services company
focused on the providing products and services to enable the
exploration and development of North American onshore
unconventional oil and natural gas reserves as well as the
construction and repair of the electric grid for private utilities,
public investor-owned utilities and co-operative utilities through
its infrastructure services businesses. Mammoth's suite of services
and products include: well completion services, infrastructure
services, natural sand and proppant services, drilling services and
other energy services. For more information, please visit
www.mammothenergy.com.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at
http://bankrupt.com/misc/17-01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). JOint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case Website https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
QUEST SOFTWARE: $2.81BB Bank Debt Trades at 28% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Quest Software Inc
is a borrower were trading in the secondary market around 72.3
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $2.81 billion Term loan facility is scheduled to mature on
February 1, 2029. About $2.75 billion of the loan is withdrawn and
outstanding.
Quest Software provides software solutions. The Company offers
enterprise software that identities, users and data, streamlines IT
operations, and hardens cyber security from the inside out. Quest
Software serves customers in the United States.
R.RIVETER: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: R.Riveter LLC
219 East Main Street
Wauchula FL 33873
Business Description: R.Riveter LLC specializes in manufacturing
handmade handbags and accessories.
Chapter 11 Petition Date: October 20, 2024
Court: United States Bankruptcy Court
District of Delaware
Case No.: 24-12378
Judge: Hon. Thomas M Horan
Debtor's Counsel: Joseph C. Barsalona II, Esq.
PASHMAN STEIN WALDER HAYDEN, P.C.
824 North Market Street, Suite 800
Wilmington DE 19801
Tel: 302-592-6496
Email: jbarsalona@pashmanstein.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Lisa Bradley as CEO.
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/6UI6DRI/RRiveter_LLC__debke-24-12378__0019.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/C6DNZQA/RRiveter_LLC__debke-24-12378__0001.0.pdf?mcid=tGE4TAMA
RADIATE HOLDCO: Resumes Talks with Lenders to Address Debt
----------------------------------------------------------
Reshmi Basu of Bloomberg News reports that Radiate and its lenders
have re-entered discussions about the cable provider's liquidity
needs, including the possibility of extending debt maturities,
according to sources familiar with the situation who asked to
remain anonymous due to the private nature of the talks.
The renewed talks follow an earlier stalemate in August between the
Stonepeak Partners-backed company, also known as Astound Broadband,
and its lenders regarding a debt restructuring, as reported by
Bloomberg. Shortly after the impasse, Stonepeak injected $50
million into the company.
Radiate is being advised by PJT Partners and Kirkland & Ellis,
while its creditors have engaged Evercore and Gibson Dunn &
Crutcher for representation.
About Radiate Holdco LLC
Radiate Holdco LLC, also known as Astound Broadband, and backed by
Stonepeak, is a broadband communications services provider and
cable operator doing business via regional providers RCN, Grande
Communications, Wave Broadband and enTouch Systems.
RECEPTION MEZZANINE: Fitch Lowers LongTerm IDR to 'C'
-----------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Ratings
(IDRs) of Reception Mezzanine Holdings, LLC and Reception
Purchaser, LLC (dba STG Logistics, Inc.) to 'C' from 'CCC'.
The downgrade follows the company's announcement of an offer to
exchange its first-lien credit facilities (revolver and term loan)
into a series of first-out, second-out and third-out term
facilities. Fitch views this as a distressed debt exchange (DDE)
under its "Corporate Rating Criteria". As outlined in Fitch's
criteria, the IDR will be downgraded to Restricted Default (RD)
upon completion of the DDE and re-rated to reflect the post-DDE
credit profile. Fitch has also downgraded the legacy senior secured
credit facilities to 'CC' with a Recovery Rating of 'RR3' from
'CCC+'/'RR3'.
STG plans to improve liquidity and reduce refinancing risk with its
pending debt and equity transactions. They include issuing new
common equity and first-out debt and exchanging existing first-lien
lenders into new facilities with various security interest
priorities, extended maturities, and reduced cash interest with the
inclusion of PIK. Fitch estimates pro forma cash will improve to
approximately $265 million as of June 30, 2024, and the
post-transaction cash burn rate will decrease.
Key Rating Drivers
Exchange Reduces Liquidity Issues: Fitch expects the capital raise
and exchange offer to add substantial liquidity to STG's operations
and support the business through at least 2025. This extension
allows STG to benefit from an improvement in intermodal freight
conditions from cyclical lows. Liquidity is expected to be added in
the form of cash from new debt and equity, and reduced debt service
cost from a reduction in cash interest, inclusion of PIK interest,
and elimination of debt amortization, at least over a three-year
period. The company estimates the liquidity benefit to be an
incremental $300 million over the next three years. The transaction
is also expected to extend all debt maturities to October 2029.
FCF Burn Eases Post-DDE: STG's post-exchange cash flow profile will
be a key consideration of its post-DDE rating, and Fitch expects to
have additional clarity on liquidity runway once it is finalized.
Fitch previously expected a $30 million to $40 million quarterly
cash burn rate which will improve but is still forecast to remain
negative through 2025. Fitch expects the freight rate environment
to strengthen next year. While intermodal contracts are likely to
lock in cyclically-weak rates, other portions of the business such
as drayage and warehouse logistics could see early benefits.
Freight Downturn Challenges Performance: The intermodal freight
environment has been weak through most of 2024, and declining rates
have been a key contributor to the deterioration of STG's financial
performance. Fitch continues to expect a recovery in the freight
cycle as truckload capacity, a substitutive mode, continues to exit
and as macroeconomic conditions remain stable. However, the timing
and degree of a near-term upcycle are uncertain.
Fitch believes STG's intermodal pricing remains below the pre-Covid
historical trend. Longer-term fundamentals such as truck-to-rail
conversions, improving rail service and potential for an
increasingly sustainability focused-shipper base still indicate
growing long-term demand.
Business Model Considerations: Fitch believes STG's business model
aligns more with a 'B' or better category rating. The company
occupies a top-four market position as an intermodal and drayage
service provider with coverage at 8 of 10 major U.S. ports and
numerous inland distribution locations. Its position is supported
by its end-to-end solutions for shippers that span first- to
last-mile solutions, a network of third-party transport and
established relationships.
The intermodal industry is highly cyclical due to its exposure to
consumer and industrial markets and susceptibility to supply and
demand imbalances within intermodal and truckload markets. Fitch
believes the industry has limited pricing power due to its reliance
on third party transporters and the availability of substitute
trucking options.
Derivation Summary
STG competes in the fragmented transportation and logistics market
with a number of public large-scale peers such as J.B. Hunt, Hub
Group, Forward Air (B/Stable) and CH Robinson. However, many of
these peers offer a variety of services beyond intermodal shipments
or rail brokerage. STG's 'C' rating reflects the announced
financing transaction, which Fitch classifies as a DDE.
Key Assumptions
- STG completes a DDE in line with current expectations. This
includes a large liquidity injection at the time of close and debt
service savings over the next few years;
- Fitch calculated EBITDA reaches a low point of around $15 million
in 2024;
- SOFR follows the forward curve, stepping down to around 3.5% in
2025;
- Financial performance will remain weak in the near term and cash
flow will be negative.
Recovery Analysis
The recovery analysis assumes that STG would be reorganized as a
going concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
Fitch estimates STG's GC EBITDA at $135 million. The GC EBITDA
estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation. This estimate reflects an extended downturn
in the freight cycle and competitive pricing pressures leading to
multi-year cash flow pressures. It also reflects corrective
measures taken in the reorganization to offset the adverse
conditions such as cost cutting, contract repricing and prospective
industry recovery.
Fitch assumes STG would receive a GC recovery multiple of 4.0x in
this scenario. This multiple is applied to the GC EBITDA to
calculate a post-reorganization enterprise value (EV). Ultimately
STG's 4.0x multiple is driven by the company's size and scale and
by comparable EVs among logistics providers. It also considers the
valuation of the XPO intermodal acquisition completed in March
2022.
Fitch's recovery scenario assumes STG's $60 million revolver is
fully drawn. These assumptions generate a 'CC' rating and an 'RR3'
Recovery Rating for the pre-exchange senior secured debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Per Fitch's criteria, STG's IDR will be downgraded to RD upon the
completion of the debt exchange. The IDR will subsequently be
re-rated to reflect the post-DDE credit profile. Fitch currently
expects the re-rated post-exchange IDR to be no higher than 'B-'
given STG's weak forecasted FCF generation and high near-term
leverage profile.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Completion of the DDE;
- Payment default occurs.
Liquidity and Debt Structure
Improved Pro Forma Liquidity: As of June 30, 2024, STG had $77
million of cash and no remaining availability under it $60 million
revolving credit facility. The post-transaction pro forma cash
position is estimated to be approximately $265 million as of June
30, 2024.
Lease Treatment: Fitch capitalizes operating lease costs at 8.0x,
consistent with its treatment for real estate assets under lease.
For finance leases, Fitch utilizes the reported liability since
these leases are predominately for intermodal containers, which
have discounted purchase options at the end of their 4-5 year lease
terms.
Issuer Profile
STG is a provider of integrated, port-to-door containerized
logistic services including drayage, transloading, warehousing,
fulfilment, rail brokerage and final-mile solutions. It serves the
continental U.S. including major ports.
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
----------- ------ -------- -----
Reception Mezzanine
Holdings, LLC LT IDR C Downgrade CCC
Reception
Purchaser, LLC LT IDR C Downgrade CCC
senior secured LT CC Downgrade RR3 CCC+
RICEBRAN TECHNOLOGIES: Secured Party Sets Oct. 24 Auction
---------------------------------------------------------
Funicular Funds LP ("secured party"), as secured lender to RiceBran
Technologies ("Debtor"), intends to offer for sale at public
auction on Oct. 24, 2024, at 11:30 a.m. (Prevailing Eastern Time),
on a virtual platform and in a manner and pursuant to bidding
procedures to be determined by the secured party, all right, title
and interest of the Debtor to substantially all of its personal
property, including goods, inventory, equipment, intellectual
property, general intangibles, investment property and all equity
interests in MGI Grain Incorporated.
The bid deadline is Oct. 22, 2024, at 5:00 p.m. (Prevailing Eastern
Time). Potential bidder may contact Heidi Lipton at Rock Creek
Advisors LLC at hlipton@rockcreefa.com to obtain the form of
confidentiality agreement, the bidding procedures and access to due
diligence materials.
RJ HAWK: Katharine Battaia Clark Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 6 appointed Katharine Battaia Clark of
Thompson Coburn, LLP as Subchapter V trustee for RJ Hawk Transport
Inc.
Ms. Clark will be paid an hourly fee of $525 for her services as
Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Ms. Clark declared that she is a disinterested person according to
Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
Katharine Battaia Clark
Thompson Coburn, LLP
2100 Ross Avenue, Ste. 3200
Dallas, TX 75201
Office: 972-629-7100
Mobile: 214-557-9180
Fax: 972-629-7171
Email: kclark@thompsoncoburn.com
About RJ Hawk Transport
RJ Hawk Transportation, Inc. was founded in 1997. The Company's
line of business includes operating vessels for the transportation
of freight on the deep seas between the United States and foreign
ports. [BN]
RJ Hawk Transport Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 24-43507)
on September 29, 2024. In the petition signed by Omar R. Jimenez,
as vice president, the Debtor reports estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
The Honorable Bankruptcy Judge Edward L. Morris handles the case.
The Debtor is represented by:
Robert T. DeMarco, Esq.
DeMarco Mitchell, PLLC
500 N. Central Expressway Suite 500
Plano, TX 75074
Tel: (972) 991-5591
Email: robert@demarcomitchell.com
SABRA HEALTH: Moody's Affirms Ba1 CFR & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Ratings affirmed the Ba1 corporate family rating of Sabra
Health Care REIT, Inc. Moody's also affirmed the Ba1 backed senior
unsecured notes ratings of Sabra Health Care Limited Partnership
and the Ba1 backed senior unsecured notes rating of Care Capital
Properties, LP (collectively "Sabra" or "the REIT"). The
speculative grade liquidity (SGL) rating for Sabra Health Care
REIT, Inc. was upgraded to SGL-1 from SGL-2. The outlook on Sabra
Health Care REIT, Inc. and Sabra Health Care Limited Partnership
was changed to positive from stable. The outlook on Care Capital
Properties, LP was changed to positive from No Outlook.
The positive outlook reflects improving industry fundamentals for
skilled nursing facilities (SNFs) and senior housing, which is
driving improvement in Sabra's key credit metrics, in particular
its net debt/EBITDA. Moody's expect that Sabra will continue to
realize positive cash flow growth from its core portfolio in the
coming year, while also funding new investments in a manner that
will reduce net debt/EBITDA closer to 5.0x.
RATINGS RATIONALE
Sabra's Ba1 CFR reflects the REIT's property type diversification
as its real estate portfolio includes a mix of SNFs, senior housing
facilities, behavioral health facilities, and, to a lesser extent,
other types of specialty hospitals. Most of Sabra's investments are
also structured in the form of long-term, triple-net leases, which
enhances the stability of its cash flows.
The REIT's ratings also benefit from the positive fundamental
outlook for its senior housing operations, which comprised 17% of
net operating income (NOI) for 2Q24. This business segment has been
generating strong growth as evidenced by the 18% increase in same
store NOI for 2Q24. Moody's expect that Sabra's senior housing
operations will continue to post solid growth next year supported
by low levels of new supply and demographic tailwinds as the aging
population of seniors is growing at a relatively fast rate.
Furthermore, moderating cost pressures will also boost margins.
Sabra's ratings also reflect its sound financial profile, which is
characterized by low levels of secured debt and good fixed charge
coverage. The REIT has also reduced its net debt/EBITDA levels,
which stood at 5.7x for the last twelve months (LTM) 2Q24 versus
5.9x and 6.5x for 2023 and 2022, respectively. Moody's expect that
net debt/EBITDA will decline further in the coming year, driven by
continued growth in its senior housing operations.
Sabra's key credit challenges include its high exposure to SNFs,
which is a more volatile segment of healthcare real estate due to
its tenants' reliance on government reimbursement and reliance on a
specialized labor force. Recent increases in Medicare and Medicaid
rates, combined with moderating labor pressures, mitigate Moody's
concerns over the near term. However, Sabra also has modest tenant
concentration, with its top three operators contributing 25% of its
NOI. Moody's do note that there is limited transparency with
respect to its tenant base, which is comprised mostly of private
operators.
Sabra's SGL-1 rating reflects the REIT's strong liquidity as
Moody's assess its cash needs over the next 12-18 months. As of
June 30, 2024, Sabra had $906 million of liquidity, consisting of
$36 million cash and $870 million available capacity on its
unsecured revolver that expires in January 2028 (including two
six-month extension options that may be exercised at its
discretion). The REIT has no material debt maturities until $500
million of senior notes mature in August 2026. Short-term liquidity
needs include maintenance capital expenditures for its managed
senior living operations, which the REIT can comfortably fund from
operating cash flows.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Sabra's ratings could be upgraded should the REIT generate solid
NOI growth from its senior housing operations and improving tenant
credit trends in its triple-net lease portfolios. Net debt/EBITDA
below 5.0x and fixed charge coverage closer to 4.0x on a sustained
basis would also support an upgrade.
Sabra's ratings could be downgraded should net debt/EBITDA rise
above 6.0x or fixed charge coverage fall below 2.5x on a sustained
basis. Significant operating challenges or a failure to maintain
adequate liquidity could also lead to downward ratings pressure.
Sabra Health Care REIT, Inc. owns and invests in various types of
healthcare facilities located throughout the US and Canada. As of
June 30, 2024, Sabra's investment portfolio included 236 skilled
nursing/transitional care facilities, 39 senior housing leased
communities, 66 senior housing communities operated by third-party
property managers pursuant to property management agreements, 18
behavioral health facilities, 15 specialty hospitals and a modest
number of other investments.
The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in February 2024.
SEATON INVESTMENTS: Cash Collateral Access Extended to Nov. 12
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved a stipulation allowing SLA Investments, LLC and three
other affiliates of Seaton Investments, LLC to use cash collateral
until Nov. 12.
The extension allows the Seaton affiliates to have continued access
to funds, which constitute cash collateral of their lenders,
including Archway Real Estate Income Fund I REIT, LLC, Wells Fargo
Bank National West, and Harvest Small Business Finance, LLC.
All terms outlined in the prior interim order on the use of cash
collateral remain unchanged. This includes protections and rights
for the lenders involved. These terms will stay in effect until the
next hearing scheduled for Nov. 12.
About Seaton Investments
Seaton Investments, LLC is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).
Seaton Investments filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No.
24-12079) on March 19, 2024, listing $10 million to $50 million in
both assets and liabilities. The petition was signed by Alan D.
Gomperts as managing member.
Judge Vincent P. Zurzolo presides over the case.
Derrick Talerico, Esq., at Weintraub Zolkin Talerico & Selth, LLP
represents the Debtor as legal counsel.
SINCLAIR INC: Negotiates with Lenders to Extend Debt
----------------------------------------------------
Reshmi Basu and Jill R. Shah of Bloomberg News report that Sinclair
Inc. and some of its lenders are in confidential negotiations to
extend their debt, according to sources familiar with the matter.
As part of a dual-track strategy, Sinclair is also looking to raise
funds by moving assets into a newly established legal entity, with
the proceeds aimed at refinancing debt due in 2026. The sources,
who wished to remain anonymous because of the private nature of the
discussions, indicated that this method—known in the industry as
a drop-down transaction—would allow Sinclair to obtain new
liquidity by borrowing against the transferred assets.
About Sinclair Inc.
Headquartered in Hunt Valley, MD, Sinclair, Inc. is the operator of
Tennischannel.com, one of the most popular sports streaming
services in the country dedicated to providing prerecorded and live
coverage of tennis and other racquetball sports.
SMS LAKEWOOD: Case Summary & 14 Unsecured Creditors
---------------------------------------------------
Debtor: SMS Lakewood LLC
12567 West Cedar Drive, Suite 110
Denver, CO 80228
Business Description: SMS Lakewood is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
District of Colorado
Case No.: 24-16228
Judge: Hon. Michael E Romero
Debtor's Counsel: Aaron J. Conrardy, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street
Suite 200
Littleton, CO 80120
Tel: 303-296-1999
E-mail: aconrardy@wgwc-law.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Richard Mittasch as vice president.
A copy of the Debtor's list of 14 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BQO7EZY/SMS_Lakewood_LLC__cobke-24-16228__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/T6LPOEI/SMS_Lakewood_LLC__cobke-24-16228__0001.0.pdf?mcid=tGE4TAMA
SOUTH LINCOLN: Hits Chapter 11 Bankruptcy in Colorado
-----------------------------------------------------
South Lincoln Storage LLC filed Chapter 11 protection in the
District of Colorado. According to court documents, the Debtor
reports $3,383,497 in debt owed to 1 and 49 creditors. The petition
states that funds will be available to unsecured creditors.
About South Lincoln Storage LLC
South Lincoln Storage LLC is the owner of real property in Colorado
having an appraised value of $4.7 million.
South Lincoln Storage LLC sought relief under Chapter 11 of the
U.S. Bankr. D. Col. Case No. 24-16115) on October 15, 2024. In the
petition filed by Jeffrey A. Diette, as managing member, the Debtor
reports total assets of $4,700,500 and total liabilities of
$3,383,497.
Honorable Bankruptcy Judge Michael E. Romero oversees the case.
The Debtor is represented by:
Jeffrey S. Brinen, Esq.
KUTNER BRINEN DICKEY RILEY PC
1660 Lincoln Street, Suite 1720
Denver, CO 80264
Tel: 303-382-2400
Email: jsb@kutnerlaw.com
SOUTH TEXAS MILITARY: S&P Lowers Revenue Bonds Rating to 'B+'
-------------------------------------------------------------
S&P Global Ratings lowered its long-term rating four notches to
'B+' from 'BBB-' on the South Texas Military Housing L.P.'s (the
partnership) series 2002 taxable military housing revenue bonds. In
addition, S&P removed the rating from CreditWatch, where it had
been placed with negative implications May 28, 2024. The outlook is
stable.
"The lowering of the rating to 'B+' reflects our view of
deteriorating credit quality following our recent receipt of the
partnership's fiscal 2023 audited financial statements," said S&P
Global Ratings credit analyst Lauren Carter. "These statements
indicate a third consecutive year that maximum annual debt service
coverage has fallen below 1x and the likelihood that coverage will
remain below 1x maximum annual debt service based management's
projections," Ms. Carter added.
South Texas Military Housing L.P. issued the bonds to fund the
development of a 262-unit residential military-family housing
project at Naval Air Station Corpus Christi (NASCC) in Corpus
Christi, Texas. The bonds are secured by the partnership's net
revenue, primarily rental income from service members stationed at
NASCC. A first deed of trust and title to the housing at the
installation further secure the bonds.
The partnership's 2023 audited financial statements, including the
accompanying opinion of the auditor, describe a series of adverse
events affecting the partnership that have resulted in
lower-than-expected rental revenue and higher-than-expected
operating expenses.
S&P said, "The stable outlook reflects S&P Global Ratings'
expectation that our assessment of key credit factors will remain
in line with the current rating during the one-year outlook period.
In our view, fiscal 2024 coverage is unlikely to materially improve
above 1.0x, given minimal revenue growth and continued maintenance
expenses.
"We could take a negative rating action if there is indication that
operating cash flows might be insufficient to pay full and timely
debt service. Furthermore, we could lower the rating or revise the
outlook to negative if our assessments of management and governance
and/or market position were to weaken. We could further lower the
ratings by multiple notches in the event bondholders declare the
bonds immediately due and payable as a result of the ongoing
technical default due to the issuer's failure to produce timely
audits as required under the indenture.
"Although unlikely during the next 12 months, we could raise the
rating if the project demonstrates material financial and
operational performance improvement, as evidenced by a DSC ratio
sustained above 1.10x for at least two periods, while maintaining
high occupancy rates. A higher rating would also require stability
in the oversight of the property."
SOUTHERN WAY: Case Summary & 14 Unsecured Creditors
---------------------------------------------------
Debtor: Southern Way Trucking Company, LLC
60616 Mount Zion Road
Armory, MS 38821
Business Description: The Debtor is part of the general freight
trucking industry.
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
Northern District of Mississippi
Case No.: 24-13299
Debtor's Counsel: Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Parkway
Ridgeland, MS 39157
Tel: 601-427-0048
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Phillip Lockhart as managing member.
A copy of the Debtor's 14 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/KPU6H5I/Southern_Way_Trucking_Company__msnbke-24-13299__0001.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/KPU6H5I/Southern_Way_Trucking_Company__msnbke-24-13299__0001.0.pdf?mcid=tGE4TAMA
SPIRIT AIRLINES: Gets More Time to Refinance 2025 Debt
------------------------------------------------------
Lin Cheng of Bloomberg Law reports that Spirit Airlines announced
that the U.S. Bank National Association has agreed to extend the
deadline for the airline to either extend or refinance its 2025
bonds to maintain its credit-card processing agreement with the
bank.
The deadline has been moved from October 21 to December 23, 2024.
Additionally, the early maturity date for the bonds will be
extended from December 31 to March 3, 2025. Spirit Airlines still
expects to end 2024 with over $1 billion in liquidity, contingent
on the successful completion of ongoing initiatives.
About Spirit Airlines
Spirit Airlines Inc. is a major United States ultra-low cost
airline headquartered in Miramar, Florida, in the Miami
metropolitan area.
As of March 31, 2024, the Company had $9.5 billion in total assets,
$8.5 billion in total liabilities, and $1 billion in total
stockholders' equity.
* * *
In June 2024, S&P Global Ratings lowered its issuer credit rating
on Spirit Airlines Inc. to 'CCC' from 'CCC+'. S&P also lowered its
ratings on Spirit's enhanced equipment trust certificates (EETCs)
by one notch, in line with the lower issuer credit rating. The
negative outlook reflects the uncertainty around the company's
ability to address its upcoming 2025 maturities, the sustainability
of its capital structure over the longer term, and S&P's view that
a distressed exchange is likely.
In January 2024, Moody's Investors Service downgraded its ratings
of Spirit Airlines, including the corporate family rating to Caa2
from Caa1 and probability of default rating to Caa2-PD from
Caa1-PD. Moody's also downgraded the backed senior secured rating
assigned to Spirit IP Cayman Ltd.'s 8% senior notes, which are
secured by the company's loyalty program and brand IP, to Caa2 from
B2. The speculative grade liquidity rating remains unchanged at
SGL-3 and the rating outlook remains negative. The downgrade of
the
corporate family rating to Caa2 reflects Moody's belief that the
potential of a default has increased since Judge William Young
ruled in January that the agreed acquisition by JetBlue Airways
Corp. would be anti-competitive and a violation of the Clayton Act.
The downgrades of the CFR as well as of the senior notes secured by
Spirit's loyalty program IP and brand IP reflect the increased
potential of a default and less than a full recovery, whether in a
formal reorganization or if the senior secured notes are refinanced
or retired for less than face value. The Caa2 instrument rating
incorporates a negative one notch override of the LGD model to
reflect the potential for a more than nominal loss on the
instrument in a restructuring or exchange scenario. Following the
ruling on January 16, the market price of the notes fell to around
50 from the low to mid-70s since mid-November. The notes price has
increased to the low 60s following the announcement that Spirit and
JetBlue would appeal the District Court's ruling.
Moody's continues to expect Spirit's operations to generate an
operating loss in 2024 and again in 2025 on a reported basis.
Moody's forecasts about breakeven operating cash flow in 2024, an
improvement from its forecast for negative $150 million in 2023.
Moody's projects cash to fall from the $1.1 billion on hand on
September 30, 2023, towards $700 million by the end of 2024.
The Company's $300 million revolver expires on September 30, 2025.
Alternate sources of liquidity are very limited.
In September 2023, Egan-Jones Ratings Company maintained its 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Spirit Airlines, Inc.
STG LOGISTICS: $750MM Bank Debt Trades at 55% Discount
------------------------------------------------------
Participations in a syndicated loan under which STG Logistics Inc
is a borrower were trading in the secondary market around 45.3
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $750 million Term loan facility is scheduled to mature on March
24, 2028. About $731.3 million of the loan is withdrawn and
outstanding.
STG Logistics, Inc., also known as St. George Logistics, is a
logistics company with a corporate office in North Bergen, New
Jersey.
SUNPOWER CORP: Court Okays Chapter 11 Plan
------------------------------------------
Rick Archer of Law360 reports that a Delaware bankruptcy judge on
Friday, October 18, 2024, approved SunPower Corp.'s plans to
distribute the proceeds from its asset sales to creditors in its
Chapter 11 case, following the resolution or postponement of all
objections.
About SunPower Corp.
Headquartered in Richmond, California, SunPower (NASDAQ: SPWR) --
https://www.sunpower.com/ -- is a residential solar, storage, and
energy services provider in North America. SunPower offers solar +
storage solutions that give customers control over electricity
consumption and resiliency during power outages while providing
cost savings to homeowners.
SunPower Corporation and nine of its affiliates sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del., Lead
Case No. 24-11649) on August 5, 2024. In the petition signed by
Matthew Henry as chief transformation officer, the Debtors
disclosed total assets of $1,219,276,283 and total debts of
$1,119,141,312 as of December 31, 2023.
The Debtors have engaged Richards, Layton & Finger, P.A. and
Kirkland & Ellis LP as bankruptcy counsel. Alvarez & Marsal North
America, LLC serves as financial advisor to the Debtors. Moelis &
Company LLC acts as investment banker to the Debtors, and Epiq
Systems Inc. acts as notice and claims agent.
SUPOR PROPERTIES: Court OKs Property Sale to Harrison Avenue
------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey has
granted Supor Properties Enterprises LLC approval to sell property
located at 751-757 Harrison Avenue, Harrison, New Jersey, to
Harrison Avenue Property NJ LLC.
The Court held that upon closing of title and payment of the net
sales proceeds to the Lenders, the Lenders will provide a credit to
the Debtors against the amount of the Lenders' secured claims for
the $3.5 million amount of Lenders' credit bid for the Property,
net of the costs of selling the Property, including the agreed upon
carve-outs for the Debtors' professionals.
Supor is authorized to pay all closing costs, including the
Seller's pro rata share of the outstanding municipal property taxes
and other municipal charges owed at closing, filing fees,
utilities, taxes, and other sale related apportionments out of the
sale proceeds.
The Court ordered that the Property shall be transferred to
Harrison Avenue Property free and clear of all liens, claims,
interests, encumbrances, and charges of any kind or nature.
The Court also determined that the lease for the Property between
the Debtor and Dev Foods 2 LLC is assumed by the Debtor and will be
assigned to the Harrison Avenue Property effective as of the
closing date, and the Debtor shall have no further obligations.
Harrison Avenue Property is directed to pay $22,500 to CBRE, Inc.,
the Seller's broker, at or before the closing on the sale.
About Supor Properties Enterprises LLC
Supor Properties Enterprises, LLC is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)). The company is based in
Kearny, N.J.
Supor Properties Enterprises and its affiliates filed Chapter 11
petitions (Bankr. D.N.J. Lead Case No. 24-13427) on April 2, 2024.
In the petition, Supor Properties Enterprises disclosed $100
million to $500 million in assets and $50 million to $100 million
in liabilities.
Judge Stacey L. Meisel oversees the cases.
Michael E. Holt, Esq., at Forman Holt, represents the Debtors as
legal counsel.
* * *
On October 7, 2024, the Court entered an order confirming the
Debtor's First Amended Plan of Reorganization and/or Liquidation.
SUPREME ELECTRICAL: Gets Final Approval to Use Cash Collateral
--------------------------------------------------------------
Supreme Electrical Services, Inc. received final approval from the
U.S. Bankruptcy Court for the Southern District of Texas, Houston
Division, to use the cash collateral of its secured creditors.
Southstar Capital and four other secured creditors have
pre-bankruptcy liens on the company's assets, some of which
constitute their cash collateral. These creditors, together, assert
$2.09 million in claims.
Secured creditors will be granted adequate protection against any
potential reduction in value of their collateral during the
bankruptcy process. This protection is given in the form of
post-petition liens, effective without requiring further legal
action, according to the final order issued by Judge Christopher
Lopez.
About Supreme Electrical Services
Supreme Electrical Services Inc., doing business as Lime
Instruments LLC, Lime Electric, and Bingo Interests, is a
Houston-based global provider of leading-edge controls and
instrumentation systems for the energy and industrial control
markets. It offers a flexible hardware and software platform that
can be configured and modified to meet the specific needs of the
most challenging control applications.
Supreme Electrical Services filed Chapter 11 petition (Bankr. S.D.
Texas Case No. 24-90504) on September 11, 2024, with $1 million to
$10 million in both assets and liabilities. Christian Schwartz,
chief restructuring officer, signed the petition.
Judge Christopher Lopez oversees the case.
The Debtor tapped Kane Russell Coleman Logan, PC as bankruptcy
counsel; Ruth A. Van Meter, PC as conflicts counsel; and M.
Christian Schwartz as chief restructuring officer.
SVP HOLDINGS: S&P Places 'B-' ICR on CreditWatch Positive
---------------------------------------------------------
S&P Global Ratings placed its 'B-' issuer credit rating on
Birmingham, Ala.-based veterinary practice management company SVP
Holdings LLC (d/b/a Southern Veterinary Partners [SVP]) on
CreditWatch with positive implications. At the same time, S&P
assigned a preliminary 'B' issue-level rating to the proposed
senior secured revolving credit facility and term loan.
The CreditWatch placement reflects that S&P will likely raise its
issuer credit rating on SVP by one notch following the close of its
merger with MVP.
S&P said, "The proposed merger significantly expands SVP's scale
and the recapitalization improves our opinion of credit metrics.
The merger expands SVP's footprint across the U.S., increasing its
number of practices under management to 767 from 432 and covering a
total of 41 states. Both entities offer a similar suite of
veterinary services and have been managed similarly, which should
minimize integration friction. We expect operating efficiencies
primarily from procurement and corporate-level synergies. The
company's scale also enables greater investment in technology and
other practice process improvement, which have the potential to
improve visit volumes, throughput, quality of care, the
relationship with pet owners, and pricing.
"We believe the ability to implement strategy at a corporate level
helps with efficient implementation of processes and technology. We
think, separately, SVP and MVP have exceeded industry averages for
hiring and retention, primarily through doctor training and
development, strong relationships with veterinary schools and
equity compensation, and we expect this to continue as a combined
company. If the company's investments in technology and processes
can increase margins further, this should provide more flexibility
to invest in talent.
"We anticipate S&P Global Ratings-adjusted leverage will remain
high given the combined company will likely continue to pursue its
M&A strategy, with the majority funded with debt. We expect pro
forma consolidated leverage to be in the low-7x area in 2024, with
modest deleveraging from EBITDA growth to the low-6x area by 2025.
This is an improvement from our prior forecast, primarily due to
the expected synergies of the combination and the conversion of the
vast majority of non-common equity to common, leading us to believe
it is more likely the company will maintain its improving cash flow
profile."
As part of the transaction, the company plans to issue a new $2.85
billion first-lien term loan, $200 million in non-convertible
preferred shares, and placement of a new $250 million revolving
credit facility. The new term loan and preferred shares will be
used to refinance existing debt at both SVP and MVP, put $300
million of cash on the balance sheet, and pay associated fees and
expenses. In addition, Shore Capital Partners will partner with
Silver Lake in the recapitalization.
S&P said, "We expect SVP to continue performing well in an industry
with solid long-term fundamentals, despite near term volume
challenges. We forecast SVP to generate consistent top-line growth
supported by organic growth in the 5%-8% area and continued
acquisition activity." The veterinary industry has been faced with
a trend of fewer visits compared with highs in 2021, when there was
a significant increase in homes adding companion animals. As this
trend normalized, it strained visit volumes, which we expect to be
depressed for the next year or so before returning to growth.
Despite pressures, SVP and MVP have differentiated themselves
through strong doctor retention and utilization driving clinical
visit volume, and success in higher pharmaceutical sales through
its white label pharmacy system. Additionally, S&P expects the
company to continue investing in de novo offices which should also
help spur some additional organic growth as those offices ramp up.
S&P said, "We expect the vet industry to return to low-single-digit
volume growth in the 2026-2027 timeframe due to an aging pet
population from the boom of pet adoption during the pandemic. Our
expectation of industry growth includes price increases that exceed
GDP growth, and customers choosing a higher level of care, given
the increasing medicalization and humanization of pets." The
companion animal pharmaceutical industry is also producing new
treatments for unmet needs, some of which are administered in the
vet office, that will also contribute to visit and
revenue-per-visit growth.
Operating efficiencies and expected synergies should be accretive
to margins and free cash flow. S&P said, "We expect S&P Global
Ratings-adjusted margins on the consolidated entity to be largely
flat in 2024 as corporate-level synergies and goods management are
offset by a slightly higher usage of contract labor to meet excess
demand in certain locations. However, as recruitment and retention
metrics improve, the benefits from these efficiencies should offer
incremental margin improvement into 2025. We anticipate that the
bulk of the synergies will be derived from improved purchasing
power. We think the business will continue to build operating
leverage as it scales, expanding margins over time. On the back of
an improving margin profile, we expect the company should generate
consistent free cash from of $100 million to $150 million in 2025
and $175 million to $225 million in 2026."
S&P expects to resolve the CreditWatch placement upon the
completion of the merger, which it expects will occur near the end
of 2024, subject to regulatory approvals. At that time, we expect
to raise its ratings on SVP by one notch to 'B'. That said, the
final ratings will depend on various factors, including whether the
acquisition closes without significant regulatory concessions and
the operating performance, capital structure and financial policy
at SVP and MVP remain in line with our base-case scenario.
If the deal does not close, S&P's will reassess our ratings on SVP,
as well as its credit profile and financial policy.
TGI FRIDAY'S: Looks for New Funding in Anticipation of Bankruptcy
-----------------------------------------------------------------
Reshmi Basu and Eliza Ronalds-Hannon of Bloomberg News report that
TGI Friday's Inc. is working to secure new financing as it plans to
file for bankruptcy protection in the upcoming weeks, according to
people familiar with the situation. The casual dining chain has
faced difficulties in reviving its business, strained by consumers'
tighter budgets and a growing preference for quicker dining
options.
According to Bloomberg News, the company is in talks with lenders
to obtain a loan that will allow it to keep its restaurants running
during the Chapter 11 bankruptcy process and eventually emerge as
an operational business.
TGI Friday's is working with Ropes & Gray LLP on bankruptcy
preparations, though plans are not yet final and could change. Both
the company and the law firm declined to comment. The possibility
of bankruptcy was previously reported by Debtwire.
Last September 2024, the chain faced issues when it missed a
deadline to submit documents related to its asset-backed
securities, leading to the transfer of control over certain assets
to an outside manager, reports Bloomberg News.
About TGI Friday's Inc.
TGI Friday's Inc., doing business as Wow Bao, operates a chain of
restaurants. The Company provides appetizers, sizzlings, seafood,
salads, sandwiches, entres, desserts, and non-alcoholic and
alcoholic beverages. Wow Bao serves customers in the United States.
TUPPERWARE BRANDS: Reaches Agreement to Form New Tupperware Company
-------------------------------------------------------------------
Tupperware Brands Corporation on Oct. 22, 2024, announced it has
reached an agreement in principle with a group of its secured
lenders, including Stonehill Capital Management Partners and Alden
Global Capital.
After years of struggling with an over-leveraged balance sheet and
outdated operating model, the transaction would mark a new day for
the iconic brand. The transaction is contemplated to be structured
as a private sale of all intellectual property needed to create and
market Tupperware's brand and award-winning products, plus
operating assets in the United States and other foreign
subsidiaries.
Tupperware's Board of Directors hired President and Chief Executive
Officer, Laurie Ann Goldman, in October 2023 to reinvent its
go-to-market strategy for its valued independent sales consultants,
retailers and consumers, and build a best-in-class leadership
team.
"Tupperware is considered the inventor of the party selling model
and made no-leak food conservation products famous. Over the last
year, we created a new strategy and operating approach that is
digital-first, technology-led and asset-light, and preserved a
global footprint for the Company," said Goldman. "We've made
tremendous progress and are delighted this group of
forward-thinking investors share our vision and will partner with
us to grow."
It is envisioned that The New Tupperware Company will be rebuilt
with a start-up mentality using an agile methodology in dynamic
phases. The initial focus will be on global core markets including
the United States, Canada, Mexico, Brazil, China, Korea, India and
Malaysia, and the new company intends to follow on with European
and additional Asian markets.
With its robust portfolio of award-winning, innovative products
that consumers love and trust, the new company will continue to
support entrepreneurship and a more sustainable lifestyle.
Customers will be able to continue purchasing Tupperware products
via independent Tupperware sales consultants, Tupperware ecommerce
sites and retail partners in the global core markets.
"We look forward to working with Tupperware's talented leadership
team to execute on the go-forward strategy for this iconic brand,"
said a representative from the Lender Group.
With the announcement of the proposed transaction, markets outside
of the global core markets with heavy liabilities will wind down
operationally. Goldman concluded, "Winding down parts of the
Company will be a difficult but necessary decision to protect the
future of the Tupperware brand. I want to thank all the wonderful
people that will always be a part of the Tupperware family. Change
and disruption are challenging, but at times, needed to move
forward."
The transaction is intended to close by the end of October 2024,
subject to approval by the United States Bankruptcy Court for the
District of Delaware and other customary closing conditions.
Following closing, The New Tupperware Company will be privately
held under the supportive ownership of the Lender Group.
About Tupperware Brands
Tupperware Brands Corporation (NYSE: TUP) --
https://www.tupperwarebrands.com/ -- is a global consumer products
company that designs innovative, functional, and environmentally
responsible products. Founded in 1946, Tupperware's signature
container created the modern food storage category that
revolutionized the way the world stores, serves, and prepares food.
Today, this iconic brand has more than 8,500 functional design and
utility patents for solution-oriented kitchen and home products.
The company distributes its products into nearly 70 countries,
primarily through independent representatives around the world.
Tupperware Brands sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 24-12166) on Sept. 17,
2024. In the bankruptcy petition, Tupperware reported more than
$1.2 billion in total debts and $679.5 million in total assets.
Kirkland & Ellis LLP is serving as legal advisor to Tupperware,
Moelis & Company LLC is serving as the Company's investment banker,
and Alvarez & Marsal is serving as the Company's financial and
restructuring advisor. Epiq is the claims agent and has put up the
page https://dm.epiq11.com/Tupperware
VERDE RESOURCES: Incurs $3.19 Million Net Loss in FY Ended June 30
------------------------------------------------------------------
Verde Resources, Inc., filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$3.19 million on $96,584 of net revenue for the year ended June 30,
2024, compared to a net loss of $4 million on $100,777 of net
revenue for the year ended June 30, 2023.
As of June 30, 2024, the Company had $40.16 million in total
assets, $2.57 million in total liabilities, and $37.59 million in
total stockholders' equity.
Kuala Lumpur, Malaysia-based J&S Associate PLT, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated Oct. 16, 2024, citing that the Company has generated
recurring losses and suffered from an accumulated deficit of
$13,480,204 as of June 30, 2024. These matters raise substantial
doubt about the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1506929/000164033424001530/vrdr_10k.htm
About Verde Resources
Headquartered in St. Louis, MO, Verde Resources, Inc. specializes
in Net Zero road construction and building materials, driving
innovations that enhance sustainability and advance environmental
stewardship. Since 2021, the Company's BioFraction facility in
Borneo has been converting palm waste into biochar and other
sustainable byproducts. The Company conducts business operations
in La Belle, Missouri, U.S.A., through Verde Renewables, Inc., a
company incorporated in the State of Missouri, U.S.A., and an
indirect wholly-owned subsidiary Verde Estates, LLC, a Missouri
limited liability company.
VICTORY CLEAN: Welcomes David Voyticky to Board of Directors
------------------------------------------------------------
Victory Clean Energy, Inc. disclosed in a Form 8-K Report filed
with the U.S. Securities and Exchange Commission that the
shareholders by majority consent elected David Voyticky to serve as
a director of the Company, effective October 1, 2024.
Mr. Voyticky has over 20 years of operating, investing and
financing experience. In the last decade, Mr. Voyticky has worked
in this capacity with multiple start-ups and early-stage
enterprises that he has helped grow to valuations between $50
million to over $1 billion.
Mr. Voyticky collaborated with investors to identify and develop
undervalued companies that were at inflection points where new
capital would drive increases in shareholder value. Mr. Voyticky
has co-founded two investment funds which obtained assets under
management of over $300 million. As part of this focus, he has
worked extensively with lenders and private equity sources in both
an advisory and co-investor capacity and managed transactions
ranging from $5 million to $8 billion.
Mr. Voyticky has significant experience with domestic and
international M&A, restructuring and finance derived from serving
as a vice president with Goldman Sachs and Houlihan Lokey in Los
Angeles and as an associate with J.P. Morgan in London and New
York. During that period, Mr. Voyticky served as a lead advisor for
companies across a broad spectrum of industries including
telecommunications, media and entertainment,
transportation/logistics, commercial finance, insurance,
healthcare, consumer products, real estate, hospitality and
leisure.
Mr. Voyticky holds both J.D. and M.B.A degrees from the University
of Michigan and a Masters in International Policy and Economics
from the Ford School at the University of Michigan. He also holds a
Bachelor of Arts in Philosophy from Pomona College.
The Company does not currently compensate board members for service
as a director. The company is evaluating a compensation plan for
Board service which it may implement in the future.
Currently the entire Board provides committee function. There are
no arrangements or understandings between Mr. Voyticky and any
other persons pursuant to which Mr. Voyticky was named a director
of the Company. There are no family relationships between Mr.
Voyticky and any of the Company's directors or executive officers,
and Mr. Voyticky does not have any direct or indirect material
interest in any transaction or proposed transaction required to be
reported under Item 404(a) of Regulation S-K with the exception
that Mr. Voyticky's domestic partner owns a consulting company that
provides services to the Company at a current rate of $15,000 per
month.
About Victory Clean
Austin, Texas-based Victory Clean Energy, Inc. is a Green Hydrogen
energy company dedicated to developing and implementing clean,
sustainable low-cost energy solutions with applications across
various industries, including transportation, power generation, and
industrial processes.
Tampa, Fla.-based Accell Audit & Compliance, P.A., the Company's
auditor since 2024, issued a "going concern" qualification in its
report dated May 15, 2024, citing that the Company has incurred net
losses and negative cash flow from operations since inception.
These factors and the need for additional financing in order for
the Company to meet its business plans raise substantial doubt
about the Company's ability to continue as a going concern.
For the years ended December 31, 2023, and 2022, the Company
reported net losses of $538,703 and $321,484, respectively. As of
December 31, 2023, the Company had $1,638,085 in total assets,
$5,725,408 in total liabilities, and $4,087,323 in total
stockholders' deficit.
VYAIRE MEDICAL: Asset Sale Proceeds to Fund Plan Payments
---------------------------------------------------------
Vyaire Medical, Inc., and its affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware a Disclosure
Statement for Joint Chapter 11 Plan dated September 11, 2024.
The Debtors and their non-Debtor affiliates (collectively, "Vyaire"
or the "Company") are a global company focused on supporting
breathing through every stage of life.
Beginning in April and May 2024 and leading up to the Petition
Date, the Company's advisors connected with many potentially
interested parties, comprising both potential strategic and
financial partners. Company management and PJT prepared
confidential information memoranda separately for the Ventilation
and Respiratory Diagnostics businesses and populated virtual data
sites containing significant diligence documentation. 55 parties
executed non-disclosure agreements and received confidential
business information, 6 have discussed sale efforts with Company
management, and multiple submitted nonbinding indications of
interest.
In conjunction with these efforts, and after extensive, arm’s
length negotiations, the Debtors entered into that certain
Restructuring Support Agreement (the "Restructuring Support
Agreement" or "RSA") with certain First Lien Term Lenders holding
over 90% of the First Lien Term Loan, Second Lien Lenders holding
100% of the Second Lien Term Loan, and Apax, the controlling equity
holder in Vyaire Intermediate HoldCo LP (together, the "RSA
Parties"), to support the sale process and ultimate resolution of
the Debtors' Chapter 11 Cases.
Following a robust marketing process that began prepetition and
continued postpetition, as well as a three-day auction conducted on
August 12-14, 2024 for the Debtors' ventilation business unit, the
Debtors obtained approval on August 30, 2024 for a sale of certain
of the assets of the Debtors' Respiratory Diagnostics business (the
"Respiratory Diagnostics Assets") to Trudell Medical Limited for a
purchase price of $53.5 million in cash consideration, and a sale
of certain of the assets of the Debtors' ventilation business (the
"Ventilation Assets") to Zoll Medical Corporation for approximately
$37 million (in each case, the consideration received included the
assumption of certain obligations and liabilities). The Bankruptcy
Court entered the Sale Orders approving each sale transaction on
September 4, 2024.
Subsequent to the consummation of the Sale Transactions, subject to
Bankruptcy Court approval, the Debtors propose to liquidate any
remaining assets under chapter 11 of the Bankruptcy Code. Under
chapter 11, a debtor may reorganize or liquidate its business for
the benefit of its stakeholders. The consummation of going-concern
sale transactions followed by an orderly liquidation of any assets
not sold is the principal objective of these Chapter 11 Cases.
The primary objective of the Plan is to maximize value for all
Holders of Allowed Claims and Allowed Interests and generally to
distribute all property of the Estates that is or becomes available
for distribution generally in accordance with the priorities
established by the Bankruptcy Code. The Debtors believe that the
Plan accomplishes this objective and is in the best interest of the
Estates.
Generally speaking, the Plan:
* provides the vesting of certain assets following the Sale
Transactions in the Wind-Down Debtors for the purpose of
distribution to Holders of Claims;
* designates a Plan Administrator to wind down the Debtors'
affairs, pay, and reconcile Claims, and administer the Plan in an
efficient manner; and
* contemplates recoveries to Holders of Administrative Claims
and Other Priority Claims as is necessary to satisfy section 1129
of the Bankruptcy Code.
Class 6 consists of General Unsecured Claims. On the Effective
Date, each General Unsecured Claim shall be discharged and
released, and each Holder of a General Unsecured Claim shall not
receive or retain any distribution, property, or other value on
account of such General Unsecured Claim.
The Debtors shall fund or make distributions under the Plan,
including the conveyance and funding of the Wind-Down Debtor
Account Amount, with: (i) the proceeds from the Sale Transactions;
(ii) the Debtors' Cash on hand; and (iii) proceeds from the Wind
Down, including the Wind-Down Debtor Assets. The Allowed DIP Claims
shall be satisfied in accordance with Article II.C of the Plan.
A full-text copy of the Disclosure Statement dated September 11,
2024 is available at https://urlcurt.com/u?l=CQNi9y from
PacerMonitor.com at no charge.
Co-Counsel to the Debtors:
Joshua A. Sussberg, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Ave
New York, New York 10022
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: joshua.sussberg@kirkland.com
- and -
Spencer A. Winters, P.C.
Yusuf U. Salloum, Esq.
333 West Wolf Point Plaza
Chicago, Illinois 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: spencer.winters@kirkland.com
yusuf.salloum@kirkland.com
Co-Counsel to the Debtors:
Patrick J. Reilley, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington Delaware 19801
Tel: (302) 652-3131
Fax: (302) 652-3117
Email: preilley@coleschotz.com
- and -
Michael D. Sirota, Esq.
Warren A. Usatine, Esq.
Court Plaza North, 25 Main Street
Hackensack, New Jersey 07601
Tel: (201) 489-3000
Fax: (201) 489-1536
Email: msirota@coleschotz.com
wusatine@coleschotz.com
About Vyaire Medical
Vyaire Medical, Inc., together with its direct and indirect
subsidiaries, is a global company focused on developing products
and providing related services for the diagnosis, treatment, and
monitoring of various cardiology, pulmonology, and respiratory
health conditions. With a 70-year history of pioneering breathing
technology, the integrated solutions offered by the Company help
enable, enhance, and extend lives. Headquartered in Mettawa,
Illinois, Vyaire operates approximately 27 offices and
manufacturing facilities, and employs approximately 950 individuals
around the world. The Company has a global reach, and Vyaire
products are available in more than 100 countries. Its customers
are the hospitals, health centers, and private practice facilities
delivering life-enhancing products and services to patients every
day.
Vyaire Medical and its affiliates sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No.
24-11217) on June 9, 2024. In the petitions signed by John
Bibb,chief executive officer, the Debtors disclosed up to $500
million in estimated assets and up to $1 billion in estimated
liabilities.
Judge Brendan Linehan Shannon oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Cole Schotz P.C. as
counsel; AlixPartners, LLP as financial advisor; and PJT Partners,
LP as investment banker. Omni Agent Solutions, Inc., is the
Debtors' claims and noticing agent.
WASHINGTON BOI: James Overstreet Named Subchapter V Trustee
-----------------------------------------------------------
The U.S. Trustee for Region 21 appointed James Overstreet, Jr.,
Esq. at Klosinski Overstreet, LLP as Subchapter V Trustee for
Washington Boi Transport, LLC.
Mr. Overstreet will be paid an hourly fee of $350 for his services
as Subchapter V trustee and will be reimbursed for work-related
expenses incurred.
Mr. Overstreet declared that he is a disinterested person according
to Section 101(14) of the Bankruptcy Code.
The Subchapter V trustee can be reached at:
James C. Overstreet, Jr.
Klosinski Overstreet, LLP
1229 Augusta West Parkway
Augusta, Georgia 30909
TEL: (706) 863-2255
EMAIL: jco@klosinski.com
About Washington Boi Transport
Washington Boi Transport, LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga.
Case No. 24-40870) on October 3, 2024, listing $100,001 to $500,000
in assets and $500,001 to $1 million in liabilities.
Judge Edward J Coleman presides over the case.
Jon A. Levis, Esq. at Levis Law Firm, LLC represents the Debtor as
counsel.
WELLPATH HOLDINGS: $110MM Bank Debt Trades at 59% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Wellpath Holdings
Inc is a borrower were trading in the secondary market around 41.4
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $110 million Term loan facility is scheduled to mature on
October 1, 2026. The amount is fully drawn and outstanding.
Wellpath Holdings, headquartered in Nashville, Tennessee, provides
medical, dental, and behavioral health services to patients in
local detention facilities, federal and state prisons and
behavioral healthcare facilities. Wellpath is privately owned by
H.I.G. Capital.
WHITESTONE INDUSTRIAL: Houston Property Sale to MH Raw Land OK'd
----------------------------------------------------------------
Whitestone Industrial Office, LLC received the green light from the
U.S. Bankruptcy Court for the Northern District of Texas, Dallas
Division, to sell property located at 1105 Upland Drive, Houston,
Texas 77043, free and clear of liens, claims, and encumbrances.
The Debtor is selling the Property to MH Raw Land, LLC for
$8,400,000, with closing to occur on or before November 1, 2024.
The Court ordered the Debtor to pay all reasonable and necessary
closing costs including title insurance, survey fees, and
miscellaneous title company closing costs.
The Court also held that all remaining proceeds after closing costs
and property taxes are satisfied must be paid over to debtor
Pillarstone Capital REIT Operating Partnership LP.
About Whitestone Industrial Office LLC
Whitestone Industrial-Office LLC filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas
Case No. 24-30653) on March 4, 2024, listing $10 million to $50
million in estimated assets and $1 million to $10 million in
estimated liabilities. The petition was signed by Bradford Johnson
as authorized representative.
The case is jointly administered with that of Pillarstone Capital
REIT (Bankr. N.D. Texas Case No. 24-30657) and three other debtor
entities, with Pillarstone Capital REIT's as the lead case.
Judge Michelle V. Larson presides over the cases.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney PLLC,
represents the Debtors as counsel. Plante & Moran, PLLC serves as
the Debtors' accountant.
WNK FOODS: Gets Interim OK to Use Cash Collateral
-------------------------------------------------
WNK Foods, Inc. received interim approval from the U.S. Bankruptcy
Court for the Central District of California, Riverside Division to
use cash collateral and provide adequate protection to the U.S.
Small Business Administration.
The court approved the use of cash collateral to pay operating
expenses consistent with the company's budget, with a 10% variance.
The budget shows projected monthly expenses totaling approximately
$93,856 for October, $153,801 for November, and $131,074 for
December. The expenses encompass rent, utilities, food supplies,
payroll, and insurance costs.
The next hearing is scheduled for Nov. 5. Objections are due by
Oct. 25.
About WNK Foods
WNK Foods, Inc owns and operates a restaurant in Murrieta, Calif.
WNK Foods filed Chapter 11 petition (Bankr. C.D. Calif. Case No.
24-15964) with $1 million to $10 million in both assets and
liabilities. WNK Foods President Wahid Karas signed the petition.
Judge Mark D. Houle oversees the case.
The Debtor is represented by Robert B. Rosenstein, Esq., at
Rosenstein & Associates.
WORKSPORT LTD: Announces Strategic Updates, Product Launches
------------------------------------------------------------
Worksport Ltd. announced key strategic updates along with updates
on upcoming product launches aiming to accelerate revenue growth.
"Last year we had a million-dollar year, this year we're earning
million-dollar revenues in a month. Our target is to achieve
million-dollar (revenue) weeks, then million-dollar days. We're
building an amazing business brick-by-brick."
–- Steven Rossi, CEO
Strategic Initiatives:
* Targeting Cash Flow Positivity in 2025: With multiplying
revenues and improving margins, the Company believes there is a
path toward near-term enterprise profitability.
* Launching Three New & Highly Demanded Product Lines:
Upcoming product lines are aimed at strengthening revenue pathways
and brand presence of Worksport going forward.
* Expanding Market Reach: The Company aims to capitalize on
the growing demand for its products within the three
multi-billion-dollar markets it operates in.
* Streamlining Operations: The Company plans to implement
targeted cost-saving measures in Q4, aimed to enhance margins and
lower operational overhead without compromising growth.
Steven Rossi, CEO of Worksport, added:
"We are strategically positioned for continued growth and are
committed to enhancing shareholder value. Our objective is to push
for organic growth, and we reiterate our confidence in the
Company's fundamentals and future prospects. With multiple
high-demand products set for release and our ongoing innovations in
clean energy, we are dedicated to executing our vision and look
forward to sharing our progress with our shareholders."
Upcoming Product Releases
Set to Drive Growth
Worksport is excited to announce progress on three highly
anticipated products slated for near-term market release:
1. Worksport SOLIS Solar Cover
* First-to-Market Innovation: A Patented solar tonneau cover
capable of generating up to 650W of power.
* Versatile Applications: Ideal for truck owners, worksites,
outdoor enthusiasts, emergency services, and more.
* Seamless Integration: When paired with Worksport's Maximum
Power Point Tracking (MPPT) system, it can charge most major
portable battery systems.
2. Worksport COR Portable Energy System
* Modular Design: Features 1.7kWh storage with hot-swap
capability for uninterrupted power.
* High-Demand Appliance Support: Powers devices like
refrigerators and microwaves. Future versions tested to also
function as an EV Range Extender.
* Perfect Pairing: Designed to work seamlessly with the SOLIS
Solar Cover for a complete portable energy solution.
3. Worksport AL4 Premium Tonneau Cover
* Projected Q4 2024 Release: Set to enter the market as one of
the most in-demand tonneau cover models. Worksport's sales team is
preparing a pre-order campaign for national distribution
customers.
* Innovative Four-Fold Design: Offers enhanced functionality
and ease of use.
Exciting Developments
at Terravis Energy
Worksport is also thrilled to announce that its subsidiary,
Terravis Energy, is nearing a major breakthrough in heat pump
technology:
* Highly Efficient Extreme-Climate Heat Pump: An innovative
technology aimed to disrupt the HVAC industry.
* Massive Market Opportunity: Positioned to enter the $100+
billion global heat pump market, which is largely supported by
government subsidies.
* Upcoming Updates: The Company plans to provide detailed
information on this breakthrough technology and new product soon.
Revenue Growth
and Market Expansion
Management reiterates the positive financial impact anticipated
from the upcoming product launches:
* Tonneau Cover Business Growth: High demand for the AL4 cover
is projected to elevate revenues. News with respect to the outcome
of the companies planned pre-order sales campaign is to be expected
in the near future.
* Clean-Tech Product Potential: The SOLIS and COR systems are
projected to propel the Company's revenues in the mid to long
term.
* Market Leadership in Clean Energy: With the launch of these
innovative product lines, Worksport is poised to capture
significant market share in the rapidly expanding tonneau cover and
clean energy sectors.
About Worksport Ltd.
West Seneca, N.Y.-based Worksport Ltd., through its subsidiaries,
designs, develops, manufactures, and owns intellectual property on
a portfolio of tonneau cover, solar integration, portable power
station, and NP (Non-Parasitic), Hydrogen-based green energy
products and solutions for the automotive aftermarket accessories,
power storage, residential heating, and electric vehicle-charging
industries.
Going Concern
The Company cautioned in its Form 10-Q Report for the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. As of March 31, 2024, the Company
had $3,536,980 in cash and cash equivalents. The Company has
generated only limited revenues and has relied primarily upon
capital generated from public and private offerings of its
securities. Since the Company's acquisition of Worksport in fiscal
year 2014, it has never generated a profit.
As of June 30, 2024, Worksport had $27,185,498 in total assets,
$8,039,405 in total liabilities, and $19,146,093 in total
stockholders' equity.
XPLORE INC: $995MM Bank Debt Trades at 77% Discount
---------------------------------------------------
Participations in a syndicated loan under which Xplore Inc. is a
borrower were trading in the secondary market around 22.9
cents-on-the-dollar during the week ended Friday, Oct. 18, 2024,
according to Bloomberg's Evaluated Pricing service data.
The $995 million Term loan facility is scheduled to mature on
October 2, 2028. The amount is fully drawn and outstanding.
Xplore Inc., headquartered in Woodstock, New Brunswick, and owned
by Stonepeak Infrastructure Partners, offers broadband internet to
residential and commercial customers in rural areas in Canada
using
fiber, fixed wireless and satellite technology platforms.
YELLOW CORP: Submits New Plan After Losing Pensions Battle
----------------------------------------------------------
Evan Ochsner of Bloomberg Law reports that Yellow Corp. has put
forward a new bankruptcy plan focused on liquidating its assets to
repay creditors after a prior plan, backed by its hedge fund
owners, was blocked by an unfavorable court ruling.
The struggling trucking company had initially intended to provide
recovery for its equity holders, including MFN Partners, if Judge
Craig T. Goldblatt of the U.S. Bankruptcy Court for the District of
Delaware had ruled in its favor in a September dispute over pension
withdrawal liability calculations. A favorable decision would have
allowed Yellow to fully pay unsecured creditors and offer a payout
to equity holders, according to a October 17, 2024 filing.
Now, however, Yellow states that the original proposal is no longer
feasible, and the newly proposed plan represents the best route to
maximize value in its Chapter 11 case.
Under the updated plan, Yellow Corp. plans to liquidate its assets
and assign a trustee to allocate the proceeds to creditors. The
company stated that previous asset sales last year raised enough
funds to cover its secured debt and bankruptcy expenses.
Additionally, Yellow mentioned in its Thursday filing that it has
"dozens" of remaining assets it can still sell.
Although Judge Goldblatt's ruling left the amount of Yellow's
pension debt uncertain, the company suggested that this liability
could potentially be lowered or ranked below other claims.
"This argument remains unresolved, and it is unclear if such
argument will be successful or the amount by which the Withdrawal
Liability Claims would be reduced if so," Yellow said in a
footnote.
Pension funds have claimed $6.5 billion in withdrawal liability
against Yellow.
According to Yellow's filing, the extent of this liability
reduction will play a crucial role in determining the recovery for
unsecured creditors.
If the pension liability is not reduced or subordinated, the
company anticipates owing between $2.3 billion and $4.7 billion in
general unsecured claims, with potential payouts ranging from 0% to
16%.
However, if the pension claims are reduced or subordinated by up to
50%, Yellow expects unsecured claims to fall between $1.3 billion
and $2.7 billion, resulting in a potential recovery range of 0% to
26%.
Yellow is represented by Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow
Corporation had $2,152,200,000 in total assets against
$2,588,800,000 in total liabilities. The petitions were signed by
Matthew A. Doheny as chief restructuring officer.
The Debtors tapped Kirkland & Ellis, LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones, LLP as Delaware local counsel;
Kasowitz, Benson and Torres, LLP as special litigation counsel;
Goodmans, LLP as special Canadian counsel; Ducera Partners, LLC, as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions is the claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
while White & Case, LLP and Arnold & Porter Kaye Scholer, LLP serve
as counsels to Beal Bank USA and the U.S. Department of the
Treasury, respectively.
On Aug. 16, 2023, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Chapter 11 cases.
The committee tapped Akin Gump Strauss Hauer & Feld, LLP and
Benesch, Friedlander, Coplan & Aronoff, LLP as counsels; Miller
Buckfire as investment banker; and Huron Consulting Services, LLC,
as financial advisor.
YH&R CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: YH&R Construction, LLC
4839 Isaac Ryan
San Antonio, TX 78253
Chapter 11 Petition Date: October 21, 2024
Court: United States Bankruptcy Court
Western District of Texas
Case No.: 24-52085
Judge: Hon. Michael M Parker
Debtor's Counsel: James S. Wilkins, Esq.
JAMES S. WILKINS P.C.
1100 NW Loop 410, Ste. 700
San Antonio, TX 78213
Tel: 210-271-9212
Email: jwilkins@stic.net
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Sandor Gonzalez as chief executive
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/M6D4F5Q/YHR_Construction_LLC__txwbke-24-52085__0001.0.pdf?mcid=tGE4TAMA
ZELIS HOLDINGS: S&P Lowers ICR to 'B' on Dividend Recapitalization
------------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Zelis Holdings L.P. (Zelis) to 'B' from 'B+'. The outlook is
stable. S&P also lowered its issue ratings on the company's $200
million revolving credit facility (RCF) due January 2026 and
first-lien term loan due September 2029 to 'B' from 'B+', with the
recovery ratings remaining '3' (50%). At the same time, S&P
assigned its 'B' issue rating and '3' (50%) recovery rating to the
company's new seven-year, $2.1 billion, first-lien term loan due
2031.
Zelis intends to issue a new seven-year $2.1 billion first-lien
term loan to fund a distribution to its shareholders. This will
result in pro forma debt outstanding of $4.1 billion, versus $2.0
billion pre-deal, as of June 30, 2024. S&P believes the transaction
significantly weakens its credit metrics and reflects a shift to a
more aggressive financial policy. The company is also seeking to
upsize its RCF due January 2029 to $450 million from $200 million.
After the transaction, financial leverage and EBITDA coverage will
reach 7.2x and 2.1x respectively. Both are significantly above our
pre-transaction expectations through 2025 of 3.5x-4.0x and about
4.0x. In turn, S&P revised its run-rate expectations for financial
leverage and EBITDA coverage to a weaker level that is more in line
with a highly leveraged capital structure. This is more typical for
a financial-sponsor-controlled company.
[*] Stretto Acquires Chapter 11 Dockets for Enhanced Solutions
--------------------------------------------------------------
Stretto, a market-leading legal services and technology firm, has
further expanded its comprehensive suite of solutions by acquiring
Chapter 11 Dockets, a precedent research database and system
designed by corporate restructuring attorneys for corporate
restructuring attorneys. This acquisition is an important milestone
in the company's commitment to delivering innovative tools and
AI-powered enhancements across its diverse portfolio.
"Stretto remains on the forefront of bringing new efficiencies and
solutions to its corporate restructuring clients. We could not be
more pleased to bring on board the leading precedent research
provider to meet this goal," comments James Le, President and Chief
Operating Officer at Stretto. "We look forward to combining forces
and continuing our shared commitment to serving the corporate
bankruptcy community."
Chapter 11 Dockets provides a full suite of products and services
designed specifically for the needs of corporate bankruptcy
professionals. The platform currently serves professionals in all
large Chapter 11 cases. Its research database contains more than
five and a half million pleadings from over 4,000 of the nation's
largest Chapter 11 cases, with a comprehensive catalog of documents
dating back to the origination of electronic filing. The platform
also provides bankruptcy case filing alerts, custom key bankruptcy
event reports, and a daily newsletter of new current reports (Form
8-K filings with Securities and Exchange Commission).
"As both Chapter 11 Dockets and Stretto were founded by former
corporate restructuring attorneys, we share the same vision and
dedication to bringing optimized services to industry
professionals," Randall Reese, founder of Chapter 11 Dockets,
comments. "I look forward to collaborating with Stretto and
continuing to deliver innovative solutions to the corporate
bankruptcy market."
About Chapter 11 Dockets
Chapter 11 Dockets builds and operates legal and financial research
tools that are relied upon by the country's largest, most
sophisticated law firms, investment banks, and distressed
investors. Leveraging a database of more than five and a half
million court filings and proprietary algorithms, Chapter 11
Dockets allows the bankruptcy and restructuring communities to
harness the power of bankruptcy court information in ways not
previously imaginable. The company was founded by Randall Reese who
began his career as an associate in the Corporate Restructuring
practice of Skadden, Arps, Slate, Meagher & Flom.
About Stretto
Stretto delivers a full spectrum of technology tools,
case-management services, and depository solutions to legal and
financial professionals. Offering a comprehensive suite of
corporate-restructuring and consumer-bankruptcy capabilities along
with multi-faceted deposit and disbursement services, Stretto
provides an unparalleled portfolio of solutions under the executive
leadership of industry veterans Eric Kurtzman and Jonathan Carson.
Stretto leverages deep-industry expertise and market insights to
facilitate every aspect of case and cash management for its
clients. For more information about Stretto, visit www.stretto.com.
[*] Texas Bankruptcy Filings Increased in January to October 2024
-----------------------------------------------------------------
Leonardo Rosas of the Dallas Business Journal reports that business
bankruptcies have been rising in Dallas-Fort Worth, and across the
country, as numerous industries wrestle with changing consumer
preferences and economic uncertainty in the wake of Covid-19.
Federal courts in the Metroplex saw 311 Chapter 7 and Chapter 11
business bankruptcies through Oct. 4, 2024, a roughly 17% increase
from the same period a year prior, according to a Dallas Business
Journal analysis of public records.
Michael Napoli, a Dallas-based partner in the bankruptcy and
reorganization group at Akerman LLP, said several economic factors
are behind the increase. But two stand out: "One is inflation and
interest rates, and those kind of go hand in hand. Inflation goes
up, interest rates go up. Second is I think we're still seeing some
of the fallout from the pandemic."
The pandemic accelerated patterns that were already starting to
take effect for restaurants, movie theaters and shopping malls.
Today, a lot of these businesses just don't see as many people
coming through the doors anymore, Napoli said.
"You're seeing retailers, you're seeing people who supply to
retailers and you're seeing restaurants, particularly ... fast
casual," Napoli said of the kinds of businesses ending up in
bankruptcy.
Shifting consumer spending has collided with higher borrowing costs
to create a perfect storm for many small businesses.
"These businesses have managed to hang on for the last several
years, but the money's gone," Napoli said. "Interest rates are up,
so it's very hard to refinance."
Another possible contributor, albeit a smaller one, was a recent
change in debt limit for small businesses seeking to qualify for
subchapter V of Chapter 11 bankruptcy, Napoli said.
In June 2024, the pandemic-induced higher debt limit to file under
subchapter V, $7.5 million, ended and reverted to a little more
than $3 million, which was the debt limit before 2020, according to
UScourts.gov. Small businesses filing under subchapter V typically
have more flexibility in negotiating restructuring plans with
creditors.
"Everybody knew that date was coming, so a lot businesses were in a
'use it or lose it' proposition," Napoli said.
But it's not just small businesses that have been impacted.
Headlines about major companies filing for bankruptcy have become
somewhat common as of late. Some of the latest names to join the
list include Dallas-based Steward Health Care, Big Lots and
Conn's.
The 75 U.S. corporate bankruptcy filings seen in June was the
highest monthly level since at least 2020 while the pace through
the first six months of the year was the highest in more than a
decade, according to data from S&P Global Market Intelligence.
One question to consider now is whether businesses might be in
store for some relief after policymakers at the Federal Reserve
voted in September to reduce the benchmark rate by half a
percentage point.
For those already in bankruptcy, debtor-in-possession financing or
exit financing should become more affordable, according to Napoli.
But the immediate impact for businesses facing the possibility of
bankruptcy is likely small. The federal funds target rate of
4.75%-5% is still quite high by the standard of the past 15 years.
"Bottom line: I think it will be helpful but not transformative,"
Napoli said.
The health care sector in particular is seeing considerable
bankruptcy activity, said Matt Ferris, a Dallas-based partner in
the restructuring group at Haynes and Boone LLP.
During the pandemic, demand increased for a variety of health care
items and services, and businesses responded.
"For example, medical supplies became very in demand in the
Covid-focused period, and you had businesses that took on
additional leverage, expanded business lines and made acquisitions
to respond to that demand," Ferris said.
Demand has ebbed for those items but some companies still be
dealing with the additional debt they took on, Ferris said.
Overall, litigation is up in 2024 as well. Courts tracked by DBJ in
Collin, Dallas, Denton and Tarrant counties saw 9,623 lawsuits
filed through Oct. 4, up 16% from same period in 2023.
Looking forward, Napoli sees the economy continuing to restructure
around new business models. The economy is changing and many of
these changes are going to stick. As one example, he pointed to the
impact hybrid work is having on the amount of workers coming into
the office on a daily basis, which then impacts nearby restaurants
and stores.
"You know, when cars got popular, people who sold horse equipment
went out of business," he said.
[] Mixed-Use Commercial Property Up for Auction on Dec. 4
---------------------------------------------------------
Mixed-use commercial & residential building located at 6422 N.
Sheridan Road in Chicago, Illinois, is up for auction on Dec. 4,
2024. The property is previously valued in excess of $20 million.
Suggested opening bid is $14.5 million. On-site inspections from
noon to 2:00 p.m. on Nov. 7, 12, and 21, 2024, and by appointment.
For further information on the sale, contact: Rick Levin &
Associates Inc. at 312-440-2000
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
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however, be complete or accurate. The Monday Bond Pricing table
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then-ending.
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